10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-K

(Mark One)

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

For the fiscal year ended January 1, 2022

OR

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

For the transition period from                      to                      

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, 3rd Floor

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

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Class A Common Stock (par value $.01 per share)	SUM	New York Stock Exchange

Securities registered pursuant to Section 12(g) of the Act: None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.
Summit Materials, Inc.	Yes	☒	No	☐	Summit Materials, LLC	Yes	☐	No	☒
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Act.
Summit Materials, Inc.	Yes	☐	No	☒	Summit Materials, LLC	Yes	☐	No	☒
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	☒	No	☐	Summit Materials, LLC	Yes	☒	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	☒	No	☐	Summit Materials, LLC	Yes	☒	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	☒	Accelerated filer	☐
Non-accelerated filer	☐	Smaller reporting company	☐
		Emerging growth company	☐
Summit Materials, LLC
Large accelerated filer	☐	Accelerated filer	☐
Non-accelerated filer	☒	Smaller reporting company	☐
		Emerging growth company	☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C.7262(b)) by the registered public accounting firm that prepared or issued its audit report.
Summit Materials, Inc.	Yes	☒	No	☐	Summit Materials, LLC	Yes	☒	No	☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). 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.
Summit Materials, Inc.	Yes	☐	No	☒	Summit Materials, LLC	Yes	☐	No	☒

The aggregate market value of the Summit Materials, Inc. voting stock held by non-affiliates of the Registrants as of July 3, 2021 was approximately $4.1 billion.

As of February 21, 2022, 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 118,730,256 and 99, respectively.

As of February 21, 2022, 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.

DOCUMENTS INCORPORATED BY REFERENCE

Certain information required by Items 10, 11, 12, 13 and 14 of Part III incorporate information by reference from Summit Materials, Inc.’s definitive proxy statement relating to its 2022 annual meeting of stockholders to be filed with the Securities and Exchange Commission within 120 days after the close of Summit Materials, Inc.’s most recent fiscal year.

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PART	ITEM		PAGE
I	1	Business	6
	1A	Risk Factors	17
	1B	Unresolved Staff Comments	32
	2	Properties	32
	3	Legal Proceedings	34
	4	Mine Safety Disclosures	35
		Executive Officers of the Company	35
II	5	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	36
	6	[Reserved]	37
	7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	37
	7A	Quantitative and Qualitative Disclosures about Market Risk	61
	8	Financial Statements and Supplementary Data	63
	9	Changes in and Disagreements With Accountants on Accounting and Financial Disclosure	99
	9A	Controls and Procedures	99
	9B	Other Information	102
	9C	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	102
III	10	Directors, Executive Officers and Corporate Governance	102
	11	Executive Compensation	102
	12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	102
	13	Certain Relationships and Related Transactions, and Director Independence	103
	14	Principal Accountant Fees and Services	103
IV	15	Exhibits and Financial Statement Schedules	103
	16	Form 10-K Summary	107
		Signatures	108

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EXPLANATORY NOTE

This annual report on Form 10-K (this “report”) is a combined annual 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 annual reports on Form 10-K 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,” “Summit Materials” 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 January 1, 2022, its sole material asset was a 98.9% economic interest in Summit Materials Holdings L.P. (“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 6 1/2 % senior notes due 2027 (“2027 Notes”) and our 5 1/4% senior notes due 2029 (“2029 Notes” and collectively with the 2027 Notes, the “Senior Notes”). Summit Inc.’s only revenue for the year ended January 1, 2022 is 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.

DISCLOSURE 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. 

Some of the important factors that could cause actual results to differ materially from our expectations are disclosed under “Risk Factors” and elsewhere in this report. 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.

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 otherwise required by law.

CERTAIN DEFINITIONS

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

•“Continental Cement” refers to Continental Cement Company, L.L.C.;

•“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;

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

•“Mainland” refers to Mainland Construction Materials ULC, which is the surviving entity from the acquisition of Rock Head Holdings Ltd., B.I.M. Holdings Ltd., Carlson Ventures Ltd., Mainland Sand and Gravel Ltd. and Jamieson Quarries Ltd.;

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

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Corporate Structure

The following chart summarizes our organizational structure, equity ownership and our principal indebtedness as of January 1, 2022. This chart is provided for illustrative purposes only and does not show all of our legal entities or all obligations of such entities.

 

______________________

(1)U.S. Securities and Exchange Commission (“SEC”) registrant.

(2)The shares of Class B Common Stock are currently held by pre-initial public offering 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.

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PART I 

ITEM 1.    BUSINESS.

Overview

Summit’s vision is to be the most socially responsible, integrated construction materials solution provider, collaborating with stakeholders to deliver differentiated innovations and solve our customers’ challenges. Within our markets, we strive to be a market leader by offering 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 Minnesota to Louisiana. 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 vertical integration creates opportunities to increase aggregates volumes, optimize margin at each stage of production and provide customers with efficiency gains, convenience and reliability, which we believe gives us a competitive advantage.

Since our inception in 2009, we have become a major participant in the U.S. construction materials industry. We believe that, by volume, we are a top 10 aggregates supplier, a top 15 cement producer and a major producer of ready‑mix concrete and asphalt paving mix. Our aggregates reserves and resources were 5.9 billion tons as of January 1, 2022. In the year ended January 1, 2022 we sold 64.2 million tons of aggregates, 2.4 million tons of cement, 5.8 million cubic yards of ready-mix concrete and 5.1 million tons of asphalt paving mix across our more than 400 sites and plants.

Our growth over the years has been due in large part to our acquisitions. Over the past decade, the U.S. economy witnessed a cyclical decline followed by a gradual recovery in the private construction market and modest growth in public infrastructure spending. The U.S. private construction market has grown in recent years both nationally and in our markets. We believe we are well positioned to capitalize on growth in the construction market to continue to expand our business, particularly in light of the $1.2 trillion Infrastructure Investment and Jobs Act passed in November 2021.

Our revenue in 2021 was $2.4 billion with net income of $154.3 million. As of January 1, 2022, our total indebtedness outstanding was approximately $1.6 billion.

We anticipate continued demand growth in our primary end markets, public infrastructure and the private construction market. Public infrastructure, which includes spending by federal, state and local governments for roads, highways, bridges, airports and other public infrastructure projects, has been a relatively stable portion of government budgets providing consistent demand to our industry and is projected by the Portland Cement Association (“PCA”) to grow approximately 41% in the U.S. from 2022 to 2026. The Infrastructure Investment and Jobs Act provides $45.5 billion in funding to Texas, Utah, Kansas and Missouri, our top four states by revenue in 2021. We believe states will continue to institute state and local level funding initiatives dedicated towards increased infrastructure spending. Historically, growth in infrastructure spending has not been consistent across the United States, but has varied across different geographies. Economic conditions in our markets do vary by state, and public infrastructure funding is expected to differ as a result. The public infrastructure market represented approximately 36% of our revenue in 2021.

The private construction market includes residential and nonresidential new construction and the repair and remodel market. According to the PCA, the number of total housing starts in the United States, a leading indicator for our residential business, is expected to remain at historically high levels. Residential activity in our key markets remains strong, particularly in the Houston and Salt Lake City areas, two of the largest metro areas where we operate. We believe residential activity in our key markets will continue to be a driver for volumes in future periods. The PCA projects that spending in private nonresidential construction will grow 10% from 2022 to 2026. Growth in private construction spending is influenced by changes in population, employment and general economic activity, among other factors which vary by geography across the United States. The private construction market represented approximately 64% of our revenue in 2021.

In addition to anticipated demand growth in our end markets, we expect continued improvement in pricing, especially in our materials businesses. The United States Geological Survey ("USGS") reports that aggregates pricing has increased in 70 of the last 75 years. Accordingly, we believe that this trend will continue in the future. The PCA estimates that cement consumption will increase approximately 11% in the U.S. from 2022 to 2026, reflecting rising demand in the major end markets. We believe that the increased demand will support higher cement pricing as production capacity in the United States tightens and the cost of imported cement remains high.

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Historically, we have supplemented organic growth with acquisitions by strategically targeting attractive, new markets and expanding in existing markets. We consider population trends, employment rates, competitive landscape, private and public construction outlook, public funding and various other factors prior to entering a new market. In addition to considering macroeconomic data, we seek to establish, and believe that we have, a top three position in our local markets, which we believe supports improving profit margins and sustainable organic growth. This positioning provides local economies of scale and synergies, which benefits our profitability. In addition, we also focus on developing greenfield and brownfield sites in our existing markets.

We believe that significant opportunities remain for growth through acquisitions. We estimate that approximately 65% of the U.S. construction materials market is privately owned. Our management team maintains contact with hundreds of private companies. These long‑standing relationships, cultivated over decades, have been the primary source for our past acquisitions and, we believe, will continue to be an important source for future acquisitions. We believe we offer a compelling value proposition for private company sellers, including secure ongoing stewardship of their legacy businesses and brands.

We also seek greenfield development opportunities, particularly in our current geographies where we have been unable to identify additional acquisition opportunities at reasonable values. While greenfield development opportunities generally take longer to reach positive cash flows, the return on investment can equal or exceed those of business acquisitions.

In 2021, our management team undertook a portfolio review, and began an optimization process whereby 10-12 operational assets or businesses have been identified for possible divestiture. In the year ended January 1, 2022, we divested of 8 businesses, resulting in net proceeds of $128.3 million. We expect to divest of additional businesses in 2022.

Our Business Segments

We operate in 21 U.S. states and in British Columbia, Canada and have assets in 21 U.S. states and in British Columbia, Canada through our platforms that make up our operating segments: West; East; and Cement. The 10 platform businesses in the West and East segments have their own management teams. The platform management teams are responsible for overseeing the operating platforms, implementing best practices, developing growth opportunities and integrating acquired businesses. We seek to enhance value through increased scale, efficiencies and cost savings within local markets.

•West Segment:  Our West segment includes operations in Texas, Utah, Colorado, Idaho, Wyoming, Oklahoma, Nevada and British Columbia, Canada. We supply aggregates, ready‑mix concrete, asphalt paving mix and paving and related services in the West segment. As of January 1, 2022, the West segment controlled approximately 1.6 billion tons of aggregates reserves and resources and $702.1 million of net property, plant and equipment and inventories (“hard assets”). During the year ended January 1, 2022, approximately 52% of our revenue was generated in the West segment.

•East Segment:  Our East segment serves markets extending across the Midwestern and Eastern United States, most notably in Kansas, Missouri, Virginia, Kentucky, North Carolina, South Carolina, Georgia, Arkansas and Nebraska where we supply aggregates, ready‑mix concrete, asphalt paving mix and paving and related services. As of January 1, 2022, the East segment controlled approximately 3.7 billion tons of aggregates reserves and resources and $743.3 million of hard assets. During the year ended January 1, 2022, approximately 35% of our revenue was generated in the East segment.

•Cement Segment:  Our Cement segment consists of our Hannibal, Missouri and Davenport, Iowa cement plants and nine distribution terminals along the Mississippi River from Minnesota to Louisiana. Our highly efficient plants are complemented by our integrated distribution system that spans the Mississippi River. We process solid and liquid waste into fuel for the plants, which can reduce the plants’ fuel costs by up to 50%. The Hannibal, Missouri plant is one of very few cement facilities in the United States that can process both hazardous and non-hazardous solid and liquid waste into fuel. As of January 1, 2022, the Cement segment controlled approximately 0.6 billion tons of aggregates reserves and resources, which serve its cement business, and $568.2 million of hard assets. During the year ended January 1, 2022, approximately 12% of our revenue was generated in the Cement segment.

Our End Markets

Public Infrastructure.  Public infrastructure construction includes spending by federal, state and local governments for highways, bridges, airports, schools, public buildings and other public infrastructure projects. Public infrastructure spending has historically been more stable than private sector construction. We believe that public infrastructure spending is less sensitive to interest rate changes and economic cycles and often is supported by multi-year federal and state legislation and programs. A

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significant portion of our revenue is derived from public infrastructure projects. As a result, the supply of federal and state funding for public infrastructure highway construction significantly affects our public infrastructure end-use business.

In the past, public infrastructure sector funding was underpinned by a series of six‑year federal highway authorization bills. 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. The Infrastructure Investment and Jobs Act (the “IIJA”) was signed into law on November 15, 2021. The IIJA legislation provides $1.2 trillion in funding over five years from 2022 through 2026, including $550 billion in new investments for all modes of transportation, water, power and energy, environmental remediation, public lands, broadband and resilience.

Residential Construction.  Residential construction includes single family homes and multi‑family units such as apartments and condominiums. Demand for residential construction is influenced primarily by employment prospects, new household formation and mortgage interest rates. In recent years, residential construction demand has been growing, although the rate of growth has varied across the U.S. As a result of the COVID-19 pandemic, migration trends towards rural and exurban U.S. markets has begun, notably in our Texas and Utah markets.

Nonresidential Construction.  Nonresidential construction encompasses all privately financed construction other than residential structures. Demand for nonresidential construction is customarily driven primarily by population and economic growth, and activity tends to follow residential activity by 12-24 months. Population growth generally spurs demand for stores, shopping centers and restaurants. Economic growth typically creates demand for projects such as hotels, office buildings, warehouses and factories, although growth rates vary across the U.S. The supply of nonresidential construction projects is also affected by other variables, interest rates and the availability of credit to finance these projects.

Our Competitive Strengths

Leading market positions.  We believe each of our operating companies has a top three market share position in its local market area achieved through their respective, extensive operating histories, averaging over 30 years. We believe we are a top 10 supplier of aggregates, a top 15 producer of cement and a major producer of ready‑mix concrete and asphalt paving mix in the United States by volume. We focus on acquiring aggregate-based companies that have leading local market positions, which we seek to enhance by building scale through additional bolt-on acquisitions. The construction materials industry is highly local in nature due to transportation costs from the high weight‑to‑value ratio of the products. Given this dynamic, we believe achieving local market scale provides a competitive advantage that drives growth and profitability for our business. We believe that our ability to prudently acquire, rapidly integrate and improve multiple businesses has enabled, and will continue to enable, our market leadership.

Operations positioned to benefit from attractive industry fundamentals.  We believe the construction materials industry has attractive fundamentals, characterized by high barriers to entry and a stable competitive environment in the majority of markets. Barriers to entry are created by scarcity of raw material resources, limited efficient distribution range, asset intensity of equipment, land required for quarry operations and a time‑consuming and complex regulatory and permitting process. According to a January 2021 U.S. Geological Survey, aggregates pricing in the United States had increased in 70 of the previous 75 years, with growth accelerating since 2002 as continuing resource scarcity in the industry has led companies to focus increasingly on improved pricing strategies.

One contributing factor that supports pricing growth through the economic cycles is that aggregates and asphalt paving mix have significant exposure to public road construction, which has demonstrated growth over the past 30 years, even during times of broader economic weakness. The majority of public road construction spending is funded at the state level through the states’ respective departments of transportation. Texas, Utah, Kansas and Missouri, four of the states in which we have had our highest revenues, have funds with certain constitutional protections for revenue sources dedicated for transportation projects. These dedicated, earmarked funding sources limit the negative effect state deficits may have on public spending. As a result, we believe our business’ profitability is significantly more stable than most other building product subsectors.

Vertically‑integrated business model.  We generate revenue across a spectrum of related products and services. Approximately 19% of the aggregates used in our products and services are internally supplied. Our vertically‑integrated business model enables us to operate as a single source provider of materials and paving and related services, creating cost, convenience and reliability advantages for our customers, while at the same time creating significant cross‑marketing opportunities among our interrelated businesses. We believe this creates opportunities to increase aggregates volumes, optimize margin at each stage of production, foster more stable demand for aggregates through a captive demand outlet, create a

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competitive advantage through the efficiency gains, convenience and reliability provided to customers and enhance our acquisition strategy by providing a greater population of target companies.

Attractive diversity, scale and product portfolio.  We operate in dozens of metropolitan statistical areas across 21 U.S. states and in British Columbia, Canada. In the year ended January 1, 2022, 52% of our operating income increase came from the West segment, 28% from East segment and 20% from the Cement segment, excluding corporate charges. As of January 1, 2022, we had 3.9 billion tons of proven and probable mineral reserves and 1.8 billion measured and indicated mineral resources. We estimate that the useful life of our reserves serving our aggregates and cement businesses are approximately 55 years and 170 years, respectively, based on the average production rates in 2021 and 2020.

Our dry process cement plants in Hannibal, Missouri and Davenport, Iowa were commissioned in 2008 and 1981, respectively. These low-cost cement plants have efficient manufacturing capabilities and are strategically located on the Mississippi River and complemented by an extensive network of river and rail fed distribution terminals. Our terminal network can accept imported cement to supplement our internal production capacity as demand and market conditions dictate. Due to the location of our Hannibal and Davenport plants on the Mississippi River, in 2021, we shipped approximately 65-75% of our cement by barge, which is significantly more cost‑effective than truck or rail transport.

Proven ability to incorporate new acquisitions and grow businesses.  Since our inception, we have acquired dozens of businesses, successfully integrating them into three segments through the implementation of operational improvements, industry‑proven information technology systems, comprehensive safety and management programs. A typical acquisition and subsequent integration generally involves implementing common safety and financial back office systems, driving best practices in pricing and productivity. In addition, we seek to leverage scale while maintaining local branding and management decision-making and providing management support, strategic direction and financial capital for investment.

Experienced and proven leadership driving organic growth, acquisition and optimization strategy. Our management team, including corporate and segment managers, corporate development, finance executives and other heavy side industry operators, has extensive experience in the industry. Our management team has successfully enhanced the operations of acquired companies, focusing on scale advantages, cost efficiencies and price optimization to improve profitability and cash flow. Our management team has undertaken an optimization process whereby we are disposing of certain assets and businesses that are not core to our business, helping our management teams narrow their focus to the highest returning components of our business and serve our broader goal of increasing our return on invested capital.

Our Business Strategy

We believe our integrated business model creates a distinct competitive advantage to support our growth ambitions. In March 2021, we unveiled our Elevate Summit Strategy, which has four key themes:

Market Leadership. We expect to create sustainable advantages in suburban and exurban communities that enhance total shareholder value. We believe that our vertical integration of construction materials, products and services is a significant competitive advantage that will drive share growth in existing markets and enable entry into new markets. A significant portion of materials used to produce our products and provide services to our customers is internally supplied, which enables us to operate as a single source provider of materials, products and paving and related services. This creates cost, convenience and reliability advantages for our customers and enables us to capture additional value throughout the supply chain, while at the same time creating significant cross‑marketing opportunities among our interrelated businesses.

Asset Light Approach. We seek to maximize aggregates pull through in order to improve capital efficiency, and reduce volatility. Our growth has been a result of the successful execution of our aggregates-led acquisition strategy and implementation of best practices to drive organic growth. We believe we have opportunity for further growth through strategic acquisitions in markets adjacent to our existing markets within the states where we currently operate, as well as into additional states as market and competitive conditions permit. We also believe we can enhance our return on investment by partnering with our customers in asset light partnerships by providing aggregates.

Social Responsibility. We strive to build differentiated, heavy materials solutions to enhance returns and maximize social impact. As our customers focus on their own social responsibility goals, we plan to provide innovative solutions to meet those goals. We view social responsibility, which includes human capital, land use, water and addressing carbon emissions impacts, as a strategic imperative essential to serving the needs of our employees, customers, and communities where we operate. We publish an annual sustainability report aligned with the Sustainability Accounting Standards Board Construction Materials Standard. Our sustainability report describes our safety performance as well as water usage, waste production, and

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carbon emissions impacts. We seek to proactively address those impacts to align our business activities with the interests of our external stakeholders.

Innovation Focus. We seek to make investments to address tomorrow's customer challenges with new products and solutions. We seek to enhance margins through proven profit optimization plans, managed working capital and achieved scale‑driven purchasing synergies and fixed overhead control and reduction. Our management team, supported by our operations, development, risk management, information technology and finance teams, drive the implementation of detailed and thorough profit optimization plans for each acquisition post close. These integration and improvement plans typically include, among other things, implementation of a common pricing strategy, safety and financial systems, systematic commercial strategies, operational benefits, efficiency improvement plans and business-wide cost reduction techniques. In addition, through our portfolio optimization program, we are also evaluating and executing on divestitures of certain assets and businesses that are not core to our business or have underperformed our investment expectations.

Our Industry

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 publicly traded 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 materials and products and our ability to control operating costs.

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 February 2022. The IIJA passed in November 2021 provides $1.2 trillion in funding over five years from 2022 through 2026, including $550 billion in new investments for all modes of transportation, water, power and energy, environmental remediation, public lands, broadband and resilience.

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 23%, 15%, 12% and 9%, respectively, of our total revenue in 2021.

Our Industry and Operations

We do not believe that increases in our prices of materials or products are likely to affect the decision to undertake a construction project since these costs usually represent a small portion of total construction costs.

We operate our construction materials, products and paving and related services businesses through local management teams, which work closely with our end customers to deliver the materials, products and services that meet each customer’s specific needs for a project. We believe that this strong local presence gives us a competitive advantage by allowing us to obtain a unique understanding for the evolving needs of our customers.

We have operations in 21 U.S. states and in British Columbia, Canada. Our business in each region is vertically‑integrated. We supply aggregates internally for the production of cement, ready‑mix concrete and asphalt paving mix and a significant portion of our asphalt paving mix is used internally by our paving and related services businesses. In the year ended January 1, 2022, approximately 81% of our aggregates production was sold directly to outside customers with the remaining amount being further processed by us and sold as a downstream product. In addition, we operate a municipal waste landfill in our East segment, and have construction and demolition debris landfills and liquid asphalt terminal operations in our West and East segments.

Approximately 70% of our asphalt paving mix was installed by our paving and related services businesses in the year ended January 1, 2022. We charge a market price and competitive margin at each stage of the production process in order to optimize profitability across our operations. Our production value chain is illustrated as follows:

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Aggregates

Aggregates are key material components used in the production of cement, ready‑mix concrete and asphalt paving mixes for the public infrastructure, residential and nonresidential end markets and are also widely used for various applications and products, such as road and building foundations, railroad ballast, erosion control, filtration, roofing granules and in solutions for snow and ice control. Generally extracted from the earth using surface or underground mining methods, aggregates are produced from natural deposits of various materials such as limestone, sand and gravel, granite and trap rock. Aggregates are produced mainly from blasting hard rock from quarries and then crushing and screening it to various sizes to meet our customers’ needs. The production of aggregates also involves the extraction of sand and gravel, which requires less crushing, but still requires screening for different sizes. Aggregate production utilizes capital intensive heavy equipment which includes the use of loaders, large haul trucks, crushers, screens and other heavy equipment at quarries and sand and gravel pits. Once extracted, processed and/or crushed and graded on-site into crushed stone, concrete and masonry sand, specialized sand, pulverized lime or agricultural lime, they are supplied directly to their end use or incorporated for further processing into construction materials and products, such as cement, ready‑mix concrete and asphalt paving mix. The minerals are processed to meet customer specifications or to meet industry standard sizes. Crushed stone is used primarily in ready‑mix concrete, asphalt paving mix, and the construction of road base for highways.

We mine limestone, gravel, and other natural resources from 131 crushed stone quarries and 115 sand and gravel deposits throughout the United States and in British Columbia, Canada. Our extensive network of quarries, plants and facilities, located throughout the regions in which we operate, enables us to have a nearby operation to meet the needs of customers in each of our markets. As of January 1, 2022, we had approximately 5.9 billion tons of reserves and resources of recoverable stone, and sand and gravel of suitable quality for economic extraction. Our estimate is based on drilling and studies by geologists and engineers, recognizing reasonable economic and operating restraints as to maximum depth of extraction and permit or other restrictions. Reported proven and probable reserves include only quantities that are owned or under lease, and for which all required zoning and permitting have been obtained. Of the 5.9 billion tons of aggregates reserves and resources, 2.9 billion, or 49%, are located on owned land and 3.0 billion are located on leased land.

Transportation costs are a major variable in determining the marketing radius for our products. The cost of transporting aggregate products from the plant to the market often equates to or exceeds the sale price of the product at the plant. As a result of the high transportation costs and the large quantities of bulk material that have to be shipped, finished products are typically marketed locally. High transportation costs are responsible for the wide dispersion of production sites. Our transportation costs are also increasing, primarily due to driver shortages and increased fuel costs. Where possible, construction material producers maintain operations adjacent to highly populated areas to reduce transportation costs and enhance margins. However, more recently, rising land values combined with local environmental concerns have been forcing production sites to move further away from the end‑use locations.

Each of our aggregates operations is responsible for the sale and marketing of its aggregates products. Approximately 81% of our aggregates production is sold directly to outside customers and the remaining amount is further processed by us and

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sold as a downstream product. Even though aggregates are a commodity product, we work to optimize pricing depending on the site location, availability of a particular product, customer type, project type and haul cost. We sell aggregates to internal downstream operations at market prices.

Our competitors in aggregates supply include large vertically‑integrated companies, that have a combined estimated market share of approximately 30%, in addition to various local suppliers.

We believe we have a strong competitive advantage in aggregates through our well located reserves and assets in key markets, high quality reserves and our logistic networks. We further share and implement best practices relating to safety, strategy, sales and marketing, production, and environmental and land management. Our vertical integration and local market knowledge enable us to maintain a strong understanding of the needs of our aggregates customers. In addition, our companies have a reputation for responsible environmental stewardship and land restoration, which assists us in obtaining new permits and new reserves.

Cement

Portland cement, an industry term for the common cement in general use around the world, is made from a combination of limestone, shale, clay, silica and iron ore. It is a fundamental building material consumed in several stages throughout the construction cycle of public infrastructure, residential and nonresidential projects. It is a binding agent that, when mixed with sand or aggregates and water, produces either ready‑mix concrete or mortar and is an important component of other essential construction materials. Few construction projects can take place without utilizing cement somewhere in the design, making it a key ingredient used in the construction industry. The majority of all cement shipments are sent to ready‑mix concrete operators. Sales are made on the basis of competitive terms and prices in each market. Nearly two‑thirds of U.S. consumption occurs between May and November, coinciding with end‑market construction activity.

Cement production in the United States is distributed from over 90 production facilities located across a majority of the states and is a capital‑intensive business with variable costs dominated by raw materials and energy required to fuel the kiln. Most U.S. cement producers are owned by large foreign companies operating in multiple international markets. Our largest competitors include large vertically integrated companies. Construction of cement production facilities is highly capital intensive and requires long lead times to complete engineering design, obtain regulatory permits, acquire equipment and construct a plant.

We operate a highly‑efficient, low-cost integrated cement manufacturing and distribution network through our cement plants in Hannibal, Missouri, and Davenport, Iowa and our nine distribution terminals along the Mississippi River from Minnesota to Louisiana. The combined potential capacity at our Hannibal and Davenport cement plants is approximately 2.4 million short tons per annum. We also operate on‑site waste fuel processing facilities at the plants, which can reduce plant fuel costs by up to 50%. Our Hannibal plant is one of very few with hazardous waste fuel facilities permitted and operating out of over 90 cement plants in the United States. Competitive factors include price, reliability of deliveries, location, quality of cement and support services. Aligned with our core strategy of sustainability, we expect to convert our cement plant’s production from general use Portland cement to Portland Limestone Cement (PLC). Portland Limestone Cement is accepted in all major specifications, can be used in all applications in lieu of Portland cement while reducing cement’s embodied CO2 content by up to 10%. With two cement plants, on‑site raw material supply, a network of cement terminals, and longstanding customer relationships, we believe we are well positioned to serve our customers.

Cement is a product that is costly to transport. Consequently, the radius within which a typical cement plant is competitive with truck transportation is typically limited to 150 miles from any shipping/distribution point. However, access to rail and barge can extend the distribution radius significantly. With both of our plants located on the Mississippi River, we are able to cost effectively distribute cement from both of our plants by truck, rail and barge directly to customers or to our nine storage and distribution terminals along the Mississippi River. Our Hannibal and Davenport plants are located on the Mississippi River and, consequently, we ship approximately 65-75% of our cement by barge, which is significantly more cost‑effective than truck or rail transport.

The majority of U.S. cement plants are subject to the Portland Cement – Maximum Achievable Control Technology (“PC‑MACT”). Our Hannibal and Davenport cement plants utilize alternative fuels, hazardous and non‑hazardous at Hannibal and non‑hazardous at Davenport, as well as coal, natural gas and petroleum coke and, as a result, are subject to the Hazardous Waste Combustor – Maximum Achievable Control Technology (“HWC-MACT”) and Commercial/Industrial Solid Waste Incinerators (“CISWI”) standards, respectively, rather than PC‑MACT standards.

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Ready‑mix Concrete

Ready‑mix concrete is one of the most versatile and widely used materials in construction today. Its flexible recipe characteristics allow for an end product that can assume almost any color, shape, texture and strength to meet the many requirements of end users that range from bridges, foundations, skyscrapers, pavements, dams, houses, parking garages, water treatment facilities, airports, tunnels, power plants, hospitals and schools. The versatility of ready‑mix concrete gives engineers significant flexibility when designing these projects.

Cement, coarse aggregate, fine aggregate, water and admixtures are the primary ingredients in ready‑mix concrete. Other materials commonly used in the production of ready‑mix concrete include fly‑ash, a waste by‑product from coal burning power plants, silica fume, a waste by‑product generated from the manufacture of silicon and ferro‑silicon metals, and ground granulated blast furnace slag, a by‑product of the iron and steel manufacturing process. These materials are available directly from the producer or via specialist distributors who intermediate between the ready‑mix concrete producers and the users.

We believe our West and East segments are leaders in the supply of ready‑mix concrete in their respective markets. The West segment has ready‑mix concrete operations in the Texas, Utah, Nevada, Idaho and Colorado markets. Our East segment supplies ready‑mix concrete in the Kansas, Missouri, Arkansas, North Carolina, South Carolina, Kentucky and Virginia markets and surrounding areas. We operated 70 ready-mix concrete plants and over 700 concrete delivery trucks in the West segment and 49 ready-mix concrete plants and almost 300 concrete delivery trucks in the East segment as of January 1, 2022. Our aggregates business serves as the primary source of the raw materials for our concrete production, functioning essentially as a supplier to our ready‑mix concrete operations.

Asphalt Paving Mix

Asphalt paving mix is the most common roadway material used today. It is a versatile and essential building material that has been used to surface 94% of the more than 2.7 million miles of paved roadways in the United States, according to the National Asphalt Pavement Association (“NAPA”).

Typically, asphalt paving mix is placed in three distinct layers to create a flexible pavement structure. These layers consist of a base course, an intermediate or binder course, and a surface or wearing course. These layers vary in thicknesses.

Asphalt pavement is generally 100% recyclable and reusable and is the most reused and recycled pavement material in the United States. Reclaimed asphalt pavement can be incorporated into new pavement at replacement rates in excess of 30% depending upon the mix and the application of the product. We actively engage in the recycling of previously used asphalt pavement and concrete. This material is crushed and repurposed in the construction cycle. As of January 1, 2022, we operated 25 and 22 asphalt paving mix plants in the West and East segments, respectively. Nearly all of our plants can utilize recycled asphalt pavement.

The use of warm mix asphalt (“WMA”) or “green” asphalt is gaining popularity. The immediate benefit to producing WMA is the reduction in energy consumption required by burning fuels to heat traditional hot mix asphalt (“HMA”) to temperatures in excess of 300°F at the production plant. These high production temperatures are needed to allow the asphalt binder to become viscous enough to completely coat the aggregate in the HMA, have good workability during laying and compaction, and durability during traffic exposure. According to the Federal Highway Administration, WMA can reduce the mixing temperature by 50°F to 70°F, resulting in lower emissions, fumes and odors generated at the plant and the paving site.

Approximately 70% of the asphalt paving mix we produce is installed by our own paving crews. The rest is sold on a per ton basis to road contractors, state departments of transportation and local agencies. Asphalt paving mix is used by our paving crews and by our customers primarily for the construction of roads, driveways and parking lots.

As part of our vertical integration strategy, we provide asphalt paving and related services to both the private and public infrastructure sectors as either a prime or sub‑contractor. These services complement our construction materials and products businesses by providing a reliable downstream outlet, in addition to our external distribution channels.

Our asphalt paving and related services businesses bid on both private construction and public infrastructure projects in their respective local markets. We only provide paving and related services operations as a complement to our aggregates operations, which we believe is a major competitive strength. Factors affecting competitiveness in this business segment include price, estimating abilities, knowledge of local markets and conditions, project management, financial strength, reputation for quality and the availability of machinery and equipment.

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Contracts with our customers are primarily fixed price or fixed unit price. Under fixed unit price contracts, we provide materials or services at fixed unit prices (for example, dollars per ton of asphalt placed). While the fixed unit price contract shifts the risk of estimating the quantity of units required for a particular project to the customer, any increase in our unit cost over the bid amount, whether due to inflation, inefficiency, errors in our estimates or other factors, is borne by us unless otherwise provided in the contract. Most of our contracts contain adjustment provisions to account for changes in liquid asphalt prices.

Customers

Our business is not dependent on any single customer or a few customers. Therefore, the loss of any single or small number of customers would not have a material adverse effect on any individual respective market in which we operate or on us as a whole. No individual customer accounted for more than 10% of our 2021 revenue.

Seasonality

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 or 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, heavy snows and flooding, 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. The first quarter of our fiscal year typically has lower levels of activity due to weather conditions.

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 canceled or modified by our customers. Historically, we have not been materially adversely affected by significant contract cancellations or modifications.

Intellectual Property

We do not own or have a license or other rights under any patents that are material to our business.

Corporate Information

Summit Materials, Inc. and Summit Materials, LLC were formed under the laws of the State of Delaware on September 23, 2014 and September 24, 2008, respectively. Our principal executive office is located at 1550 Wynkoop Street, 3rd Floor, Denver, Colorado 80202. Through its predecessor, Summit Inc. commenced operations in 2009 when Summit Holdings was formed. Our telephone number is (303) 893-0012.

Human Capital Resources

As of January 1, 2022, we employed approximately 5,500 employees, of which approximately 5,200 were employed in the United States with the remainder being employed in Canada. Approximately 80% of our employees are hourly workers, with the remainder being salaried. Approximately 8% of our employees are union members, substantially all in our cement division and at our Canadian operations, with whom we believe we enjoy a satisfactory working relationship. Our collective bargaining agreements for employees who are union members generally expire between 2022 and 2026. Because of the seasonal nature of our industry, many of our hourly and certain of our salaried employees are subject to seasonal layoffs. The scope of layoffs varies greatly from season to season as they are predominantly a function of the type of projects in process and the weather during the late fall through early spring.

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Health and Safety: We maintain a safety culture grounded on the premise of striving to eliminate workplace incidents, risks and hazards. We have created and implemented processes to help eliminate safety events by reducing their frequency and severity. We also review and monitor our performance closely. Our goal is to reduce Occupational Safety and Health Administration ("OSHA") recordable incidents each year. During fiscal 2021, our recordable incident rate declined 9% compared to fiscal 2020.

As a result of the COVID-19 pandemic, we have implemented safety protocols to protect our employees, contractors and customers. These protocols include complying with social distancing and other health and safety standards as required by federal, state and local government agencies, taking into consideration guidelines of the Centers for Disease Control and Prevention and other public health authorities. We continue to provide personal protective equipment and additional cleaning supplies. Many of our administrative and operational functions during this time have required modification, including some of our workforce working remotely. Our experienced employees adapted to the changes in our work environment and continued to successfully manage our business successfully during this challenging time.

Inclusion and Diversity: We embrace the diversity of our team members, customers, stakeholders and consumers, including their unique backgrounds, experiences, thoughts and talents. Everyone is valued and appreciated for their distinct contributions to the growth and sustainability of our business. We strive to cultivate a culture and vision that supports and enhances our ability to recruit, develop and retain diverse talent at every level. We have a goal to build a highly engaged team by increasing retention year over year. In 2021, we achieved gender parity at the Board and executive officer level with over 50% female Board directors and executive officers.

Talent Development: We prioritize and invest in creating opportunities to help employees grow and build their careers, through various training and development programs. These include on-the-job learning formats as well as executive talent and succession planning paired with an individualized development approach.

Compensation and Benefits: In addition to competitive-base compensation, we offer incentive plans for both safety and operational results, stock awards, a 401(k) plan, healthcare and insurance benefits, health savings and flexible spending accounts, paid time off, family leave programs, employee assistance programs, among others. Our 401(k) plan covers all U.S. employees, and provides for matching contributions to the plan, including 100% of pre‑tax employee contributions, up to 4% of eligible compensation. Employer contributions vest immediately. During 2021, we implemented an Employee Stock Purchase Plan in which the majority of our employees are eligible to participate.

Legal Proceedings

We are party to certain legal actions arising from the ordinary course of business activities. 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 consolidated financial condition, results of operations 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 currently not able to predict the ultimate outcome or cost of the investigation.

Environmental and Government Regulation

We are subject to federal, state, provincial and local laws and regulations relating to the environment and to health and safety, including noise, discharges to air and water, waste management including the management of hazardous waste used as a fuel substitute in our cement plants, remediation of contaminated sites, mine reclamation, operation and closure of landfills and dust control and zoning, land use and permitting. Our failure to comply with such laws and regulations can result in sanctions such as fines or the cessation of part or all of our operations. From time to time, we may also be required to conduct investigation or remediation activities. There also can be no assurance that our compliance costs or liabilities associated with such laws and regulations or activities will not be significant.

In addition, our operations require numerous governmental approvals and permits. Environmental operating permits are subject to modification, renewal and revocation and can require us to make capital, maintenance and operational expenditures to comply with the applicable requirements. Stricter laws and regulations, or more stringent interpretations of existing laws or regulations, may impose new liabilities on us, reduce operating hours, require additional investment by us in

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pollution control equipment or impede our opening new, expanding or maintaining existing plants or facilities. We regularly monitor and review our operations, procedures and policies for compliance with environmental laws and regulations, changes in interpretations of existing laws and enforcement policies, new laws that are adopted, and new requirements that we anticipate will be adopted that could affect our operations.

Multiple permits are required for our operations, including those required to operate our cement plants. Applicable permits may include conditional use permits to allow us to operate in certain areas absent zoning approval and operational permits governing, among other matters, air and water emissions, dust, particulate matter and storm water management and control. In addition, we are often required to obtain bonding for future reclamation costs, most commonly specific to restorative grading and seeding of disturbed surface areas.

Like others in our industry, we expend substantial amounts to comply with applicable environmental laws and regulations and permit limitations, which include amounts for pollution control equipment required to monitor and regulate emissions into the environment. The Hannibal and Davenport cement plants are subject to HWC-MACT and CISWI standards, respectively, for which we do not expect any material incremental costs to maintain compliance. Since many environmental requirements are likely to be affected by future legislation or rule making by government agencies, and are therefore not quantifiable, it is not possible to accurately predict the aggregate future costs of compliance and their effect on our future financial condition, results of operations and liquidity.

At most of our quarries, we incur reclamation obligations as part of our mining activities. Reclamation methods and requirements can vary depending on the individual site and state regulations. Generally, we are required to grade the mined properties to a certain slope and seed the property to prevent erosion. We record a mining reclamation liability in our consolidated financial statements to reflect the estimated fair value of the cost to reclaim each property including active and closed sites.

Our operations in Kansas include one municipal waste landfill and four construction and demolition debris landfills, one of which has been closed and in Colorado, we have a construction and demolition debris landfill. In Vancouver, British Columbia, we operate a landfill site that accepts environmentally clean soil deposits. Among other environmental, health and safety requirements, we are subject to obligations to appropriately close those landfills at the end of their useful lives and provide for appropriate post‑closure care. Asset retirement obligations relating to these landfills are recorded in our consolidated financial statements.

Health and Safety

Our facilities and operations are subject to a variety of worker health and safety requirements, particularly those administered by the federal Occupational Safety and Health Administration (“OSHA”) and Mine Safety and Health Administration (“MSHA”). Throughout our organization, we strive for a zero‑incident safety culture and full compliance with safety regulations. Failure to comply with these requirements can result in sanctions such as fines and penalties and claims for personal injury and property damage. These requirements may also result in increased operating and capital costs in the future.

Worker safety and health matters are overseen by our corporate risk management and safety department as well as operations level safety managers. We provide our operations level safety managers leadership and support, comprehensive training, and other tools designed to accomplish health and safety goals, reduce risk, eliminate hazards, and ultimately make our work places safer.

Where You Can Find More Information

We file annual, quarterly and current reports, proxy statements and other information with the SEC. Our SEC filings are available to the public over the internet at the SEC’s website at http://www.sec.gov. Our SEC filings are also available on our website, free of charge, at http://www.summit-materials.com as soon as reasonably practicable after they are filed with or furnished to the SEC.

We maintain an internet site at http://www.summit-materials.com. Our website and the information contained on or connected to that site are not incorporated into this report.

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ITEM  1A.    RISK FACTORS

Risks Related to Our Industry and Our Business

Industry Risks

Our business depends on activity within the construction industry and the strength of the economies in which we operate.

We sell most of our construction materials and products and provide all of our paving and related services to the construction industry, so our results are significantly affected by the strength of the construction industry. The strength of the construction industry in turn can be substantially affected by macroeconomic and other factors beyond our control, including changes in general economic conditions, political or social trends and unrest, terrorism or war, and natural, climate-related or man-made disasters and extreme weather conditions. In addition, federal and state budget issues may negatively affect the amount of funding available for infrastructure spending, particularly highway construction, which constitutes a significant portion of our business. Demand for our products, particularly in the residential and nonresidential construction markets, could decline if companies and consumers cannot obtain funding for construction projects, or due to other market factors such as labor shortages. In addition, a slow pace of economic activity typically results in delays or cancellations of capital projects.

While our business operations cover a wide geographic area, our earnings depend on the strength of the local economies in which we operate because of the high cost to transport our products relative to their price. If economic and construction activity diminishes in one or more areas, particularly in our top revenue‑generating markets of Texas, Utah, Kansas and Missouri, our financial condition, results of operations and liquidity could be materially adversely affected.

Our industry is cyclical and requires significant working capital to fund operations.

Our industry is cyclical and requires that we maintain significant working capital to fund our operations. Our ability to generate sufficient cash flow depends on future performance, which will be subject to general economic conditions, industry cycles and financial, business and other factors affecting our operations, many of which are beyond our control. If we are unable to generate sufficient cash to operate our business and service our outstanding debt and other obligations, we may be required, among other things, to further reduce or delay planned capital or operating expenditures, sell assets or take other measures, including the restructuring of all or a portion of our debt, which may only be available, if at all, on unsatisfactory terms.

Weather can materially affect our business and we are subject to seasonality.

The products we sell and the services we provide are used or performed outdoors. Therefore, seasonal changes and other weather‑related conditions can adversely affect our business and operations through a decline in both the use and production of our products and demand for our services. Adverse weather conditions such as heavy or sustained rainy and cold weather in the spring and fall can reduce demand for our products and reduce sales, render our contracting operations less efficient or restrict our ability to ship our products. For example, unusually severe flooding conditions on the Mississippi River during the first half of 2019, negatively impacted our operations which affected our financial results. Major weather events such as hurricanes, tornadoes, tropical storms and heavy snows have adversely affected and could adversely affect sales in the near term and may be more severe due to climate change. In particular, our operations in the southeastern and Gulf Coast regions of the United States are at risk for hurricane activity, most notably in August, September and October. For example, in 2017, Hurricane Harvey adversely affected our operations not only during the days immediately before and after the storm, but also in the weeks and months after the storm as our customers recovered and reallocated resources in response to damage caused by the storm.

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. The first quarter of our fiscal year has typically lower levels of activity due to the weather conditions. Our second quarter varies greatly with spring rains and wide temperature variations. A cool wet spring increases drying time on projects, which can delay sales in the second quarter, while a warm dry spring may enable earlier project startup. Such adverse weather conditions can adversely affect our business, financial condition and results of operations if they occur with unusual intensity, during abnormal periods or last longer than usual in our major markets, especially during peak construction periods.

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Our industry is capital intensive and we have significant fixed and semi‑fixed costs. Therefore, our profitability is sensitive to changes in volume.

The property and machinery needed to produce our materials and products can be very expensive. Therefore, we need to spend a substantial amount of capital to purchase and maintain the equipment necessary to operate our business. Although we believe that our current cash balance, along with our projected internal cash flows and our available financing resources, will provide sufficient cash to support our currently anticipated operating and capital needs, if we are unable to generate sufficient cash to purchase and maintain the property and machinery necessary to operate our business, we may be required to reduce or delay planned capital expenditures or incur additional debt. In addition, given the level of fixed and semi‑fixed costs within our business, particularly at our cement production facilities, decreases in volumes could have a material adverse effect on our financial condition, results of operations and liquidity.

Within our local markets, we operate in a highly competitive industry.

The U.S. construction aggregates industry is highly fragmented with a large number of independent local producers in a number of our markets. Additionally, in most markets, we also compete against large private and public companies, some of which are also vertically‑integrated. Therefore, there is intense competition in a number of the markets in which we operate. This significant competition could lead to lower prices, higher wages, lower sales volumes and higher costs in some markets, negatively affecting our financial condition, results of operations and liquidity.

Growth and Portfolio Optimization Risks

The success of our business depends in part on our ability to execute on our acquisition and portfolio optimization strategy.

A significant portion of our historical growth has occurred through acquisitions, and we will likely execute acquisition transactions in the future. Acquisitions involve risks that, among other things, the businesses acquired will not perform as expected. We are presently evaluating, and we expect to continue to evaluate on an ongoing basis, possible acquisition transactions. We are presently engaged, and at any time in the future we may be engaged, in discussions or negotiations with respect to possible acquisitions, including larger transactions that would be significant to us. We regularly make, and we expect to continue to make, non‑binding acquisition proposals, and we may enter into letters of intent, in each case allowing us to conduct due diligence on a confidential basis. In addition, we have recently disposed of a number of assets and businesses that we did not believe met our long-term investment criteria and through our portfolio optimization program, we are also evaluating additional divestiture opportunities of certain assets and businesses that are not core to our business. There can be no assurances that we will be able to recover the current carrying amount of our investments, and in some circumstances, assets or businesses may result in additional impairment expenses or other losses. In addition, we may become subject to certain contractual indemnity or other obligations or may fail to successfully deploy sale proceeds. We cannot predict the timing of any contemplated transactions. To successfully acquire a significant target, we may need to raise additional capital through additional equity issuances, additional indebtedness, or a combination of equity and debt issuances. There can be no assurance that we will enter into definitive agreements with respect to any contemplated transactions or that they will be completed. Our acquisitions and portfolio optimization efforts have placed, and may continue to place, significant demands on our management and operational and financial resources.

Our results of operations from these acquisitions could, in the future, result in impairment charges for any of our intangible assets, including goodwill, or other long‑lived assets, particularly if economic conditions worsen unexpectedly. As a result of these changes, our financial condition, results of operations and liquidity could be materially adversely affected. In addition, many of the businesses that we have acquired and will acquire have unaudited financial statements that have been prepared by the management of such companies and have not been independently reviewed or audited. We cannot assure you that the financial statements of companies we have acquired or will acquire would not be materially different if such statements were independently reviewed or audited. If such statements were to be materially different, the tangible and intangible assets we acquire may be more susceptible to impairment charges, which could have a material adverse effect on us.

The success of our business depends on our ability to successfully integrate acquisitions.

Acquisitions may require integration of the acquired companies’ sales and marketing, distribution, production, purchasing, information technology, finance and administrative organizations. We may not be able to integrate successfully any business we may acquire or have acquired into our existing business and any acquired businesses may not be profitable or as profitable as we had expected. Our inability to complete the integration of new businesses in a timely and orderly manner could increase costs and lower profits. Factors affecting the successful integration of acquired businesses include, but are not limited to, the following:

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•We may become liable for certain liabilities of any acquired business, whether or not known to us. These risks could include, among others, tax liabilities, product liabilities, environmental liabilities and liabilities for employment practices. These liabilities may be significant.

•Substantial attention from our senior management and the management of the acquired business may be required, which could decrease the time that they have to service and attract customers.

•Capital equipment at acquired businesses may require additional maintenance or need to be replaced sooner than we expected.

•The complete integration of acquired companies depends, to a certain extent, on the full implementation of our financial systems and policies.

•We may actively pursue a number of opportunities simultaneously and we may encounter unforeseen expenses, complications and delays, including difficulties in employing sufficient staff and maintaining operational and management oversight.

The success of our business depends on our ability to retain key employees of our acquired businesses.

We cannot assure you we will be able to retain local managers and employees who are important to the operations of our acquired businesses. The loss of key employees may have an adverse effect on the acquired business and on our business as a whole.

Our long‑term success is dependent upon securing and permitting aggregate reserves in strategically located areas. The inability to secure and permit such reserves could negatively affect our earnings in the future.

Aggregates are bulky and heavy and therefore difficult to transport efficiently. Because of the nature of the products, the freight costs can quickly surpass production costs. Therefore, except for geographic regions that do not possess commercially viable deposits of aggregates and are served by rail, barge or ship, the markets for our products tend to be localized around our quarry sites and are served by truck. New quarry sites often take a number of years to develop. Our strategic planning and new site development must stay ahead of actual growth. Additionally, in a number of urban and suburban areas in which we operate, it is increasingly difficult to permit new sites or expand existing sites due to community resistance. Therefore, our future success is dependent, in part, on our ability to accurately forecast future areas of high growth in order to locate optimal facility sites and on our ability to either acquire existing quarries or secure operating and environmental permits to open new quarries. If we are unable to accurately forecast areas of future growth, acquire existing quarries or secure the necessary permits to open new quarries, our financial condition, results of operations and liquidity could be materially adversely affected.

Economic Risks

The ongoing novel coronavirus (COVID-19) pandemic has caused severe disruptions in the U.S. and global economy and may continue to adversely impact the economy. While the full scale and long-term effects of the COVID-19 outbreak are unknown at this time, the overall impact on our business, operating results, cash flows and/or financial condition could be material.

The United States and other countries have reacted to the COVID-19 pandemic with unprecedented government intervention. The global impact of the outbreak continues to evolve, and many countries have reacted by re-instituting, or strongly encouraging quarantines and restrictions on travel, limiting operations of non-essential businesses, imposing vaccine or testing mandates and taking other restrictive measures designed to help slow the spread of COVID-19. While most economic activity has normalized or returned to near pre-pandemic levels, there have been longer lasting disruptions to global supply chains and employment trends that have adversely impacted many industries. The extent of the COVID-19 pandemic and its after effects on our future results of operations and overall financial performance remains uncertain.

The scale and scope of the COVID-19 pandemic may heighten the potential adverse effects on our business, operating results, cash flows and/or financial condition of the risks described in this report, including the impact of:

•potentially unfavorable economic conditions for our clients and customers, particularly in the residential and non-residential sectors, and the construction industry generally;

•delays or cancellation of projects and delays in collecting on certain of our accounts receivable from our customers;

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•increased costs and potential labor shortages associated with compliance with new government regulations or restrictions, such as vaccine mandates and quarantines, which regulations or restrictions may adversely impact our normal operations in one or more of the markets in which we operate;

•significant disruptions at one or more of our locations, which could disrupt our operations, raise costs and reduce revenue and earnings in the affected areas;

•fluctuations in equity market prices (including that of our Class A common stock), interest rates and credit spreads limiting our ability to raise or deploy capital and affecting our overall liquidity: and

•a sustained longer term reduction in cash flows may be an indication some or all of our goodwill may not be realizable.

In addition, the COVID-19 pandemic has to date and may further adversely impact our business and financial condition in other areas, including as a result of:

•increased costs, including as a result of implementing health and safety protocols at our locations;

•disruptions to our supply and distribution channels, including delivery trucks;

•lower sales volumes due to reduced demand; and

•reduced state and local transportation budgets, particularly if such are not augmented by federal funding.

The fluidity of this situation precludes any prediction as to the ultimate adverse impact of COVID-19 on economic and market conditions, and, as a result, present material uncertainty and risk with respect to our business. The duration and extent of the impact from the COVID-19 pandemic depends on future developments that cannot be accurately predicted at this time, such as the success of vaccination efforts, the impact of newer strains of the virus, the extent and effectiveness of containment actions, and the impact of these and other factors on our employees, customers, suppliers and partners. It is also possible that negative consequences of the pandemic may continue once the pandemic is controlled.

The adverse impact on our business, financial condition, operating results or liquidity or future results from the COVID-19 pandemic, or any similar future crisis, could be material. The inherent uncertainty surrounding COVID-19, and likewise any similar crisis, also makes it more challenging for our management to estimate the future performance of our business and develop strategies to generate growth or achieve our objectives for fiscal 2022.

A decline in public infrastructure construction and reductions in governmental funding could adversely affect our earnings in the future.

A significant portion of our revenue is generated from publicly‑funded construction projects. As a result, if publicly‑funded construction decreases due to reduced federal or state funding or otherwise, our financial condition, results of operations and liquidity could be materially adversely affected.

Under U.S. law, annual funding levels for highways is subject to yearly appropriation reviews. This annual review of funding increases the uncertainty of many state departments of transportation regarding funds for highway projects. This uncertainty could result in states being reluctant to undertake large multi‑year highway projects which could, in turn, negatively affect our sales. We cannot be assured of the existence, amount and timing of appropriations for spending on federal, state or local projects. Federal support for the cost of highway maintenance and construction is dependent on congressional action. In addition, each state funds its infrastructure spending from specially allocated amounts collected from various taxes, typically gasoline taxes and vehicle fees, along with voter‑approved bond programs. Shortages in state tax revenues can reduce the amounts spent on state infrastructure projects, even below amounts awarded under legislative bills. In recent years, certain states have experienced state‑level funding pressures caused by lower tax revenues and an inability to finance approved projects. Delays or cancellations of state infrastructure spending could have a material adverse effect on our financial condition, results of operations and liquidity.

Our business relies on private investment in infrastructure, and periods of economic stagnation or recession may adversely affect our earnings in the future.

A significant portion of our sales are for projects with non‑public owners whose construction spending is affected by developers’ ability to finance projects. Residential and nonresidential construction could decline if companies and consumers are unable to finance construction projects or in periods of economic stagnation or recession, which could result in delays or cancellations of capital projects. If housing starts and nonresidential projects stagnate or decline, sale of our construction materials, downstream products and paving and related services may decline and our financial condition, results of operations and liquidity could be materially adversely affected.

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Environmental, health and safety laws and regulations and any changes to, or liabilities or litigation arising under, such laws and regulations could have a material adverse effect on our financial condition, results of operations and liquidity.

We are subject to a variety of federal, state, provincial and local laws and regulations relating to, among other things: (i) the release or discharge of materials into the environment; (ii) the management, use, generation, treatment, processing, handling, storage, transport or disposal of hazardous materials, including the management of hazardous and non-hazardous waste used as a fuel substitute in our cement kiln in Hannibal, Missouri; (iii) the management, use, generation, treatment, processing, handling, storage, transport or disposal of non‑hazardous solid waste used as a fuel substitute in our cement kiln in Davenport, Iowa; and (iv) the protection of public and employee health and safety and the environment. These laws and regulations impose strict liability in some cases without regard to negligence or fault and expose us to liability for the environmental condition of our currently or formerly owned, leased or operated facilities or third‑party waste disposal sites, and may expose us to liability for the conduct of others or for our actions, even if such actions complied with all applicable laws at the time these actions were taken. In particular, we may incur remediation costs and other related expenses because our facilities were constructed and operated before the adoption of current environmental laws and the institution of compliance practices or because certain of our processes are regulated. These laws and regulations may also expose us to liability for claims of personal injury or property or natural resource damage related to alleged exposure to, or releases of, regulated or hazardous materials. The existence of contamination at properties we own, lease or operate could also result in increased operational costs or restrictions on our ability to use those properties as intended.

There is an inherent risk of liability in the operation of our business, and despite our compliance efforts, we may be in noncompliance with environmental, health and safety laws and regulations from time to time. These potential liabilities or events of noncompliance could have a material adverse effect on our operations and profitability. In many instances, we must have government approvals, certificates, permits or licenses in order to conduct our business, which could require us to make significant capital, operating and maintenance expenditures to comply with environmental, health and safety laws and regulations. Our failure to obtain and maintain required approvals, certificates, permits or licenses or to comply with applicable governmental requirements could result in sanctions, including substantial fines or possible revocation of our authority to conduct some or all of our operations. Governmental requirements that affect our operations also include those relating to air and water quality, waste management, asset reclamation, the operation and closure of municipal waste and construction and demolition debris landfills, remediation of contaminated sites and worker health and safety. These requirements are complex and subject to frequent change, often in connection with changes in the presidential administration. Stricter laws and regulations, more stringent interpretations of existing laws or regulations or the future discovery of environmental conditions may impose new liabilities on us, reduce operating hours, require additional investment by us in pollution control equipment or impede our opening new or expanding existing plants or facilities.

We have incurred, and may in the future incur, significant capital and operating expenditures to comply with such laws and regulations, and in some cases we have been or could be named as a defendant in litigation brought by governmental agencies or private parties. In addition, we have recorded liabilities in connection with our reclamation and landfill closure obligations, but there can be no assurances that the costs of our obligations will not exceed our estimates. The cost of complying with such laws and defending against any litigation could have a material adverse effect on our financial condition, results of operations and liquidity.

Shortages of, or increases in prices for, commodities, labor and other production and delivery inputs could restrict our ability to operate our business and could have significant impacts on our operating costs.

Shortages of, or increases in prices for, production and delivery inputs, including commodities and labor, and other inputs related to the production and delivery of our products, could adversely affect our business. Our cost of revenue consists of production and delivery inputs, which primarily include labor, utilities, raw materials, fuel, transportation, royalties and other direct costs incurred in the production and delivery of our products and services. Increases in these costs, as a result of general economic conditions, inflationary pressures or otherwise, may reduce our operating margin and adversely affect our financial position if we are unable to hedge or otherwise offset such increases. Specifically, significant increases or fluctuations in the prices of certain energy commodities, including diesel fuel, liquid asphalt and other petroleum-based resources, which we consume significant amounts of in our production and distribution processes, could negatively affect the results of our business operations or cause our results to suffer. Additionally, labor is a meaningful component in our ability to operate our business and can have a significant impact on the cost of operating our business. Labor shortages could restrict our ability to operate our business or result in increased labor costs as a result of wage increases due to competition for qualified workers. Increased labor costs, whether due to labor shortages, competition for labor from other industries, changing demographics of the overall work force or otherwise may reduce our operating margin and adversely affect our financial position.

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Availability of and pricing for raw materials and labor can be affected by various national, regional, local, economic and political factors. For example, government-imposed tariffs and trade regulations on imported raw materials could have significant impacts on our costs to operate our business, as well as the ongoing labor and supply shortage.

Financial Risks

Difficult and volatile conditions in the credit markets could affect our financial condition, results of operations and liquidity.

Demand for our products is primarily dependent on the overall health of the economy, and federal, state and local public infrastructure funding levels. A stagnant or declining economy tends to produce less tax revenue for public infrastructure agencies, thereby decreasing a source of funds available for spending on public infrastructure improvements, which constitute a significant part of our business.

There is a likelihood that we will not be able to collect on certain of our accounts receivable from our customers. If our customers are unable to obtain credit or unable to obtain credit in a timely manner, they may be unable to pay us, which could have a material adverse effect on our financial condition, results of operations and liquidity.

If we are unable to accurately estimate the overall risks, requirements or costs when we bid on or negotiate contracts that are ultimately awarded to us, we may achieve lower than anticipated profits or incur contract losses.

Even though the majority of our government contracts contain raw material escalators to protect us from certain input material price increases, a portion or all of the contracts are often on a fixed cost basis. Pricing on a contract with a fixed unit price is based on approved quantities irrespective of our actual costs and contracts with a fixed total price require that the total amount of work be performed for a single price irrespective of our actual costs. We realize profit on our contracts only if our revenue exceeds actual costs, which requires that we successfully estimate our costs and then successfully control actual costs and avoid cost overruns. If our cost estimates for a contract are inadequate, or if we do not execute the contract within our cost estimates, then cost overruns may cause us to incur a loss or cause the contract not to be as profitable as we expected. The costs incurred and profit realized, if any, on our contracts can vary, sometimes substantially, from our original projections due to a variety of factors, including, but not limited to:

•failure to include materials or work in a bid, or the failure to estimate properly the quantities or costs needed to complete a lump sum contract;

•delays caused by weather conditions or otherwise failing to meet scheduled acceptance dates;

•contract or project modifications or conditions creating unanticipated costs that are not covered by change orders;

•changes in availability, proximity and costs of materials, including liquid asphalt, cement, aggregates and other construction materials (such as stone, gravel, sand and oil for asphalt paving), as well as fuel and lubricants for our equipment;

•to the extent not covered by contractual cost escalators, variability and inability to predict the costs of purchasing diesel, liquid asphalt and cement;

•availability and skill level of workers;

•failure by our suppliers, subcontractors, designers, engineers or customers to perform their obligations;

•fraud, theft or other improper activities by our suppliers, subcontractors, designers, engineers, customers or our own personnel;

•mechanical problems with our machinery or equipment;

•citations issued by any governmental authority, including OSHA and MSHA;

•difficulties in obtaining required governmental permits or approvals;

•changes in applicable laws and regulations;

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•uninsured claims or demands from third parties for alleged damages arising from the design, construction or use and operation of a project of which our work is part; and

•public infrastructure customers may seek to impose contractual risk‑shifting provisions more aggressively which may result in us facing increased risks.

These factors, as well as others, may cause us to incur losses, which could have a material adverse effect on our financial condition, results of operations and liquidity.

We could incur material costs and losses as a result of claims that our products do not meet regulatory requirements or contractual specifications.

We provide our customers with products designed to meet building code or other regulatory requirements and contractual specifications for measurements such as durability, compressive strength, weight‑bearing capacity and other characteristics. If we fail or are unable to provide products meeting these requirements and specifications, material claims may arise against us and our reputation could be damaged. Additionally, if a significant uninsured, non‑indemnified or product‑related claim is resolved against us in the future, that resolution could have a material adverse effect on our financial condition, results of operations and liquidity.

The cancellation of a significant number of contracts or our disqualification from bidding for new contracts could have a material adverse effect on our financial condition, results of operations and liquidity.

We could be prohibited from bidding on certain government contracts if we fail to maintain qualifications required by the relevant government entities. In addition, contracts with governmental entities can usually be canceled at any time by them with payment only for the work completed. A cancellation of an unfinished contract or our disqualification from the bidding process could result in lost revenue and cause our equipment to be idled for a significant period of time until other comparable work becomes available, which could have a material adverse effect on our financial condition, results of operations and liquidity.

Our operations are subject to special hazards that may cause personal injury or property damage, subjecting us to liabilities and possible losses which may not be covered by insurance.

Operating hazards inherent in our business, some of which may be outside our control, can cause personal injury and loss of life, damage to or destruction of property, plant and equipment and environmental damage. We maintain insurance coverage in amounts and against the risks we believe are consistent with industry practice, but this insurance may not be adequate or available to cover all losses or liabilities we may incur in our operations. Our insurance policies are subject to varying levels of deductibles. However, liabilities subject to insurance are difficult to estimate due to unknown factors, including the severity of an injury, the determination of our liability in proportion to other parties, the number of incidents not reported and the effectiveness of our safety programs. If we were to experience insurance claims or costs above our estimates, our financial condition, results of operations and liquidity could be materially adversely affected.

Unexpected factors affecting self‑insurance claims and reserve estimates could adversely affect our business.

We use a combination of third‑party insurance and self‑insurance to provide for potential liabilities for workers’ compensation, general liability, vehicle accident, property and medical benefit claims. Although we seek to minimize our exposure on individual claims, for the benefit of costs savings we have accepted the risk of multiple independent material claims arising. We estimate the projected losses and liabilities associated with the risks retained by us, in part, by considering historical claims experience, demographic and severity factors and other actuarial assumptions which, by their nature, are subject to a high degree of variability. Among the causes of this variability are unpredictable external factors affecting future inflation rates, discount rates, litigation trends, legal interpretations, benefit level changes and claim settlement patterns. Any such matters could have a material adverse effect on our financial condition, results of operations and liquidity.

Our substantial leverage could adversely affect our financial condition, our ability to raise additional capital to fund our operations, our ability to operate our business, our ability to react to changes in the economy or our industry and our ability to pay our debts, which could divert our cash flow from operations to debt payments.

We are highly leveraged. As of January 1, 2022, our total debt was approximately $1.6 billion, which includes $1.0 billion of Senior Notes and $610.0 million of senior secured indebtedness under our senior secured credit facilities and we had

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an additional $327.1 million of unutilized capacity under our senior secured revolving credit facility (after giving effect to approximately $17.9 million of letters of credit outstanding).

Our high degree of leverage could have important consequences, including:

•increasing our vulnerability to general economic and industry conditions;

•requiring a substantial portion of cash flow from operations to be dedicated to the payment of principal and interest on our indebtedness, thereby reducing our ability to use our cash flow to fund our operations, capital expenditures and future business opportunities;

•the deductibility of our interest expense is currently limited under existing law;

•subject us to the risk of increased interest rates as a portion of our borrowings under our senior secured credit facilities are exposed to variable rates of interest;

•restricting us from making strategic acquisitions or causing us to make non-strategic divestitures;

•limiting our ability to obtain additional financing for working capital, capital expenditures, debt service requirements, acquisitions and general corporate or other purposes;

•limiting our ability to adjust to changing market conditions and placing us at a competitive disadvantage compared to our competitors who are less highly leveraged; and

•making it more difficult for us to make payments on our debt.

Borrowings under our senior secured credit facilities are at variable rates of interest and expose us to interest rate risk. If interest rates increase, our debt service obligations on the variable rate indebtedness will increase even though the amount borrowed remained the same, and our net income and cash flows, including cash available for servicing our indebtedness, will correspondingly decrease. We historically have and may in the future enter into interest rate swaps that involve the exchange of floating for fixed rate interest payments in order to reduce interest rate volatility. However, we may not maintain interest rate swaps with respect to all of our variable rate indebtedness, and any interest rate swaps we enter into may not fully mitigate our interest rate risk. In addition, certain of our variable rate indebtedness uses London Inter-bank Offered Rate (“LIBOR”) as a benchmark for establishing the rate of interest. LIBOR has been the subject of national, international and other regulatory guidance and proposals for reform. Publication of certain LIBOR reference rates was discontinued at the beginning of 2021. However, the ICE Benchmark Administration, in its capacity as administrator of USD LIBOR, intends to extend publication of USD LIBOR (other than one-week and two-month tenors) by 18 months to June 2023. While we expect LIBOR to be available in its current form at least until the end of June 2023, it is possible that LIBOR will become unavailable prior to that point which may impact the cost of our variable rate indebtedness. The consequences of these developments cannot be entirely predicted, but could include an increase in the cost of our variable rate indebtedness. If LIBOR ceases to exist or if the methods of calculating LIBOR change from their current form, we may also need to renegotiate our variable rate indebtedness that utilizes LIBOR as a factor in determining the interest rate to replace LIBOR with the new standard that is established. In addition, the indentures that govern the Senior Notes and the amended and restated credit agreement governing our senior secured credit facilities (“Credit Agreement”) contain restrictive covenants that limit our ability to engage in activities that may be in our long-term best interest. Our failure to comply with those covenants could result in an event of default which, if not cured or waived, could result in the acceleration of all our debt.

Despite our current level of indebtedness, we and our subsidiaries may still incur substantially more debt. This could reduce our ability to satisfy our current obligations and further exacerbate the risks to our financial condition described above.

We and our subsidiaries may incur significant additional indebtedness in the future to fund acquisitions as part of our growth strategy. Although the indentures governing the Senior Notes and the Credit Agreement contain restrictions on the incurrence of additional indebtedness, these restrictions are subject to a number of qualifications and exceptions, and we could incur substantial additional indebtedness in compliance with these restrictions.

Our senior secured credit facilities include an uncommitted incremental facility that allows us the option to increase the amount available under the term loan facility and/or the senior secured revolving credit facility by (i) $225.0 million plus (ii) an additional amount so long as we are in pro forma compliance with a consolidated first lien net leverage ratio.

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Availability of such incremental facilities will be subject to, among other conditions, the absence of an event of default and the receipt of commitments by existing or additional financial institutions.

We may not be able to generate sufficient cash to service all of our indebtedness and may be forced to take other actions to satisfy our obligations under our indebtedness, which may not be successful.

Our ability to make scheduled payments on our debt obligations, refinance our debt obligations and fund planned capital expenditures and other corporate expenses depends on our financial condition and operating performance, which is subject to prevailing economic and competitive conditions. We are also subject to certain financial, business, legislative, regulatory and legal restrictions on the payment of distributions and dividends. Many of these factors are beyond our control. We may not be able to maintain a level of cash flows from operating activities sufficient to permit us to pay the principal, premium, if any, and interest on our indebtedness, which would constitute an event of default if not cured. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Liquidity and Capital Resources.” If our cash flows and capital resources are insufficient to fund our debt service obligations or our other needs, we may be forced to reduce or delay investments and capital expenditures, seek additional capital, restructure or refinance our indebtedness or sell assets. These alternative measures may not be successful and may not permit us to meet our scheduled debt service obligations or fund planned capital expenditures. Significant delays in our planned capital expenditures may materially and adversely affect our future revenue prospects. In addition, our ability to restructure or refinance our debt will depend on the capital markets and our financial condition at such time. Any refinancing of our debt could be at higher interest rates and may require us to comply with more onerous covenants, which could further restrict our business operations. The Credit Agreement and the indentures governing the Senior Notes restrict our ability to use the proceeds from asset sales. We may not be able to consummate those asset sales to raise capital or sell assets at prices that we believe are fair and proceeds that we do receive may not be adequate to meet any debt service obligations then due. In addition, any failure to make payments of interest and principal on our outstanding indebtedness on a timely basis would likely result in a reduction of our credit rating, which could harm our ability to incur additional indebtedness.

The indentures governing the Senior Notes and the Credit Agreement contain covenants and provisions that are restrictive.

The indentures governing the Senior Notes and Credit Agreement contain restrictive covenants that, among other things, limit our ability, and the ability of our restricted subsidiaries, to:

•incur additional indebtedness, issue certain preferred shares or issue guarantees;

•pay dividends, redeem our membership interests or make other restricted payments, including purchasing our Class A common stock;

•make investments, loans or advances;

•incur additional liens;

•transfer or sell assets;

•merge or engage in consolidations;

•enter into certain transactions with our affiliates;

•designate subsidiaries as unrestricted subsidiaries;

•repay subordinated indebtedness; and

•change our lines of business.

The senior secured credit facilities also require us to maintain a maximum first lien net leverage ratio. The Credit Agreement also contains certain customary representations and warranties, affirmative covenants and events of default (including, among others, an event of default upon a change of control). If an event of default occurs, the lenders under our senior secured credit facilities will be entitled to take various actions, including the acceleration of amounts due under our senior secured credit facilities and all actions permitted to be taken by a secured creditor. Our failure to comply with obligations under the indentures governing the Senior Notes and the Credit Agreement may result in an event of default under the indenture or the amended and restated Credit Agreement. A default, if not cured or waived, may permit acceleration of our

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indebtedness. If our indebtedness is accelerated, we may not have sufficient funds available to pay the accelerated indebtedness or the ability to refinance the accelerated indebtedness on terms favorable to us or at all.

Other Risks

Our success is dependent on our senior management team and our ability to retain and attract qualified personnel.

Our success depends on the continuing services of key members of our management team. We believe our senior management team possesses valuable knowledge and skills that are crucial to our success and would be difficult to replicate or replace.

Competition for senior management is intense, and we may not be able to retain our management team or attract additional qualified personnel. The unexpected loss of a member of senior management has in the past and could in the future require certain of our remaining senior officers to divert immediate attention, which can be substantial or require costly external resources in the short term. While we are developing plans for key management succession and have long-term compensation plans designed to retain our senior employees, if our retention and succession plans do not operate effectively, our business could be adversely affected. The inability to adequately fill vacancies in our senior executive positions on a timely basis could negatively affect our ability to implement our business strategy, which could have a material adverse effect on our results of operations, financial condition and liquidity.

We use large amounts of electricity, diesel fuel, liquid asphalt and other petroleum‑based resources that are subject to potential reliability issues, supply constraints and significant price fluctuation, which could have a material adverse effect on our financial condition, results of operations and liquidity.

In our production and distribution processes, we consume significant amounts of electricity, diesel fuel, liquid asphalt and other petroleum‑based resources. The availability and pricing of these resources are subject to market forces that are beyond our control. Furthermore, we are vulnerable to any reliability issues experienced by our suppliers, which also are beyond our control. Our suppliers contract separately for the purchase of such resources and our sources of supply could be interrupted should our suppliers not be able to obtain these materials due to higher demand or other factors that interrupt their availability. Variability in the supply and prices of these resources could have a material adverse effect on our financial condition, results of operations and liquidity.

Climate change and climate change legislation or regulations may adversely affect our business.

A number of governmental bodies have finalized, proposed or are contemplating legislative and regulatory changes in response to the potential effects of climate change, and Canada and the United States have agreed to the Paris Agreement, the successor to the Kyoto Protocol to the United Nations Framework Convention on Climate Change, which could lead to additional legislative and regulatory changes in those countries. In addition, in the United States, in part due to the current administration’s focus on climate change as central to U.S. policy, there may be additional legislative and regulatory changes connected to changes in presidential administration. In April 2021, President Biden announced that the United States' Nationally Defined Contribution to the Paris Agreement will be an economy-wide reduction in greenhouse (“GHG”) emissions of 50-52% by 2030, relative to 2005 levels. In addition, in advance of the November 2021 Conference of the Parties 26 meeting in Glasgow, Scotland (“COP26”), the Biden administration released details on its strategy to achieve those targets. The COP26 meeting concluded with international consensus to further reduce GHG emissions, including through the elimination of certain fossil fuel subsidies. In conjunction with COP26, the United States and China also bilaterally agreed to cooperate on GHG emission reductions. Any resulting legislation or regulation has and potentially could include provisions for a “cap and trade” system of allowances and credits, among other provisions. The EPA promulgated a mandatory reporting rule covering GHG emissions from sources considered to be large emitters. The EPA has also promulgated a GHG emissions permitting rule, referred to as the “Tailoring Rule” which sets forth criteria for determining which facilities are required to obtain permits for GHG emissions pursuant to the U.S. Clean Air Act’s Prevention of Significant Deterioration (“PSD”) and Title V operating permit programs. The U.S. Supreme Court ruled in June 2014 that the EPA exceeded its statutory authority in issuing the Tailoring Rule but upheld the Best Available Control Technology (“BACT”) requirements for GHGs emitted by sources already subject to PSD requirements for other pollutants. Our cement plants and one of our landfills hold Title V Permits. If future modifications to our facilities require PSD review for other pollutants, GHG BACT requirements may also be triggered, which could require significant additional costs.

Other potential effects of climate change include physical effects such as disruption in production and product distribution as a result of major storm events and shifts in regional weather patterns and intensities. Given the nature of our operations, physical impacts may include disruptions in production and/or regional supply or product distribution networks due to major storm events, shifts in regional rainfall and temperature patterns and intensities, as well as flooding from sea level

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changes. There is also a potential for climate change legislation and regulation to adversely affect the cost of purchased energy and electricity.

Additionally, actual or perceived environmental, social, governance and other sustainability (ESG) matters and our response to these matters could harm our business. Increasing governmental and societal attention to ESG matters, including expanding mandatory and voluntary reporting, diligence, and disclosure on topics such as climate change, human capital, labor and risk oversight, could expand the nature, scope, and complexity of matters that we are required to control, assess and report. These factors may alter the environment in which we do business and may increase the ongoing costs of compliance and adversely impact our results of operations and cash flows. If we are unable to adequately address such ESG matters or fail to comply with all laws, regulations, policies and related interpretations, it could negatively impact our reputation and our business results.

The effects of climate change on our operations are highly uncertain and difficult to estimate. However, because a chemical reaction inherent to the manufacture of Portland cement releases carbon dioxide, a GHG, cement kiln operations may be disproportionately affected by future regulation of GHGs. Climate change and legislation and regulation concerning GHGs could have a material adverse effect on our financial condition, results of operations and liquidity.

Unexpected operational difficulties at our facilities could disrupt operations, raise costs, and reduce revenue and earnings in the affected locations.

The reliability and efficiency of certain of our facilities is dependent upon vital pieces of equipment, such as our cement manufacturing kilns in Hannibal, Missouri and Davenport, Iowa. Although we have scheduled outages to perform maintenance on certain of our facilities, vital equipment may periodically experience unanticipated disruptions due to accidents, mechanical failures or other unanticipated events such as fires, explosions, violent weather conditions or other unexpected operational difficulties. A substantial interruption of one of our facilities could require us to make significant capital expenditures to restore operations and could disrupt our operations, raise costs, and reduce revenue and earnings in the affected locations.

We may incur significant costs in connection with pending and future litigation.

We have seen increases in litigation as the scope of our business and operations has grown. We are, or may become, party to various lawsuits, claims, investigations, and proceedings, including but not limited to personal injury, environmental, antitrust, tax, property entitlements and land use, commercial, contract, product liability, health and safety, and employment matters. The outcome of pending or future lawsuits, claims, investigations, or proceedings is often difficult to predict and could be adverse and material in amount. Development in these proceedings can lead to changes in management’s estimates of liabilities associated with these proceedings including the judge’s rulings or judgments, jury verdicts, settlements, or changes in applicable law. Future adverse rulings, settlements, or unfavorable developments could result in charges that could have a material adverse effect on our results of operations and cash flows in a particular period. In addition, the defense of these lawsuits, claims, investigations, and proceedings may divert our management’s attention, and we may incur significant costs in defending these matters.

We are dependent on information technology. Our systems and infrastructure face certain risks, including cyber security risks and data leakage risks.

We are dependent on information technology systems and infrastructure to carry out important operational activities and to maintain our business records. In addition, we rely on the systems of third parties, such as third-party vendors. As part of our normal business activities, we collect and store certain personal identifying and confidential information relating to our customers, employees, vendors and suppliers, and maintain operational and financial information related to our business. We may share some of this confidential information with our vendors. We rely on our vendors and third-party service providers to maintain effective cybersecurity measures to keep our information secure. Any significant breakdown, invasion, destruction or interruption of our existing or future systems by employees, third parties, vendors, others with authorized access to our systems, or unauthorized persons could negatively affect operations. In addition, future systems upgrades or changes could be time consuming, costly and result in unexpected interruptions or other adverse effects on our business. There is also a risk that we could experience a business interruption, theft of information or reputational damage as a result of a cyber-attack, such as an infiltration of a data center, “ransomware” or other malware, or data leakage of confidential information either internally or at our third‑party providers.

While we have invested in the protection of our data and information technology to reduce these risks and periodically test the security of our information systems network, there can be no assurance that our efforts will prevent breakdowns or breaches in our systems that could have a material adverse effect on our financial condition, results of

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operations and liquidity. Our or our vendors’ and third-party service providers’ failure to maintain the security of the data we are required to protect could result in damage to our reputation, financial obligations to third parties, fines, penalties, regulatory proceedings and private litigation with potentially large costs, and also in deterioration in customers’ confidence in us and other competitive disadvantages. While, to date, we have not had a significant cybersecurity breach or attack that has a material impact on our business or results of operations, there can be no assurance that our efforts to maintain the security and integrity of our information technology networks and related systems will be effective or that attempted security breaches or disruptions would not be successful or damaging.

Labor disputes, strikes, other forms of work stoppage or slowdown or other union activities could disrupt operations of our businesses.

As of January 1, 2022, labor unions represented approximately 8% of our total employees, substantially all in our cement division and at our Canadian operations. Our collective bargaining agreements for employees generally expire between 2022 and 2026. Although we believe we have good relations with our employees and unions, disputes with our trade unions, union organizing activity, or the inability to renew our labor agreements or adverse labor relations at any of our locations, could lead to strikes, other forms of work stoppage, slowdowns or other actions that could disrupt our operations and, consequently, have a material adverse effect on our financial condition, results of operations and liquidity.

Organizational Structure Risks

Summit Inc.’s only material asset is its interest in Summit Holdings, and it is accordingly dependent upon distributions from Summit Holdings to pay taxes, make payments under the TRA and pay dividends.

Summit Inc. is a holding company and has no material assets other than its ownership of LP Units and has no independent means of generating revenue. Summit Inc. intends to cause Summit Holdings to make distributions to holders and former holders of LP Units in an amount sufficient to cover all applicable taxes at assumed tax rates, payments under the TRA and cash distributions, if any, declared by it. Deterioration in the financial condition, earnings or cash flow of Summit Holdings and its subsidiaries for any reason, or restrictions on payments by subsidiaries to their parent companies under applicable laws, including laws that require companies to maintain minimum amounts of capital and to make payments to stockholders only from profits, could limit or impair their ability to pay such distributions. Additionally, to the extent that Summit Inc. needs funds, and Summit Holdings is restricted from making such distributions under applicable law or regulation or under the terms of our financing arrangements, or is otherwise unable to provide such funds, it could have a material adverse effect on our financial condition, results of operations and liquidity.

Payments of dividends, if any, are at the discretion of our board of directors after taking into account various factors, including our business, operating results and financial condition, current and anticipated cash needs, plans for expansion and any legal or contractual limitations on our ability to pay dividends. Any financing arrangement that we enter into in the future may include restrictive covenants that limit our ability to pay dividends. In addition, Summit Holdings is generally prohibited under Delaware law from making a distribution to a limited partner to the extent that, at the time of the distribution, after giving effect to the distribution, liabilities of Summit Holdings (with certain exceptions) exceed the fair value of its assets. Subsidiaries of Summit Holdings are generally subject to similar legal limitations on their ability to make distributions to Summit Holdings.

Summit Inc. anticipates using certain distributions from Summit Holdings to acquire additional LP Units.

The limited partnership agreement of Summit Holdings provides for cash distributions, which we refer to as “tax distributions,” to be made to the holders of the LP Units if it is determined that the income of Summit Inc. will give rise to net taxable income allocable to holders of LP Units. To the extent that future tax distributions Summit Inc. receives exceed the amounts it actually requires to pay taxes and make payments under the TRA, our board of directors has in the past and may in the future cause Summit Inc. to use such excess cash to acquire additional newly-issued LP Units at a per unit price determined by reference to the volume weighted average price per share of the Class A common stock during the five trading days immediately preceding the date of the relevant board action. Any cash used by Summit Inc. to acquire additional LP Units would not then be available to fund cash dividends on the Class A common stock.

Summit Inc. is required to pay exchanging holders of LP Units for most of the benefits relating to any additional tax depreciation or amortization deductions that we may claim as a result of the tax basis step-up we receive in connection with sales or exchanges of LP Units and related transactions.

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Holders of LP Units (other than Summit Inc.) may exchange their LP Units for Class A common stock on a one-for-one basis. The exchanges are expected to result in increases in 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, although the Internal Revenue Service (the “IRS”) may challenge all or part of the tax basis increase, and a court could sustain such a challenge.

In connection with Summit Inc.'s initial public offering ("IPO"), we entered into a TRA with the 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. is deemed to realize as a result of the increases in tax basis described above and certain other tax benefits related to entering into the TRA, including tax benefits attributable to payments under the TRA. This payment obligation is an obligation of Summit Inc. and not of Summit Holdings. While the actual increase in tax basis and the actual amount and utilization of net operating losses, as well as the amount and timing of any payments under the TRA, will vary depending upon a number of factors, including the timing of exchanges, the price of shares of our Class A common stock at the time of the exchange, the extent to which such exchanges are taxable and the amount and timing of our income, we expect that as a result of the size of the transfers and increases in the tax basis of the tangible and intangible assets of Summit Holdings and our possible utilization of net operating losses, the payments that Summit Inc. may make under the TRA will be substantial.

In certain cases, payments under the TRA may be accelerated or significantly exceed the actual benefits Summit Inc. realizes in respect of the tax attributes subject to the TRA.

The TRA provides that upon certain changes of control, or if, at any time, Summit Inc. elects an early termination of the TRA, Summit Inc.’s obligations under the TRA may be accelerated. Summit Inc.’s ability to achieve benefits from any tax basis increase or net operating losses, and the payments to be made under the TRA, will depend upon a number of factors, including the timing and amount of our future income. As a result, even in the absence of a change of control or an election to terminate the TRA, payments under the TRA could be in excess of 85% of Summit Inc.’s actual cash tax savings.

The actual cash tax savings realized by Summit Inc. under the TRA may be less than the corresponding TRA payments. Further, payments under the TRA may be made years in advance of when the benefits, if any, are realized on our federal and state income tax returns. Accordingly, there may be a material negative effect on our liquidity if the payments under the TRA exceed the actual cash tax savings that Summit Inc. realizes in respect of the tax attributes subject to the TRA and/or distributions to Summit Inc. by Summit Holdings are not sufficient to permit Summit Inc. to make payments under the TRA. Based upon a $40.14 share price of our Class A common stock, which was the closing price on December 31, 2021, and a contractually defined discount rate of 1.58%, we estimate that if Summit Inc. were to exercise its termination right, the aggregate amount of these termination payments would be approximately $312 million. The foregoing number is merely an estimate and the actual payments could differ materially. We may need to incur debt to finance payments under the TRA to the extent our cash resources are insufficient to meet our obligations under the TRA as a result of timing discrepancies or otherwise.

Ownership of Our Class A Common Stock Risks

The market price of shares of our Class A common stock has fluctuated significantly, which could cause the value of your investment to decline.

The market price of our Class A common stock has fluctuated significantly in the past and could be subject to wide fluctuations in the future. During the year ended January 1, 2022, the closing price of our Class A common stock on the New York Stock Exchange has fluctuated from a low of $20.42 per share to a high of $41.21 per share. Securities markets worldwide experience significant price and volume fluctuations. This market volatility, as well as general economic, market or political conditions, could reduce the market price of shares of our Class A common stock regardless of our operating performance. In addition, our operating results could be below the expectations of public market analysts and investors due to a number of potential factors, including variations in our quarterly operating results or dividends, if any, to stockholders, additions or departures of key management personnel, failure to meet analysts’ earnings estimates, publication of research reports about our industry, litigation and government investigations, changes or proposed changes in laws or regulations or differing interpretations or enforcement thereof affecting our business, adverse market reaction to any indebtedness we may incur or securities we may issue in the future, changes in market valuations of similar companies or speculation in the press or investment community, announcements by our competitors of significant contracts, acquisitions, dispositions, strategic partnerships, joint ventures or capital commitments, adverse publicity about the industries we participate in or individual scandals, and in response the market price of shares of our Class A common stock could decrease significantly. You may be unable to resell your shares of Class A common stock for a profit.

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In recent years, stock markets have experienced extreme price and volume fluctuations. In the past, following periods of volatility in the overall market and the market price of a company’s securities, securities class action litigation has often been instituted against these companies. Such litigation, if instituted against us, could result in substantial costs and a diversion of our management’s attention and resources.

Because we have no current plans to pay cash dividends on our Class A common stock, you may not receive any return on investment unless you sell your Class A common stock for a price greater than that which you paid for it.

We have no current plans to pay any cash dividends. The declaration, amount and payment of any future dividends on shares of Class A common stock will be at the sole discretion of our board of directors. Our board of directors may take into account general and economic conditions, our financial condition and results of operations, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions and implications on the payment of dividends by us to our stockholders or by our subsidiaries to us and such other factors as our board of directors may deem relevant. In addition, our ability to pay dividends is limited by our senior secured credit facilities and our Senior Notes and may be limited by covenants of other indebtedness we or our subsidiaries incur in the future. As a result, you may not receive any return on an investment in our Class A common stock unless you sell our Class A common stock for a price greater than that which you paid for it.

Future issuance of additional Class A common stock, or securities convertible or exchangeable for Class A common stock, may adversely affect the market price of the shares of our Class A common stock.

As of January 1, 2022, we had 118,705,108 shares of Class A common stock issued and outstanding, and 881,294,892 shares authorized but unissued. The number of unissued shares includes 1,314,006 shares available for issuance upon exchange of LP Units held by limited partners of Summit Holdings. Our amended and restated certificate of incorporation authorizes us to issue shares of Class A common stock and options, rights, warrants and appreciation rights relating to Class A common stock for the consideration and on the terms and conditions established by our board of directors in its sole discretion. We may need to raise significant additional equity capital in connection with acquisitions or otherwise. Similarly, the limited partnership agreement of Summit Holdings permits Summit Holdings to issue an unlimited number of additional limited partnership interests of Summit Holdings with designations, preferences, rights, powers and duties that are different from, and may be senior to, those applicable to the LP Units, and which may be exchangeable for shares of our Class A common stock. Sales of substantial amounts of Class A common stock, or securities convertible or exchangeable for Class A common stock, or the perception that such sales could occur may adversely affect the prevailing market price for the shares of our Class A common stock. Thus holders of our Class A common stock will bear the risk of our future issuances reducing the market price of our Class A common stock and diluting the value of their stock holdings in us.

As of January 1, 2022, we have reserved an aggregate of 17.5 million shares of Class A common stock for issuances under the Summit Materials, Inc. 2015 Omnibus Incentive Plan (the “Omnibus Incentive Plan”), including 7.9 million shares were available for grant as of January 1, 2022. In addition, we also have 5.5 million shares of Class A common stock reserved for issuance under the Summit Materials, Inc. 2021 Employee Stock Purchase Plan (“ESPP”) as of January 1, 2022. Lastly, as of January 1, 2022, we had outstanding warrants to purchase an aggregate of 31,519 shares of Class A common stock. Any Class A common stock that we issue, including under our Omnibus Incentive Plan, our ESPP or other equity incentive plans that we may adopt in the future, or upon exercise of outstanding options or warrants, or other securities convertible or exchangeable for Class A common stock would dilute the percentage ownership held by the investors of our Class A common stock and may adversely affect the market price of the shares of our Class A common stock.

Anti-takeover provisions in our organizational documents and Delaware law might discourage or delay acquisition attempts for us that you might consider favorable.

Our amended and restated certificate of incorporation and amended and restated bylaws contain provisions that may make the merger or acquisition of our company more difficult without the approval of our board of directors. Among other things, these provisions:

•would allow us to authorize the issuance of undesignated preferred stock in connection with a stockholder rights plan or otherwise, the terms of which may be established and the shares of which may be issued without stockholder approval, and which may include super voting, special approval, dividend, or other rights or preferences superior to the rights of the holders of Class A common stock;

•prohibit stockholder action by written consent unless such action is recommended by all directors then in office; 

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•provide that the board of directors is expressly authorized to make, alter, or repeal our bylaws and that our stockholders may only amend our bylaws with the the affirmative vote of a majority in voting power of all the then-outstanding shares of stock of the Corporation entitled to vote thereon.

•establish advance notice requirements for nominations for elections to our board or for proposing matters that can be acted upon by stockholders at stockholder meetings.

Further, as a Delaware corporation, we are also subject to provisions of Delaware law, which may impede or discourage a takeover attempt that our stockholders may find beneficial. These anti-takeover provisions and other provisions under Delaware law could discourage, delay or prevent a transaction involving a change in control of our company, including actions that our stockholders may deem advantageous, or negatively affect the trading price of our Class A common stock. These provisions could also discourage proxy contests and make it more difficult for you and other stockholders to elect directors of your choosing and to cause us to take other corporate actions you desire.

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ITEM  1B.    UNRESOLVED STAFF COMMENTS  

None.

ITEM 2.     PROPERTIES.

Properties

Our headquarters are located in a 21,615 square foot office space, which we lease in Denver, Colorado, under a lease expiring on January 31, 2024. We have executed a lease for 33,191 square feet for new office space, also in Denver, Colorado, and expect to occupy the new space in mid-2022.

We mine a variety of hard rock materials including limestone, granite, quartzite and unconsolidated materials including clay, sand and gravel at our quarry operations. The aggregates produced at our quarries are utilized as general construction aggregates, bituminous asphalt pavement and ready-mix concrete. Our reserves and resources are across over 250 sites, to which we believe we have adequate road, barge or railroad access.

A map showing the location of all mining properties is below:

We periodically perform sub-surface exploration at most of our sites through drilling methods. At most of our sites, our mining operations are conducted using surface open pit techniques. Mineral resources are defined as having a reasonable prospect of extraction, and is likely to, either in whole or in part, to become economically extractable. Mineral resource estimates were obtained using property boundaries, exploration coverage and regional geologic research. Areas of uneconomically thick overburden or poor aggregate quality rock were defined to the best ability and excluded from reserves or resources areas. Mineral reserves are defined as an estimate of tonnage that can be economically extracted and includes an allowance for losses that may occur when the material is mined or extracted. Mineral reserves estimates were made using similar parameters as for mineral resources. Quantities are counted as reserves based on the nature of the permit, property boundaries, mineral rights and core drilling availability. Areas that are not yet permitted or not explored through a drilling campaign are excluded from reserves. Due to the nature of our products, we do not perform metallurgical testing, however during exploration, material is tested for aggregate or cement suitability.

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As of January 1, 2022, we had 3.9 billion tons of proven and probable mineral reserves and 1.8 billion measured and indicated mineral resources. In total, we owned 49 percent and leased 51 percent of total mineral reserves and resources. We do not consider any of our individual quarrying operations as material for disclosure purposes. We estimate that the useful life of our reserves serving our aggregates and cement businesses are approximately 55 years and 170 years, respectively, based on the average production rates in 2021 and 2020. We obtained technical reports covering each of our mining site prepared by Continental Placer Inc. as of January 1, 2022. The technical reports were prepared in accordance with the requirements of the Modernization of Property Disclosures for Mining Registrants set forth in subpart 1300 of Regulation S-K (the “SEC Mining Modernization Rules”). Inferred resources are defined as a mineral resource for which quantity and grade have been estimated but not yet verified. The terms defined in the table below are defined and used in accordance with the SEC Mining Modernization Rules. By segment, our estimate of proven and probable mineral reserves and measured and indicated mineral resources as of January 1, 2022 are shown in the table below:

	Hard Rock Tons (000s)				Sand and Gravel Tons (000s)
	West	East	Cement	Total	West	East	Cement	Total
Proven Reserves	146,434	1,239,308	495,343	1,881,085	849,945	227,816	—	1,077,761
Probable Reserves	184,107	515,945	10,760	710,812	199,184	36,713	—	235,897
Total Proven and Probable Mineral Reserves	330,541	1,755,253	506,103	2,591,897	1,049,129	264,529	—	1,313,658
Measured Resources	20,675	1,019,185	47,185	1,087,045	96,887	46,420	—	143,307
Indicated Resources	25,000	477,723	—	502,723	19,484	31,779	—	51,263
Total Measured and Indicated Resources	45,675	1,496,908	47,185	1,589,768	116,371	78,199	—	194,570
Inferred Resources	—	133,110	—	133,110	46,918	11,122	—	58,040

As of January 1, 2022, we operated the following production and distribution facilities:

	Quarries and Sand Deposits	Cement Plants	Cement Distribution Terminals	Fixed and portable ready-mix concrete plants	Asphalt paving mix plants
Owned	98	2	5	94	27
Leased	135	—	4	25	16
Partially owned and leased	18	—	—	—	4
Total	251	2	9	119	47

The following chart summarizes our production and distribution facilities by state as of January 1, 2022:

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State	Sand & Gravel	Limestone	Cement	Ready-mix Concrete	Asphalt Plant	Landfill	Other*
Arkansas	6	—	—	17	2	—	3
Colorado	28	1	—	9	7	1	3
Georgia	5	—	—	—	—	—	—
Idaho	4	—	—	3	—	—	2
Iowa	—	1	2	—	—	—	1
Kansas	8	49	—	16	4	8	12
Kentucky	1	14	—	10	13	—	9
Louisiana	—	—	3	—	—	—	1
Minnesota	—	—	2	—	—	—	—
Missouri	1	49	2	6	—	—	6
Nebraska	—	1	—	—	—	—	—
Nevada	1	—	—	3	—	—	—
North Carolina	4	—	—	—	—	—	2
Oklahoma	5	1	—	12	—	—	3
South Carolina	15	1	—	—	—	—	—
Tennessee	—	1	1	—	—	—	—
Texas	17	2	—	23	8	—	15
Utah	18	2	—	19	5	—	3
Virginia	1	9	—	—	5	—	5
Wisconsin	—	—	1	—	—	—	—
Wyoming	1	—	—	1	2	—	2
Total US	115	131	11	119	46	9	67
British Columbia, Canada	5	—	—	—	1	3	6
Total	120	131	11	119	47	12	73

______________________

*Other primarily consists of office space.

Internal Controls Disclosure

The analysis of our reserves and resources has been developed by our personnel in collaboration with Continental Placer, designated as our qualified person. Our management teams periodically review our reserves by performing sub-surface exploration as part of our mine planning process. Further, we also review and update our mineral resources and reserves as operations progress through our reserves, and as mining permits are submitted for updates and approvals. The modeling and analysis of the Company’s reserves and resources has been developed by Company mine personnel and reviewed by several levels of internal management, including Continental Placer. The development of such reserves and resources estimates, including related assumptions, was a collaborative effort between Continental Placer and Company staff. This section summarizes the internal control considerations for the Company’s development of estimations, including assumptions, used in reserve and resource analysis and modeling.

When determining reserves and resources, as well as the differences between reserves and resources, management developed specific criteria, each of which must be met to qualify as a reserve or resource, respectively. These criteria, such as demonstration of economic viability, legal right to mine, and material quality are specific and attainable. Continental Placer and Company management agree on the reasonableness of the criteria for the purposes of estimating reserves and resources. Calculations using these criteria are either performed or reviewed and validated by Continental Placer.

Estimations and assumptions were developed independently for each geographical operational area. All estimates require a combination of historical data and key assumptions and parameters. When possible, resources and data from generally accepted industry sources, such as governmental resource agencies, were used to develop these estimations.

ITEM  3.    LEGAL PROCEEDINGS.  

The information set forth under “—Legal Proceedings” in Item 1, “Business,” is incorporated herein by reference.

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ITEM  4.    MINE SAFETY DISCLOSURES. 

The information concerning mine safety violations or 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.

INFORMATION ABOUT OUR EXECUTIVE OFFICERS

Pursuant to General Instruction G(3) to Form 10-K, certain of the information regarding our executive officers required by Items 401(b) and (e) of Regulation S-K is hereby included in Part I of this report.

Anne P. Noonan, 58, President and Chief Executive Officer and Director. Ms. Noonan joined the Company in September 2020. Prior to joining the Company, Ms. Noonan served as president and chief executive officer and as a director of OMNOVA Solutions Inc. (“OMNOVA”), a global provider of emulsion polymers, specialty chemicals, and engineered surfaces for a variety of commercial, industrial, and residential end uses, with manufacturing, technical, and other facilities located in North America, Europe, China, and Thailand, from December 2016 until April 1, 2020 when OMNOVA was acquired by Synthomer plc. Before being appointed President and Chief Executive Officer, Ms. Noonan served as OMNOVA’s President, Performance Chemicals, from 2014 until December 2016. Ms. Noonan previously held several positions of increasing responsibility with Chemtura Corporation, a global specialty chemicals company, from 1987 through 2014, including most recently as senior vice president and president of Chemtura’s Industrial Engineered Products business and Corporate Development function. Ms. Noonan serves on the board of CF Industries Holdings, Inc., a global leader in nitrogen fertilizer manufacturing and distribution.

Karli S. Anderson, 48, Executive Vice President, Chief Environmental, Social & Governance Officer and Head of Investor Relations. Ms. Anderson joined the Company in 2019 after having served as Vice President at Royal Gold, Inc., a precious metals stream and royalty company from 2013 to 2018. Prior to that, Ms. Anderson served in senior investor relations roles at Newmont Mining Corporation and Coeur Mining, and was the Chair of the Board of the Denver Gold Group for six years. Ms. Anderson currently serves on the Board of Westwater Resources where she is the chair of the Compensation Committee and a member of the Audit and Environmental, Health and Safety committees. Ms. Anderson received her Master of Business Administration in finance from the Wharton School at the University of Pennsylvania and her Bachelor of Science from Ohio University. Ms. Anderson is also a National Association of Corporate Directors fellow.

Chris B. Gaskill, 40, Executive Vice President, Chief Legal Officer and Secretary. Mr. Gaskill joined the Company in 2015 and has served in various roles of increasing responsibility, most recently as the Senior Vice President, Deputy General Counsel and Assistant Secretary. Prior to joining the Company, Mr. Gaskill served in senior legal roles at The Western Union Company and Cardinal Health, Inc. Mr. Gaskill began his career at Simpson Thacher & Bartlett, LLP in New York, NY. Mr. Gaskill has a Bachelor of Arts in Government and Legal Studies from Bowdoin College and received his Juris Doctor from the University of Virginia School of Law. He currently serves on the Board of Governors of Colorado Goodwill, one of the state’s largest 501(c)(3) organizations.

Brian J. Harris, 64, Executive Vice President and Chief Financial Officer. Mr. Harris joined the Company as Chief Financial Officer in October 2013 after having been Executive Vice President and Chief Financial Officer of Bausch & Lomb Holdings Incorporated, a leading global eye health company, from 2009 to 2013. From 1990 to 2009, Mr. Harris held positions of increasing responsibility with industrial, automotive, building products and engineering manufacturing conglomerate Tomkins plc, including President of the $2 billion worldwide power transmission business for Gates Corporation, and Senior Vice President for Strategic Business Development and Business Administration, Chief Financial Officer and Secretary of Gates Corporation. Mr. Harris received a Bachelor of Accountancy from Glasgow University and is qualified as a Scottish Chartered Accountant.

Deon MacMillan, 48, Executive Vice President, Chief People Officer and Head of Corporate Communications. Ms. MacMillan joined the Company in March 2021 after serving as the Chief Human Resource and Communications Officer for Ardent Mills, a leading flour and grain supplier, from 2014 to March 2021. From 2012 through 2014, Ms. MacMillan consulted on a wide range of human relations related matters with publicly traded multi-national corporations through her consulting firm, MacMillan Consulting. From 2013 to 2015, Ms. MacMillan served as an associate consultant at Lominger (a wholly owned subsidiary of Korn Ferry) and was the Vice President Human Resources, Customer Sales and Experience at multiple organizations with increasing levels of responsibilities, focused on human resources, communications and general change management. Ms. MacMillan received her Bachelor of Arts in Business Administration with an Emphasis in Human Resources and her Master of Business Administration from the University of Alaska-Fairbanks.

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PART II 

ITEM  5.     MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES.

Market Information

Summit Inc.’s Class A common stock began publicly trading on the NYSE under the symbol “SUM” on March 11, 2015. Prior to that time, there was no public market for our Class A common stock. Our Class B common stock is not publicly traded. As of February 21, 2022, there were five holders of record of our Class A common stock and 30 holders of record of our Class B common stock.

These stockholder figures do not include a substantially greater number of holders whose shares are held of record by banks, brokers and other financial institutions.

All of the outstanding limited liability company interests of Summit LLC are held by Summit Materials Intermediate Holdings, LLC, an indirect subsidiary of Summit Inc. There is no established public trading market for limited liability company interests of Summit LLC.

Dividends

If Summit Inc. uses future excess tax distributions to purchase additional LP Units, we anticipate that in order to maintain the relationship between the shares of Class A common stock and the LP Units, our board of directors may continue to declare stock dividends on the Class A common stock.

Summit Inc. has no current plans to pay cash dividends on its Class A common stock. The declaration, amount and payment of any future dividends on shares of Class A common stock is at the sole discretion of our board of directors and we may reduce or discontinue entirely the payment of any such dividends at any time. Our board of directors may take into account general and economic conditions, our financial condition and operating results, our available cash and current and anticipated cash needs, capital requirements, contractual, legal, tax and regulatory restrictions and implications on the payment of dividends by us to our stockholders or by our subsidiaries to us, and such other factors as our board of directors may deem relevant.

Summit Inc. is a holding company and has no material assets other than its ownership of LP Units. Should we decide to pay a cash dividend on our Class A common stock in the future, we anticipate funding this cash dividend by causing Summit Holdings to make distributions to Summit Inc. in an amount sufficient to cover such dividend, whereupon the other holders of LP Units will also be entitled to receive distributions pro rata in accordance with the percentages of their respective limited partnership interests. Because Summit Inc. must pay taxes and make payments under the TRA, any amounts ultimately distributed as dividends to holders of our Class A common stock are expected to be less on a per share basis than the amounts distributed by Summit Holdings to its partners on a per LP Unit basis.

The agreements governing our senior secured credit facilities and the Senior Notes contain a number of covenants that restrict, subject to certain exceptions, Summit LLC’s ability to pay distributions to its parent company and ultimately to Summit Inc. See Note 8, Debt, to our consolidated financial statements.

Any financing arrangements that we enter into in the future may include restrictive covenants that limit our ability to pay dividends. In addition, Summit Holdings is generally prohibited under Delaware law from making a distribution to a limited partner to the extent that, at the time of the distribution, after giving effect to the distribution, liabilities of Summit Holdings (with certain exceptions) exceed the fair value of its assets.

Subsidiaries of Summit Holdings are generally subject to similar legal limitations on their ability to make distributions to Summit Holdings.

Issuer Purchases of Equity Securities

During the quarter and year ended January 1, 2022, we did not purchase any of our equity securities that are registered under Section 12(b) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”).

Unregistered Sales of Equity Securities

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There were no unregistered sales of equity securities which have not been previously disclosed in a quarterly report on Form 10-Q or a current report on Form 8-K during the year ended January 1, 2022.

ITEM  6.     [RESERVED]

ITEM 7.     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” and any factors discussed in the sections entitled “Disclosure 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 the “Selected Historical Consolidated Financial Data,” our audited consolidated annual financial statements and the related notes thereto and other information included in this report. A discussion and analysis of our results of operations and changes in financial condition for fiscal 2020 compared to 2019 may be found in Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operation of our Annual Report on Form 10-K for the year ended January 2, 2021, filed with the SEC on February 24, 2021, which discussion is incorporated herein by reference.

Overview

Summit’s vision is to be the most socially responsible, integrated construction materials solution provider, collaborating with stakeholders to deliver differentiated innovations and solve our customers’ challenges. Within our markets, we strive to be a market leader by offering 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 Minnesota to Louisiana. 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 vertical integration creates opportunities to increase aggregates volumes, optimize margin at each stage of production and provide customers with efficiency gains, convenience and reliability, which we believe gives us a competitive advantage.

We are organized into 11 operating companies that make up our three distinct operating segments—West, East and Cement. We operate in 21 U.S. states and in British Columbia, Canada and currently have assets in 21 U.S. states and British Columbia, Canada. The map below illustrates our geographic footprint:

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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 publicly traded 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 materials and products 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 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 positive trends in highway obligations, housing starts and non-residential construction activity.

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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. The Infrastructure Investment and Jobs Act (IIJA) was signed into law on November 15, 2021. The IIJA provides $1.2 trillion in funding over five years from 2022 through 2026, including $550 billion in new investments for all modes of transportation, water, power and energy, environmental remediation, public lands, broadband and resilience.

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 23%, 15%, 12% and 9%, respectively, of our total revenue in 2021. The following is a summary of key funding initiatives in those states:

•The Texas Department of Transportation (“TXDOT”) updated its fiscal year 2022 lettings estimate to $10.2 billion up from $8.4 billion in fiscal year 2021 and $7.5 billion in fiscal year 2020. Longer term, TXDOT has indicated a target of $8 billion per year in total state and local lettings.

•The state of Utah anticipates transportation funding of approximately $1.8 billion in 2022, up from $1.3 billion in 2021.

•The Kansas Legislature approved a 2022 transportation budget of $2.2 billion, up from $1.9 billion in 2021.

•The Missouri Department of Transportation budget in 2022 is $3.2 billion, up from $3.1 billion in 2021.

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 or 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, heavy snows and flooding, 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. The first quarter of our fiscal year typically has lower levels of activity due to weather conditions.

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, as we seek to manage our risk to increasing energy prices, we enter into various firm purchase commitments, with terms generally less than one year, for certain raw materials.

Financial Highlights— Year ended January 1, 2022

The principal factors in evaluating our financial condition and operating results for the year ended January 1, 2022 are:

•Net revenue increased 4.6% or $97.9 million in 2021 as compared to 2020, primarily resulting from organic growth and to a lesser extent, acquisition growth.

•Our operating income increased 12.4% or $27.9 million in 2021 as compared to 2020, as pricing and volume increases exceeded the increases in cost of revenue.

•In 2021, the Company sold seven businesses in the East segment and one in the West segment, resulting in cash proceeds of $128.3 million and a total gain on disposition of $20.0 million.

•In September 2021, we redeemed all $300.0 million of 5.125% Senior Notes due 2025 (the “2025 Notes”) using existing cash on hand. We recognized a loss on debt financing of $6.0 million on this redemption.

Components of Operating Results

Total Revenue

We derive our revenue predominantly by selling construction materials and products and providing paving and related services. Construction materials consist of aggregates and cement. Products consist of related downstream products, including

39

ready-mix concrete, asphalt paving mix and concrete products. Paving and related services that we provide are primarily asphalt paving services.

Revenue derived from the sale of construction materials is recognized when risks associated with ownership have passed to unaffiliated customers. Typically this occurs when products are shipped. Product revenue generally includes sales of aggregates, cement and related downstream products and other materials to customers, net of discounts or allowances and taxes, if any.

Revenue derived from paving and related services is recognized on the percentage-of-completion basis, measured by the cost incurred to date compared to estimated total cost of each project. This method is used because management considers cost incurred to be the best available measure of progress on these contracts. Due to the inherent uncertainties in estimating costs, it is at least reasonably possible that the estimates used will change over the life of the contract.

Operating Costs and Expenses

The key components of our operating costs and expenses consist of the following:

Cost of Revenue (excluding items shown separately)

Cost of revenue consists of all direct production and delivery costs and primarily includes labor, repair and maintenance, utilities, raw materials, fuel, transportation, subcontractor costs, and royalties. Our cost of revenue is directly affected by fluctuations in commodity energy prices, primarily diesel fuel, liquid asphalt and other petroleum-based resources. As a result, our adjusted cash gross profit margins can be significantly affected by changes in the underlying cost of certain raw materials if they are not recovered through corresponding changes in revenue. We attempt to limit our exposure to changes in commodity energy prices by entering into forward purchase commitments when appropriate. In addition, we have sales price adjustment provisions that provide for adjustments based on fluctuations outside a limited range in certain energy-related production costs. These provisions are in place for most of our public infrastructure contracts, and we seek to include similar price adjustment provisions in our private contracts.

In 2021, we reclassified $126.7 million and $119.7 million of fixed overhead expenses related to production activities from general and administrative expenses to cost of revenue for the years ended January 2, 2021 and December 28, 2019, respectively, to conform to the current year presentation. We believe these reclassifications enhance the comparability of our financial statements to others in the industry and have no impact on previously reported operating income, as well as certain non-GAAP measures defined below, such as Adjusted EBITDA, or Adjusted EBITDA Margin; however, Adjusted Cash Gross Profit and Adjust Cash Gross Profit Margins were reduced.

General and Administrative Expenses

General and administrative expenses consist primarily of salaries and personnel costs, including stock-based compensation charges, for our sales and marketing, administration, finance and accounting, legal, information systems, human resources and certain managerial employees. Additional expenses include audit, consulting and professional fees, travel, insurance, rental costs, property taxes and other corporate and overhead expenses.

Depreciation, Depletion, Amortization and Accretion

Our business is capital intensive. We carry property, plant and equipment on our balance sheet at cost, net of applicable depreciation, depletion and amortization. Depreciation on property, plant and equipment is computed on a straight-line basis or based on the economic usage over the estimated useful life of the asset. The general range of depreciable lives by category, excluding mineral reserves, which are depleted based on the units of production method on a site-by-site basis, is as follows:

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Buildings and improvements	10 - 30	years
Plant, machinery and equipment	7 - 20	years
Office equipment	3 - 7	years
Truck and auto fleet	5 - 8	years
Mobile equipment and barges	6 - 8	years
Landfill airspace and improvements	10 - 30	years
Other	4 - 20	years

Amortization expense is the periodic expense related to leasehold improvements and intangible assets. The intangible assets were recognized with certain acquisitions and are generally amortized on a straight-line basis over the estimated useful lives of the assets. Leasehold improvements are amortized over the lesser of the life of the underlying asset or the remaining lease term.

Accretion expense is the periodic expense recorded for the accrued mining reclamation liabilities and landfill closure and post-closure liabilities using the effective interest method.

Results of Operations

The United States and other countries have reacted to the COVID-19 pandemic with unprecedented government intervention. The global impact of the outbreak continues to evolve, and many countries have reacted by re-instituting, or strongly encouraging quarantines and restrictions on travel, limiting operations of non-essential businesses, imposing vaccine or testing mandates and taking other restrictive measures designed to help slow the spread of COVID-19. While most economic activity has normalized or returned to near pre-pandemic levels, there have been longer lasting disruptions to global supply chains and employment trends that have adversely impacted many industries. The extent of the COVID-19 pandemic and its after effects on our future results of operations and overall financial performance remains uncertain.

During 2021, our operating markets remained substantially unaffected by COVID-19. However, we believe its impact may negatively affect our operations in subsequent periods if construction activity in future periods slows due to COVID-19 or its related impacts on the supply chain and labor markets. We continue to monitor our operations, the operations of our customers, and the recommendations of the various national, state and local governments in the areas in which we operate. We implemented additional safety measures specific to COVID-19 at all of our operating locations, which did not significantly increase our costs. The extent to which the COVID-19 pandemic impacts the national and local economies in which we operate, and ultimately our business, will depend on numerous developments, which are highly uncertain and difficult to predict. These events, as they continue to develop, could result in business disruption, including reduced revenues, profitability and cash flow.

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 after taking into consideration cost of revenue, general and administrative expenses, depreciation, depletion, amortization and accretion and gain on sale of property, plant and equipment. 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, and may also be impacted by acquisition and divestiture activities, depending on the size of the business acquired or divested. During 2021, our general and administrative expenses were not materially impacted by our acquisition or divestiture activity.

The table below includes revenue and operating income by segment for the periods indicated. Operating income (loss) by segment is computed as earnings before interest, loss on debt financings, tax receivable agreement expense, gain on sale of business, other income / expense and taxes.

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	Year ended
	January 1, 2022				January 2, 2021				December 28, 2019
			Operating				Operating				Operating
(in thousands)	Revenue		income (loss)		Revenue		income (loss)		Revenue		income (loss)
West	$	1,262,061	$	171,164	$	1,262,196	$	176,528	$	1,122,338	$	109,182
East	849,374		90,403		799,633		69,796		809,098		101,775
Cement	298,234		66,131		270,622		55,335		290,704		64,697
Corporate (1)	—		(74,633)		—		(76,486)		—		(62,096)
Total	$	2,409,669	$	253,065	$	2,332,451	$	225,173	$	2,222,140	$	213,558

______________________

(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 periods indicated:

	2021		2020		2019
($ in thousands)
Net revenue	$	2,232,696	$	2,134,754	$	2,030,647
Delivery and subcontract revenue	176,973		197,697		191,493
Total revenue	2,409,669		2,332,451		2,222,140
Cost of revenue (excluding items shown separately below)	1,736,410		1,710,654		1,646,016
General and administrative expenses	196,728		182,873		156,129
Depreciation, depletion, amortization and accretion	229,366		221,320		217,102
Gain on sale of property, plant and equipment	(5,900)		(7,569)		(10,665)
Operating income	253,065		225,173		213,558
Interest expense	92,240		103,595		116,509
Loss on debt financings	6,016		4,064		14,565
Tax receivable agreement benefit	(6,779)		(7,559)		16,237
Gain on sale of businesses	(20,011)		—		—
Other income, net	(17,038)		(3,982)		(11,977)
Income from operations before taxes	198,637		129,055		78,224
Income tax expense (benefit)	44,356		(12,185)		17,101
Net income	$	154,281	$	141,240	$	61,123

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Fiscal Year 2021 Compared to 2020

($ in thousands)	2021			2020			Variance
Net revenue	$	2,232,696		$	2,134,754		$	97,942	4.6	%
Operating income	253,065			225,173			27,892		12.4	%
Operating margin percentage	11.3		%	10.5		%
Adjusted EBITDA (1)	$	520,082		$	482,289		$	37,793	7.8	%

______________________

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

Net revenue increased $97.9 million in the year ended January 1, 2022, primarily resulting from a mix of organic and acquisition growth in our aggregates operations and organic growth in our cement and ready-mix concrete operations, partially offset by decreases from our divestiture activities. Of the increase in net revenue, $99.6 million was from increased sales of materials, offset by $1.0 million from decreased sales of products and $0.7 million from decreased service revenue. We generated organic volume growth of 1.8%, 6.3% and 1.6% in aggregates, cement and ready-mix concrete, respectively, during 2021 over the prior year period, while our organic asphalt volumes declined (13.2)% compared to 2020 due to a divestiture in May 2021. We had organic price growth in our aggregates, cement, ready-mix and asphalt lines of business of 4.9%, 2.9%, 3.4% and 2.2%, respectively, during 2021. Operating income increased by $27.9 million in 2021 as compared to 2020, primarily as our net revenue gains outpaced increases in our cost of revenue, general and administrative expenses and depreciation, depletion, amortization and accretion expenses.

For the year ended January 1, 2022, our operating margin percentage increased from 10.5% to 11.3% compared to the year ended January 2, 2021, due to the items noted above. Adjusted EBITDA, as defined below, increased by $37.8 million in the year ended January 1, 2022 as compared to the year ended January 2, 2021.

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:

($ in thousands)	2021		2020		Variance
Revenue by product*:
Aggregates	$	716,021	$	636,254	$	79,767	12.5	%
Cement	292,295		266,989		25,306		9.5	%
Ready-mix concrete	702,402		668,488		33,914		5.1	%
Asphalt	333,983		377,742		(43,759)		(11.6)	%
Paving and related services	562,905		639,493		(76,588)		(12.0)	%
Other	(197,937)		(256,515)		58,578		22.8	%
Total revenue	$	2,409,669	$	2,332,451	$	77,218	3.3	%

______________________

*        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 for the years ended January 1, 2022 and January 2, 2021 were as follows:  

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	2021			2020
	Volume(1)			Volume(1)			Percentage Change in
	(in thousands)	Pricing(2)		(in thousands)	Pricing(2)		Volume		Pricing
Aggregates	64,185	$	11.16	59,098	$	10.77	8.6	%	3.6	%
Cement	2,431	120.24		2,286	116.80		6.3	%	2.9	%
Ready-mix concrete	5,831	120.47		5,740	116.47		1.6	%	3.4	%
Asphalt	5,062	61.05		5,831	59.76		(13.2)	%	2.2	%

______________________

(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 $79.8 million in the year ended January 1, 2022. Aggregate volumes increased in most of our markets, except for small decreases in South Kansas, Northwest Missouri and Kentucky. Aggregate volumes growth was attributable to organic growth in both the West and East segments. Organic aggregate volumes increased 1.8% in 2021 as compared to 2020, primarily due to increases in the Intermountain West, North Kansas, Virginia, Georgia and British Columbia markets. Aggregate average sales prices of $11.16 per ton increased 3.6% in 2021 as compared to 2020, primarily due our mix of higher priced products in the Intermountain West, British Columbia and South Texas markets.

Revenue from cement increased $25.3 million in the year ended January 1, 2022. In 2021, organic cement volumes increased 6.3% and organic cement average sales prices increased 2.9%, respectively, as compared to 2020.

Revenue from ready-mix concrete increased $33.9 million in the year ended January 1, 2022. In 2021, our ready-mix volumes increased 1.6% and our average sales prices increased 3.4%. These volume and price increases in 2021 occurred primarily in our Intermountain West and North Texas markets while our price increase was primarily in the Intermountain West market.

Revenue from asphalt decreased $43.8 million in the year ended January 1, 2022, primarily due to the divestiture of our paving business in Texas in May 2021. Despite the overall decrease in revenue from asphalt, in 2021 organic pricing increased 2.2%, with strong pricing gains in the Kentucky and South Texas geographies. Further, in 2021, we had strong asphalt volume increases in Kentucky, as 2020 volumes had been negatively impacted by COVID-19.

Other Financial Information

General and Administrative Expense

Our general and administrative expenses in 2021 increased $13.9 million over 2020, due to $3.4 million in severance related costs, an increase in consulting fees as we seek to optimize organizational efficiencies and increases in labor and benefits, offset by a decrease of $10.6 million in CEO transition costs, which occurred in 2020.

Loss on Debt Financings

In September 2021, we redeemed all $300.0 million 5.125% Senior Notes due 2025 using existing cash on hand. In connection with this transaction, charges of $6.0 million were recognized in the quarter ended October 2, 2021. The fees included $3.9 million for the applicable prepayment premium and $2.1 million for the write-off of unamortized deferred financing fees.

In August 2020, we issued $700 million of 5.25% Senior Notes due 2029 (the "2029 Notes"), resulting in net proceeds of $690.4 million, after related fees and expenses. The proceeds from the 2029 Notes were used to redeem the $650 million of 6.125% Senior Notes due 2023 (the "2023 Notes") at par. In connection with that transaction, charges of $4.1 million were recognized in the three and nine months ended September 26, 2020. The fees included $0.8 million for the write-off of unamortized original issue discount and $3.3 million for the write-off of unamortized deferred financing fees.

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Gain on Sale of Businesses

In 2021, as part of our strategy to rationalize assets, we sold seven businesses in the East segment and one business in the West segment, resulting in total cash proceeds of $128.3 million and a net gain on disposition of businesses of $20.0 million.

Tax Receivable Agreement (Benefit) Expense

Our TRA benefit for the years ended January 1, 2022 and January 2, 2021 was $6.8 million and $7.6 million, respectively. Each year, we update our estimate as to when TRA payments will be made. When payments are made under the TRA, a portion of the payment made will be characterized as imputed interest under IRS regulations. We also updated our estimate of the state income tax rate that will be in effect at the date the TRA payments are made. As a result of updated state income tax rate, and the timing of expected utilization of attributes noted above, we decreased our TRA liability by the amounts noted above.

Income Tax Expense (Benefit)

Our income tax expense was $44.4 million for the year ended January 1, 2022 as compared to income tax benefit of $12.2 million for the year ended January 2, 2021. The effective tax rate for Summit Inc. differs from the federal statutory tax rate primarily due to (1) unrecognized tax benefits in 2020, (2) state taxes, (3) tax depletion expense in excess of the expense recorded under U.S. GAAP, (4) differences between book and tax basis for divested businesses and (5) various other items such as limitations on meals and entertainment, certain stock compensation and other costs. Additionally, in the first quarter of 2020, we recorded the impact of the Coronavirus Aid, Relief and Economic Stability Act ("CARES Act") enacted into law in late March 2020, which reduced our unrecognized tax benefits by approximately $9.5 million. In the third quarter of 2020, final regulations were issued clarifying portions of the Tax Cuts and Jobs Act of 2017 ("TCJA"). Under the provisions of the final regulations, we reversed unrecognized tax benefits of $32.9 million in the third quarter of 2020.

As of January 1, 2022 and January 2, 2021, Summit Inc. had a valuation allowance of $1.7 million and $1.7 million against our deferred tax assets, respectively.

Segment Results of Operations

West Segment

($ in thousands)	2021			2020			Variance
Net revenue	$	1,169,466		$	1,147,921		$	21,545	1.9	%
Operating income	171,164			176,528			(5,364)		(3.0)	%
Operating margin percentage	14.6		%	15.4		%
Adjusted EBITDA (1)	$	271,560		$	271,052		$	508	0.2	%

______________________

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

Net revenue in the West segment increased $21.5 million in the year ended January 1, 2022, as increases in net revenues in our aggregates and ready-mix concrete lines of business outpaced a decrease in asphalt and paving revenues due to a divestiture in May 2021. Organic aggregate volumes increased 1.4% in 2021 as compared to 2020, and organic aggregates average sales prices increased 3.9%, primarily due to strong demand in our Intermountain West geography and in British Columbia. Organic ready-mix concrete volumes increased 5.4% and our organic ready-mix concrete average sales prices increased 3.5%. Residential construction activity remains strong, particularly in the Houston and Salt Lake City areas, two of our largest metro areas where we operate.

Despite increases in revenue, the West segment’s operating income decreased $5.4 million due to operational inefficiencies in our Texas markets caused by the weather in 2021 being less favorable than in 2020. Adjusted EBITDA increased $0.5 million in the year ended January 1, 2022. The operating margin percentage in the West segment decreased in 2021 as compared to 2020, due to the impact of the same factors noted above.

Gross revenue by product/service was as follows:   

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($ in thousands)	2021		2020		Variance
Revenue by product*:
Aggregates	$	330,678	$	282,989	$	47,689	16.9	%
Ready-mix concrete	541,003		496,118		44,885		9.0	%
Asphalt	205,971		277,522		(71,551)		(25.8)	%
Paving and related services	347,053		436,018		(88,965)		(20.4)	%
Other	(162,644)		(230,451)		67,807		29.4	%
Total revenue	$	1,262,061	$	1,262,196	$	(135)	—	%

______________________

*        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 comparing 2021 to 2020 were as follows: 

	Percentage Change in
	Volume		Pricing
Aggregates	13.8	%	2.7	%
Ready-mix concrete	5.4	%	3.5	%
Asphalt	(24.4)	%	2.5	%

Revenue from aggregates in the West segment increased $47.7 million in 2021 over 2020, primarily due to an increase in aggregates sales volumes. Aggregates volumes increased in 2021 mainly in our Texas markets which had increased acquisition volumes, and increased organic volumes in our Intermountain West and British Columbia markets. Aggregates pricing in 2021 increased 2.7% when compared to 2020, due to prices increases and market demand, offset by the impact of lower prices on acquisition related volumes.

Revenue from ready-mix concrete in the West segment increased $44.9 million in 2021 over 2020. For the year ended January 1, 2022, organic ready-mix concrete prices increased 3.5%. For the year ended January 1, 2022, our ready-mix concrete organic volumes increased 5.4%, as there were strong volume increases in the Intermountain West geographies, where we continue to see strong residential volumes.

In May 2021, we divested our paving business in Texas, which reduced our volumes and revenues subsequent to the closing date. As a result, revenue from asphalt in the West segment decreased $71.6 million and asphalt volumes decreased 24.4% in 2021. Average sales prices for asphalt increased 2.5% in 2021. Gross revenue for paving and related services in the West segment decreased by $89.0 million in 2021 primarily due to the divestiture of our paving business in Texas in May 2021.

Prior to eliminations of intercompany transactions, the net effect of volume and pricing changes on gross revenue for the year ended January 1, 2022 was approximately $1.2 million and $19.8 million, respectively.

East Segment 

($ in thousands)	2021			2020			Variance
Net revenue	$	764,996		$	716,211		$	48,785	6.8	%
Operating income	90,403			69,796			20,607		29.5	%
Operating margin percentage	11.8		%	9.7		%
Adjusted EBITDA (1)	$	181,483		$	162,275		$	19,208	11.8	%

______________________

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

Net revenue in the East segment increased $48.8 million in 2021 over 2020, as increases in aggregates, asphalt and paving and related services were partially offset by a decrease in ready-mix concrete revenues. Organic aggregate volumes increased 2.1% in 2021 over 2020 levels, primarily in the Carolinas and Georgia markets. Organic aggregate pricing increased 5.7% with growth occurring in all of our markets. Organic ready‑mix volumes decreased 9.2%, primarily in Kansas due to fewer non-residential projects. Organic ready-mix pricing increased 3.1%, due to increases in nearly all of our markets.

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Primarily due to a strong rebound in our Kentucky market during 2021, organic asphalt volumes increased 17.0% in 2021 over 2020 levels, and paving and related services revenue increased $12.4 million.

Operating income in the East segment increased $20.6 million and Adjusted EBITDA increased $19.2 million in 2021 over 2020, primarily due the factors mentioned above. Operating margin percentage in 2021 increased to 11.8% from 9.7% in 2020, due to the items noted above.

Gross revenue by product/service was as follows:   

($ in thousands)	2021		2020		Variance
Revenue by product*:
Aggregates	$	385,343	$	353,265	$	32,078	9.1	%
Ready-mix concrete	161,399		172,370		(10,971)		(6.4)	%
Asphalt	128,012		100,220		27,792		27.7	%
Paving and related services	215,852		203,475		12,377		6.1	%
Other	(41,232)		(29,697)		(11,535)		(38.8)	%
Total revenue	$	849,374	$	799,633	$	49,741	6.2	%

______________________

*        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 2021 as compared to 2020 were as follows:

	Percentage Change in
	Volume		Pricing
Aggregates	3.8	%	5.1	%
Ready-mix concrete	(9.2)	%	3.1	%
Asphalt	17.0	%	4.4	%

Revenue from aggregates in the East segment increased $32.1 million in the year ended January 1, 2022. Aggregate volumes in 2021 increased 3.8%, as we had organic growth in our North Kansas, Virginia, the Carolinas and Georgia markets. Aggregates pricing increased 5.1% in 2021 due to increases in all of our markets.

Revenue from ready-mix concrete in the East segment decreased $11.0 million in 2021, primarily due to lower organic volumes in all of our markets except Kentucky. In 2021, ready-mix concrete volumes decreased 9.2% primarily due to decreases in Kansas, and to a lesser extent in Virginia due to a divestiture. Ready-mix average sales prices increased 3.1% due to pricing gains in almost all of our markets.

Revenue from asphalt increased $27.8 million in 2021, primarily due to higher volumes in Kentucky, where our volumes in 2020 were negatively impacted by COVID-19. This was partially offset by decreases in South Kansas. Asphalt pricing increased 4.4% in 2021, due to product mix. Paving and related service revenue increased $12.4 million in 2021, primarily due to the items noted above.

Prior to eliminations of intercompany transactions, the net effect of volume and pricing changes on gross revenue for the year ended January 1, 2022 was approximately $15.5 million and $33.4 million, respectively.

Cement Segment 

($ in thousands)	2021			2020			Variance
Net revenue	$	298,234		$	270,622		$	27,612	10.2	%
Operating income	66,131			55,335			10,796		19.5	%
Operating margin percentage	22.2		%	20.4		%
Adjusted EBITDA (1)	$	117,159		$	92,956		$	24,203	26.0	%

______________________

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

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Net revenue in the Cement segment increased $27.6 million in 2021 over 2020, primarily due to increased organic cement volumes of 6.3% and organic price increases. Our Green America Recycling facility, which provides fuel for one of our plants, is now operational, as we completed repairs and commissioning activities late in the third quarter 2021 after its prolonged shutdown due to an explosion in April 2020.

The Cement segment’s operating income increased $10.8 million and Adjusted EBITDA increased $24.2 million in 2021. In 2021, we received $1.2 million in insurance proceeds related to property, plant and equipment that was destroyed in the recycling plant explosion that occurred in April 2020, which was recorded as gain on sale of assets. In addition, we received $9.8 million in business interruption insurance proceeds in 2021, which was recorded as other income.

Operating margin percentage for the year ended January 1, 2022 increased to 22.2% from 20.4% in the prior year, primarily due to the same factors noted above.

Gross revenue by product was as follows:   

($ in thousands)	2021		2020		Variance
Revenue by product*:
Cement	$	292,295	$	266,989	$	25,306	9.5	%
Other	5,939		3,633		2,306		63.5	%
Total revenue	$	298,234	$	270,622	$	27,612	10.2	%

______________________

*        Revenue from waste processing and the elimination of intracompany transactions are included in Other.

The Cement segment’s percent changes in sales volumes and pricing in 2021 from 2020 were as follows:

	Percentage Change in
	Volume		Pricing
Cement	6.3	%	2.9	%

Revenue from cement increased $25.3 million in 2021, as volumes increased 6.3%, supplemented by organic cement pricing gains.

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. In addition to our current sources of liquidity, we have access to liquidity through public offerings of shares of our Class A common stock. To facilitate such offerings, in January 2020, we filed a shelf registration statement with the SEC that will expire in January 2023. The amount of Class A common stock to be issued pursuant to this shelf registration statement was not specified when it was filed and there is no specific limit on the amount we may issue. The specifics of any future offerings, along with the use of the proceeds thereof, will be described in detail in a prospectus supplement, or other offering materials, at the time of any offering.

As of January 1, 2022, we had $381.0 million in cash and cash equivalents and $560.5 million of working capital as compared to $418.2 million and $570.6 million, respectively, at January 2, 2021. Working capital is calculated as current assets less current liabilities. There were no restricted cash balances as of January 1, 2022 or January 2, 2021.

Our remaining borrowing capacity on our $345.0 million senior secured revolving credit facility as of January 1, 2022 was $327.1 million, which is net of $17.9 million of outstanding letters of credit, and is fully available to us within the terms and covenant requirements of our 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 January 1, 2022 and January 2, 2021, our long-term borrowings totaled $1.6 billion and $1.9 billion, for which we incurred

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$80.3 million and $91.2 million of interest expense, respectively. Our senior secured revolving 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 January 1, 2022.

For details regarding certain other material cash requirements from known contractual and other obligations see “—Contractual Obligations” below.

During 2021, we also received $128.3 million in proceeds from divestitures as part of our Elevate Summit strategy. We expect to complete additional divestitures during 2022, although we cannot provide any assurances as to the timing or amount of those activities.

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 also plan to divest of certain dilutive businesses as we rationalize our portfolio, which will also generate additional capital.

As market conditions warrant we may, from time to time, seek to purchase our outstanding debt securities or loans, including Senior Notes and borrowings under our senior secured credit facilities. Such transactions could be privately negotiated, open market transactions, tender offers or otherwise. Subject to any applicable limitations contained in the agreements governing our indebtedness, any purchases made by us may be funded by the use of cash on our balance sheet or the incurrence of new secured or unsecured debt. The amounts involved in any such purchase transactions, individually or in the aggregate, may be material. Any such purchases may equate to a substantial amount of a particular class or series of debt, which may reduce the trading liquidity of such class or series.

Our Long-Term Debt

Please refer to the notes to the consolidated financial statements found elsewhere in this report for detailed information regarding our long-term debt and senior secured revolving credit facility, scheduled maturities of long-term debt and affirmative and negative covenants. Among other things, we are required to maintain a Consolidated First Lien Net Leverage Ratio that is no greater than 4.75 to 1.00. Our first lien net leverage ratio, for purposes of this maintenance requirement, is calculated following each quarter based on information for the most recently ended four fiscal quarters for which internal financial information is available by dividing our Consolidated First Lien Net Debt as of the end of such period by our Consolidated EBITDA for such period. Consolidated EBITDA for purposes of our senior secured credit facility is calculated in accordance with our presentation of Further Adjusted EBITDA below. We define Further Adjusted EBITDA as Adjusted EBITDA plus transaction costs and the EBITDA contribution of certain recent acquisitions.

For the years ended January 1, 2022 and January 2, 2021, our Consolidated First Lien Net Leverage Ratio was 0.50 to 1.00 and 0.51 to 1.00, respectively, based on consolidated first lien net debt of $261.6 million and $254.5 million as of January 1, 2022 and January 2, 2021, respectively, divided by Further Adjusted EBITDA of $520.3 million and $496.5 million for the years ended January 1, 2022 and January 2, 2021, respectively. As of January 1, 2022 and January 2, 2021, we were in compliance with all debt covenants.

The following table sets forth a reconciliation of net income to Adjusted EBITDA and Further Adjusted EBITDA for the periods indicated. Adjusted EBITDA and Further Adjusted EBITDA are not U.S. GAAP measures and should not be considered in isolation, or as a substitute for our results as reported under U.S. GAAP.

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($ in thousands)	2021		2020		2019
Net income	$	154,281	$	141,240	$	61,123
Interest expense	92,240		103,595		116,509
Income tax expense (benefit)	44,356		(12,185)		17,101
Depreciation, depletion, and amortization	226,442		218,682		214,886
EBITDA	$	517,319	$	451,332	$	409,619
Accretion	2,924		2,638		2,216
Loss on debt financings	6,016		4,064		14,565
Tax receivable agreement (benefit) expense	(6,779)		(7,559)		16,237
Gain on sale of business	(20,011)		—		—
Non-cash compensation(a)	19,705		28,857		20,403
Other(b)	908		2,957		(3,800)
Adjusted EBITDA	$	520,082	$	482,289	$	459,240
Transaction costs(c)	3,252		2,747		2,222
EBITDA for certain acquisitions, net of divestitures(d)	(2,992)		11,448		—
Further Adjusted EBITDA	$	520,342	$	496,484	$	461,462

______________________

(a)Represents non-cash equity-based compensation granted to employees.

(b)Represents the net (gain) loss recognized on assets identified for disposal. Includes non-recurring or one time income and expense items that were incurred outside normal operating activities such as integration costs, unrealized currency gains and losses and interest, tax, depreciation on unconsolidated joint ventures and fair value adjustments to contingent consideration obligations that originated with various acquisitions.

(c)Represents the transaction expenses associated with acquisitions and divestitures, consisting primarily of accounting, legal, valuation and financial advisory fees.

(d)Under the terms of our credit facilities, we include EBITDA from our acquisitions, net of dispositions, in each fiscal year for periods prior to acquisition. We believe this provides our lenders with a more meaningful view of our EBITDA across all periods by making the information more comparable.

At January 1, 2022 and January 2, 2021, $1.6 billion and $1.9 billion of total debt was outstanding under our respective debt agreements, respectively. Summit LLC’s senior secured credit facilities provide for term loans in an aggregate amount of $650.0 million and revolving credit commitments in an aggregate amount of $345.0 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, 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 February 28, 2019, Summit LLC entered into Incremental Amendment No. 4 to the Credit Agreement which, among other things, increased the total amount available under the revolving credit facility to $345.0 million and extended the maturity date of the Credit Agreement to February 2024.

Senior Notes

On September 27, 2021, Summit LLC and Summit Finance (together, the “Issuers”) redeemed all $300.0 million in aggregate principal amount of their 2025 Notes using existing cash on hand at a price equal to par plus an applicable premium and the indenture under which the 2025 Notes were issued was satisfied and discharged. As a result of the redemption, charges of $6.0 million were recognized in the quarter ended October 2, 2021, which included charges of $3.9 million for the applicable redemption premium and $2.1 million for the write-off of the deferred financing fees.

On August 11, 2020, the Issuers issued $700.0 million in aggregate principal amount of 5.250% senior notes due January 15, 2029. The 2029 Notes were issued at 100.0% of their par value with proceeds of $690.4 million, net of related fees and expenses. Interest on the 2029 Notes is payable semi-annually on January 15 and July 15 of each year commencing on January 15, 2021.

In August 2020, using the proceeds from the 2029 Notes, all of the outstanding $650.0 million 6.125% senior notes due 2023 were redeemed at a price equal to par and the indenture under which the 2023 Notes were issued was satisfied and

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discharged. As a result of the extinguishment, charges of $4.1 million were recognized in the quarter ended September 26, 2020, which included charges of $0.8 million for the write-off of original issue discount and $3.3 million for the write-off of deferred financing fees.

On March 15, 2019, the Issuers issued $300 million in aggregate principal amount of 6.500% senior notes due March 15, 2027. The 2027 Notes were issued at 100.0% of their par value with proceeds of $296.3 million, net of related fees and expenses. Interest on the 2027 Notes is payable semi-annually on March 15 and September 15 of each year commencing on September 15, 2019.

In March 2019, using the proceeds from the 2027 Notes, all of the 2022 Notes were redeemed at a price equal to par plus an applicable premium and the indenture under which the 2022 Notes were issued was satisfied and discharged. As a result of the extinguishment, charges of $14.6 million were recognized in the quarter ended March 30, 2019, which included charges of $11.7 million for the applicable redemption premium and $2.9 million for the write-off of deferred financing fees.

Senior Secured Credit Facilities

Summit LLC has credit facilities that provide for term loans in an aggregate amount of $650 million and revolving credit commitments in an aggregate amount of $345 million (the "Senior Secured Credit Facilities"). Under the terms of Senior Secured Credit Facilities, as amended through February 2019, required principal payments 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. The unpaid principal balance is due in full on the maturity date of November 21, 2024.

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 2.00% 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 January 1, 2022 or January 2, 2021. As of January 1, 2022, we had remaining borrowing capacity of $327.1 million under the revolving credit facility, which is net of $17.9 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 January 1, 2022 and January 2, 2021, Summit LLC was in compliance with all financial covenants under the Credit Agreement.

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.

Cash Flows

The following table summarizes our net cash provided by and used for operating, investing and financing activities and our capital expenditures for the periods indicated:

	Summit Inc.				Summit LLC
($ in thousands)	2021		2020		2021		2020
Net cash provided by (used in):
Operating activities	$	361,929	$	408,869	$	361,929	$	408,869
Investing activities	(91,248)		(285,587)		(91,248)		(285,587)
Financing activities	(307,927)		(16,771)		(307,927)		(16,771)

Operating Activities

During the year ended January 1, 2022, cash provided by operating activities was $361.9 million primarily as a result of:

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•Net income of $154.3 million, adjusted for $254.0 million of non-cash expenses, including $235.3 million of depreciation, depletion, amortization and accretion, $19.7 million of share-based compensation and $24.7 million of change in deferred tax asset, net.

•Billed and unbilled accounts receivable increased by $31.7 million in fiscal 2021 as a result of our sales in the latter part of 2021 exceeding those levels of 2020.

•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 $81.6 million of interest payments in 2021. Our cash interest payments are expected to decrease slightly from this amount in 2021 and beyond.

During the year ended January 2, 2021, cash provided by operating activities was $408.9 million primarily as a result of:

•Net income of $141.2 million, adjusted for $235.4 million of non-cash expenses, including $227.8 million of depreciation, depletion, amortization and accretion, $28.9 million of share-based compensation and $(18.4) million of change in deferred tax asset, net.

•Billed and unbilled accounts receivable decreased by $10.0 million in fiscal 2020 as a result of our sales in the latter part of 2020 being lower than those levels in 2019. 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.

•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 $99.6 million of interest payments in 2020. Our cash interest payments are expected to decrease slightly from this amount in 2021 and beyond.

Investing Activities

During the year ended January 1, 2022, cash used for investing activities was $91.2 million, of which $19.5 million related to acquisitions completed in the period and $212.0 million was invested in capital expenditures, which was offset by $128.3 million of proceeds from the sale of businesses, as well as $11.7 million of proceeds from asset sales.

During the year ended January 2, 2021, cash used for investing activities was $285.6 million, of which $123.5 million related to acquisitions completed in the period and $177.2 million was invested in capital expenditures, which was partially offset by $14.0 million of proceeds from asset sales.

Financing Activities

During the year ended January 1, 2022, cash used in financing activities was $307.9 million. We made $329.0 million of payments on debt, including the redemption of $300.0 million of the 2025 Senior Notes in September 2021, received $32.5 million of proceeds from stock option exercises, which was offset by $10.4 million of payments on acquisition related liabilities.

During the year ended January 2, 2021, cash provided by financing activities was $16.8 million. We received $700.0 million from proceeds of debt issuance, which was offset by $33.3 million of payments on acquisition related liabilities and $674.0 million in debt payments, which includes $14.4 million of finance lease cash payments. Our future payments under our finance lease obligations are expected to decrease slightly from 2020 levels.

Cash Paid for Capital Expenditures

We expended approximately $212.0 million in capital expenditures for the year ended January 1, 2022 compared to $177.2 million and $177.5 million in the years ended January 2, 2021 and December 28, 2019, respectively.

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We estimate that we will invest between $270 million and $290 million in capital expenditures in 2022, which includes greenfield development projects. The timing of our greenfield expenditures is dependent upon the timing of when permits may be issued. We expect to fund our capital expenditure program through cash on hand, cash from operations, outside financing arrangements and available borrowings under our revolving credit facility.

Tax Receivable Agreement

Exchanges of LP Units for shares of Class A common stock are expected to result in increases in 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 the IPO, we entered into a TRA with the 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. 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 upon a number of factors, including:

•the timing of exchanges—for instance, the increase in any tax deductions will vary depending on the fair market value, which may fluctuate over time, of the depreciable or amortizable assets of Summit Holdings at the time of each exchange;

•the price of shares of our Class  A common stock at the time of the exchange—the increase in any tax deductions, as well as the tax basis increase in other assets, of Summit Holdings, is directly proportional to the price of shares of our Class A common stock at the time of the exchange;

•the extent to which such exchanges are taxable—if an exchange is not taxable for any reason, increased deductions will not be available;

•the amount and timing of our income—Summit Inc. is required to pay 85% of the cash tax savings, if any, as and when realized. If Summit Inc. does not have taxable income, Summit Inc. is not required (absent a change of control or circumstances requiring an early termination payment) to make payments under the TRA for that taxable year because no cash tax savings will have been realized. However, any tax attributes that do not result in realized benefits in a given tax year will likely generate tax attributes that may be utilized to generate benefits in previous or future tax years. The utilization of such tax attributes will result in cash tax savings that will result in payments under the tax receivable agreement; and

•the effective tax rate – The benefit that Summit Inc. realizes is dependent on the tax rate in effect at the time taxable income is generated.

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 January 1, 2022, we had accrued $326.5 million as TRA liability. The entire TRA liability is a long term liability as no additional payments are expected in the next twelve months.

In addition, the TRA provides that upon certain changes of control, Summit Inc.’s (or its successor’s) obligations would be based on certain assumptions, including that Summit Inc. would have sufficient taxable income to fully utilize the deductions arising from tax basis and other tax attributes subject to the TRA. With respect to our obligations under the TRA relating to previously exchanged or acquired LP Units and certain net operating losses, we would be required to make a payment equal to the present value (at a discount rate equal to one year LIBOR plus 100 basis points) of the anticipated future tax benefits determined using assumptions (ii) through (v) of the following paragraph.

Furthermore, Summit Inc. may elect to terminate the TRA early by making an immediate payment equal to the present value of the anticipated future cash tax savings. In determining such anticipated future cash tax savings, the TRA includes several assumptions, including that (i) any LP Units that have not been exchanged are deemed exchanged for the market value of the shares of Class A common stock at the time of termination, (ii) Summit Inc. will have sufficient taxable income in each future taxable year to fully realize all potential tax savings, (iii) Summit Inc. will have sufficient taxable income to fully utilize any remaining net operating losses subject to the TRA on a straight line basis over the shorter of the statutory expiration period for such net operating losses or the five-year period after the early termination or change of control, (iv) the tax rates for future years will be those specified in the law as in effect at the time of termination and (v) certain non-amortizable assets are deemed

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disposed of within specified time periods. In addition, the present value of such anticipated future cash tax savings are discounted at a rate equal to LIBOR plus 100 basis points.

As a result of the change in control provisions and the early termination right, Summit Inc. could be required to make payments under the TRA that are greater than or less than the specified percentage of the actual cash tax savings that Summit Inc. realizes in respect of the tax attributes subject to the TRA (although any such overpayment would be taken into account in calculating future payments, if any, under the TRA) or that are prior to the actual realization, if any, of such future tax benefits. Also, the obligations of Summit Inc. would be automatically accelerated and be immediately due and payable in the event that Summit Inc. breaches any of its material obligations under the agreement and in certain events of bankruptcy or liquidation. In these situations, our obligations under the TRA could have a substantial negative impact on our liquidity.

Under the terms of the TRA, we can terminate the TRA at any time, which would trigger a cash payment to the pre-IPO owners. Based upon a $40.14 per share price of our Class A common stock, the closing price of our stock on December 31, 2021 and a contractually defined discount rate of 1.58%, we estimate that if we were to exercise our right to terminate the TRA, the aggregate amount required to settle the TRA would be approximately $312 million.

Contractual Obligations

The following table presents, as of January 1, 2022, our obligations and commitments to make future payments under contracts and contingent commitments (in thousands).

	Payments Due by Period
	Total		2022		2023		2024		2025		2026		Thereafter
(in thousands)
Short term borrowings and long-term debt, including current portion	$	1,609,960	$	6,354	$	6,354	$	597,252	$	—	$	—	$	1,000,000
Finance lease obligations	35,162		18,737		7,800		3,209		2,583		990		1,843
Operating lease obligations	44,565		7,819		6,017		4,612		3,387		2,763		19,967
Interest payments (1)	420,004		69,177		69,042		67,660		56,250		56,250		101,625
Acquisition-related liabilities	61,714		13,130		12,283		6,992		7,446		6,204		15,659
Royalty payments	149,511		10,975		10,954		10,466		10,158		9,100		97,858
Asset retirement obligation payments	112,430		8,714		5,504		4,422		6,497		2,877		84,416
Purchase commitments (2)	30,290		30,290		—		—		—		—		—
Payments pursuant to tax receivable agreement (3)	326,548		—		—		—		6,311		8,730		311,507
Other	3,617		3,271		285		61		—		—		—
Total contractual obligations	$	2,793,801	$	168,467	$	118,239	$	694,674	$	92,632	$	86,914	$	1,632,875

______________________

(1)Future interest payments were calculated using the applicable fixed and floating rates charged by our lenders in effect as of January 1, 2022 and may differ from actual results.

(2)Amounts represent purchase commitments entered into in the normal course of business, primarily for fuel purchases, the terms of which are generally one year.

(3)The total amount payable under our TRA is estimated at $326.5 million as of January 1, 2022. Under the terms of the TRA, payment of amounts benefiting us is due to the pre-IPO owners within four months of the tax returns being submitted to the respective regulatory agencies when the benefits are realized.  We are currently estimating benefits next being realized in the 2023 tax year, and paid to TRA holders in early 2025. The estimated timing of TRA payments is subject to a number of factors, primarily around the timing of the generation of future taxable income in future years, which will be impacted by business activity in those periods.

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 financial position, results of operations or liquidity. We record legal fees as incurred.

In March 2018, we were notified of an investigation by the CCB into pricing practices by certain asphalt paving contractors in British Columbia, including 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

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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.

Environmental Remediation and Site Restoration—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.

Off-Balance Sheet Arrangements

As of January 1, 2022, we had no material off-balance sheet arrangements.

Non-GAAP Performance Measures

We evaluate our operating performance using metrics that we refer to as “Adjusted EBITDA,” “Adjusted EBITDA Margin,” “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, non-cash compensation and certain other non-cash and non-operating items. Beginning with the first quarter of 2021, the Company no longer adjusts for transaction costs, as those costs are recurring cash payments and included in general and administrative expenses. We define Adjusted EBITDA Margin as Adjusted EBITDA divided by net revenue. We define Adjusted Cash Gross Profit as operating income before general and administrative expenses, depreciation, depletion, amortization and accretion and Adjusted Cash Gross Profit Margin as Adjusted Cash Gross Profit as a percentage of net revenue.

We present Adjusted EBITDA, Adjusted EBITDA Margin, 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, 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 Adjusted EBITDA	Year ended January 1, 2022
by Segment	West		East		Cement		Corporate		Consolidated
($ in thousands)
Net income (loss)	$	181,253	$	122,321	$	95,352	$	(244,645)	$	154,281
Interest (income) expense (1)	(11,460)		(8,872)		(17,217)		129,789		92,240
Income tax expense	2,697		114		—		41,545		44,356
Depreciation, depletion and amortization	98,596		84,912		38,685		4,249		226,442
EBITDA	$	271,086	$	198,475	$	116,820	$	(69,062)	$	517,319
Accretion	874		1,711		339		—		2,924
Loss on debt financings	—		—		—		6,016		6,016
Tax receivable agreement benefit (1)	—		—		—		(6,779)		(6,779)
Gain on sale of businesses	(355)		(19,656)		—		—		(20,011)
Non-cash compensation	—		—		—		19,705		19,705
Other	(45)		953		—		—		908
Adjusted EBITDA	$	271,560	$	181,483	$	117,159	$	(50,120)	$	520,082

Reconciliation of Net Income (Loss) to Adjusted EBITDA	Year ended January 2, 2021
by Segment	West		East		Cement		Corporate		Consolidated
($ in thousands)
Net income (loss)	$	178,460	$	74,781	$	69,484	$	(181,485)	$	141,240
Interest (income) expense (1)	(5,447)		(3,156)		(13,795)		125,993		103,595
Income tax expense (benefit)	4,287		(283)		—		(16,189)		(12,185)
Depreciation, depletion and amortization	93,279		84,504		36,917		3,982		218,682
EBITDA	$	270,579	$	155,846	$	92,606	$	(67,699)	$	451,332
Accretion	587		1,701		350		—		2,638
Loss on debt financings	—		—		—		4,064		4,064
Tax receivable agreement benefit (1)	—		—		—		(7,559)		(7,559)
Non-cash compensation	—		—		—		28,857		28,857
Other	(114)		4,728		—		(1,657)		2,957
Adjusted EBITDA	$	271,052	$	162,275	$	92,956	$	(43,994)	$	482,289

Reconciliation of Net Income (Loss) to Adjusted EBITDA	Year ended December 28, 2019
by Segment	West		East		Cement		Corporate		Consolidated
($ in thousands)
Net income (loss)	$	108,751	$	106,307	$	75,480	$	(229,415)	$	61,123
Interest expense (income) (1)	1,734		1,774		(10,489)		123,490		116,509
Income tax expense (benefit)	1,918		(267)		—		15,450		17,101
Depreciation, depletion and amortization	92,737		80,262		37,891		3,996		214,886
EBITDA	$	205,140	$	188,076	$	102,882	$	(86,479)	$	409,619
Accretion	519		1,141		556		—		2,216
Loss on debt financings	—		—		—		14,565		14,565
Tax receivable agreement expense (1)	—		—		—		16,237		16,237
Non-cash compensation	—		—		—		20,403		20,403
Other (2)	(791)		(1,592)		—		(1,417)		(3,800)
Adjusted EBITDA	$	204,868	$	187,625	$	103,438	$	(36,691)	$	459,240

______________________

(1)The reconciliation of net income (loss) to Adjusted EBITDA is based on the financial results of Summit Inc. and its subsidiaries, which was $16.7 million, $20.5 million and 27.5 million less than Summit LLC and its subsidiaries in the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively, due to interest expense associated

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with a deferred consideration obligation, TRA expense and income tax benefit are obligations of Summit Holdings and Summit Inc., respectively, and are thus excluded from Summit LLC’s consolidated net income.

(2)For the year ended December 28, 2019, we negotiated a $2.0 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	2021		2020
($ in thousands)
Total current assets	$	869,610	$	893,279
Less total current liabilities	(309,070)		(322,689)
Working capital	$	560,540	$	570,590

Reconciliation of Operating Income to Adjusted Cash Gross Profit	2021			2020			2019
($ in thousands)
Operating income	$	253,065		$	225,173		$	213,558
General and administrative expenses	196,728			182,873			156,129
Depreciation, depletion, amortization and accretion	229,366			221,320			217,102
Gain on sale of property, plant and equipment	(5,900)			(7,569)			(10,665)
Adjusted Cash Gross Profit (exclusive of items shown separately)	$	673,259		$	621,797		$	576,124
Adjusted Cash Gross Profit Margin (exclusive of items shown separately) (1)	30.2		%	29.1		%	28.4		%

_____________________

(1)Adjusted Cash Gross Margin is defined as Adjusted Cash Gross Profit as a percentage of net revenue.

Critical Accounting Policies and Estimates

Our management’s discussion and analysis of our financial condition and results of operations is based on our consolidated financial statements, which have been prepared in accordance with U.S. GAAP. The preparation of these consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenue and expenses during the reported period.

On an ongoing basis, management evaluates its estimates, including those related to the valuation of accounts receivable, inventories, goodwill, intangibles and other long-lived assets, pension and other postretirement obligations and asset retirement obligations. We base our estimates and judgments on historical experience and on various other factors that we believe to be reasonable under the circumstances, the results of which form the basis for making judgments about the carrying values of assets and liabilities that are not readily apparent from other sources. Actual results may differ from these estimates under different assumptions or conditions.

Acquisitions—Purchase Price Allocation

We regularly review strategic long-term plans, including potential investments in value-added acquisitions of related or similar businesses, which would increase our market share and/or are related to our existing markets. When an acquisition is completed, our consolidated statement of operations includes the operating results of the acquired business starting from the date of acquisition, which is the date that control is obtained. The purchase price is determined based on the estimated fair value of assets given to and liabilities assumed from the seller as of the date of acquisition. We allocate the purchase price to the estimated fair values of the tangible and intangible assets acquired and liabilities assumed as valued at the date of acquisition. Goodwill is recorded for the excess of the purchase price over the net of the fair value of the identifiable assets acquired and liabilities assumed as of the acquisition date. The estimation of fair values of acquired assets and assumed liabilities is judgmental and requires various assumptions and the amounts and useful lives assigned to depreciable and amortizable assets compared to amounts assigned to goodwill, which is not amortized, can significantly affect the results of operations in the period of and periods subsequent to a business combination.

Fair value is the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction, and therefore represents an exit price. A fair value measurement assumes the highest and best use of the asset by market participants, considering the use of the asset that is physically possible, legally permissible, and financially feasible at the

57

measurement date. We assign the highest level of fair value available to assets acquired and liabilities assumed based on the following options:

•Level 1—Quoted prices in active markets for identical assets and liabilities.

•Level 2—Observable inputs, other than quoted prices, for similar assets or liabilities in active markets.

•Level 3—Unobservable inputs, which includes the use of valuation models.

Level 1 fair values are used to value investments in publicly-traded entities and assumed obligations for publicly-traded long-term debt.    

Level 2 fair values are typically used to value acquired receivables, inventories, machinery and equipment,, land, buildings, deferred income tax assets and liabilities, liabilities for asset retirement obligations, environmental remediation and compliance obligations. Additionally, Level 2 fair values are typically used to value assumed contracts at other-than-market rates.

Level 3 fair values are used to value acquired mineral reserves and leased mineral interests and other identifiable intangible assets. The fair values of mineral reserves and leased mineral interests are determined using an excess earnings approach, which requires management to estimate future cash flows. The estimate of future cash flows is based on available historical information and forecasts determined by management, but is inherently uncertain. Key assumptions in estimating future cash flows include sales price, volumes and expected profit margins, net of capital requirements. The present value of the projected net cash flows represents the fair value assigned to mineral reserves and mineral interests. The discount rate is a significant assumption used in the valuation model and is based on the required rate of return that a hypothetical market participant would assume if purchasing the acquired business.

There is a measurement period after the acquisition date during which we may adjust the amounts recognized for a business combination. Any such adjustments are based on us obtaining additional information that existed at the acquisition date regarding the assets acquired or the liabilities assumed. Measurement period adjustments are generally recorded as increases or decreases to the goodwill recognized in the transaction. The measurement period ends once we have obtained all necessary information that existed as of the acquisition date, but does not extend beyond one year from the date of acquisition. Any adjustments to assets acquired or liabilities assumed beyond the measurement period are recorded in earnings.

We paid cash of $19.5 million and $123.5 million, net of cash acquired, in business combinations and allocated this amount to assets acquired and liabilities assumed during the years ended January 1, 2022 and January 2, 2021, respectively.

Goodwill

Goodwill is tested annually for impairment and in interim periods if events occur indicating that the carrying amounts may be impaired. The evaluation involves the use of significant estimates and assumptions and considerable management judgment. Our judgments regarding the existence of impairment indicators and future cash flows are based on operational performance of our businesses, market conditions and other factors. Although there are inherent uncertainties in this assessment process, the estimates and assumptions we use, including estimates of future cash flows, volumes, market penetration and discount rates, are consistent with our internal planning. The estimated future cash flows are derived from internal operating budgets and forecasts for long-term demand and pricing in our industry and markets. If these estimates or their related assumptions change in the future, we may be required to record an impairment charge on all or a portion of our goodwill. Furthermore, we cannot predict the occurrence of future impairment-triggering events nor the affect such events might have on our reported values. Future events could cause us to conclude that impairment indicators exist and that goodwill associated with our acquired businesses are impaired. Any resulting impairment loss could have an adverse effect on our financial condition and results of operations.

The annual goodwill test is performed by first assessing qualitative factors to determine whether the existence of events or circumstances leads to a determination that it is more likely than not (more than 50%) that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, we are then required to perform the two-step quantitative impairment test, otherwise further analysis is not required. We also may elect not to perform the qualitative assessment and, instead, proceed directly to the two-step quantitative impairment test. The ultimate outcome of the goodwill impairment review for a reporting unit should be the same whether we choose to perform the qualitative assessment or proceed directly to the two-step quantitative impairment test.

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Under the two-step quantitative impairment test, step one of the evaluation of impairment involves comparing the current fair value of each reporting unit to its carrying value, including goodwill. We use a discounted cash flow (“DCF”) model to estimate the current fair value of our reporting units when testing for impairment, as management believes forecasted cash flows are the best indicator of fair value. A number of significant assumptions and estimates are involved in the application of the DCF model to forecast operating cash flows, including macroeconomic trends in the reporting unit’s geographic area impacting private construction and public infrastructure industries, the timing of work embedded in our backlog, our performance and profitability under our contracts, our success in securing future sales and the appropriate interest rate used to discount the projected cash flows. We also perform a market assessment of our enterprise value. We believe the estimates and assumptions used in the valuations are reasonable.

In conjunction with our annual review of goodwill on the first day of the fourth quarter, we performed the qualitative assessment for our reporting units. In 2021, we performed a two-step quantitative analysis on four of our reporting units. Step 1 of that analysis compares the estimated the fair value of the reporting units using an income approach (i.e., a discounted cash flow technique) and a market approach to the carrying value of the reporting unit. If the estimated fair value exceeds its carrying value, the goodwill of the reporting unit is not considered impaired. If the carrying value of the reporting unit exceeds its fair value, we proceed to the second step to measure the amount of potential impairment loss.

As of January 1, 2022, we determined that no events or circumstances from October 3, 2021 through January 1, 2022 indicated that a further assessment was necessary.

Service Revenue Recognition

We earn revenue from the provision of services, which are primarily paving and related services, but also include landfill operations and the receipt and disposal of waste that is converted to fuel for use in our cement plants. 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 over time based on the proportion of costs incurred to date relative to the total estimated costs at completion, which approximates progress towards completion. Under the this 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. The majority of our construction service contracts, and therefore, revenue, are opened and completed within one year, with most activity during the spring, summer and fall. 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 year ended January 1, 2022.

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We recognize claims when the amount of the claim can be estimated reliably and it is legally enforceable. 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.

Income Taxes

Summit Inc. is a corporation subject to income taxes in the United States. Certain subsidiaries, including Summit Holdings, or subsidiary groups of the Company are taxable separate from Summit Inc. The provisions for income taxes, or Summit Inc.’s proportional share of the provision, are included in the Company’s consolidated financial statements.

The Company’s deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future. 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 to determine whether we may seek to utilize any net operating loss carryforwards scheduled to expire in the near future. The estimates of future taxable income involves the use of significant estimates and assumptions and considerable management judgment. Our judgments regarding future taxable income and future cash flows are based on operational performance of our businesses, market conditions and other factors. Although there are inherent uncertainties in this assessment process, the estimates and assumptions we use, including estimates of future cash flows, are consistent with our internal planning. The computed deferred balances are based on enacted tax laws and applicable rates for the periods in which the differences are expected to affect taxable income. A valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a valuation allowance had been recorded, then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

The Company evaluates the tax positions taken on income tax returns that remain open and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized is recognized. Interest and penalties related to unrecognized tax benefits are recorded in income tax expense (benefit).

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Tax Receivable Agreement

Tax Receivable Agreement— When Summit Inc. purchases LP Units for cash or LP Units are exchanged for shares of Class A common stock, this results in increases in Summit Inc.’s share of the tax basis of the tangible and intangible assets of Summit Holdings, 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. In connection with our IPO, we entered into a TRA with the holders of the LP Units and the pre-IPO owners 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 (i) these increases in tax basis and (ii) our utilization of certain net operating losses of the pre-IPO owners and certain other tax benefits related to entering into the TRA, including 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. Our evaluation considers all sources of taxable income; all evidence, both positive and negative, is considered to determine whether, based on the weight of that evidence, a valuation allowance is needed for some portion or all of the deferred tax assets. 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 of 85% of 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 liability 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.

ITEM 7A.     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. Consequently, these marketplaces could experience lower levels of economic activity in an environment of rising interest rates or escalating costs. Management has considered the current economic environment and its potential effect to our business. Demand for materials‑based products, particularly in the residential and nonresidential construction markets, could decline if companies and consumers are unable to obtain financing for construction projects or if an economic recession causes delays or cancellations to capital projects. Additionally, in preceding years, declining tax revenue, state budget deficits and unpredictable or inconsistent federal funding have negatively affected states’ abilities to finance infrastructure construction projects.

Commodity and Energy Price Risk

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 escalators in most of our public infrastructure contracts limit our exposure to price fluctuations in this commodity, and we seek to obtain escalators on private and commercial contracts. Similarly, in periods of decreasing oil prices, a portion of the cost savings will be recouped by our end customers. Changes in oil prices also could affect demand in certain of our markets, particularly in Midland/Odessa, Texas and indirectly in Houston, Texas, which collectively represented approximately 13.6% of our consolidated revenue in 2021. In addition, we enter into various firm purchase commitments, with terms generally less than one year, for certain raw materials.

For the year ended January 1, 2022, our costs associated with liquid asphalt and energy amounted to approximately $257.8 million. Accordingly, a 10% increase or decrease in the total cost of liquid asphalt and energy would have decreased or increased, respectively, our operating results for the year by approximately $25.8 million. However, this does not take into consideration liquid asphalt escalators in certain contracts or forward purchase commitments put into place before January 1, 2022.

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Inflation Risk

Although there has been a significant increase in inflation recently, it has not had a substantial impact due to our ability to recover increasing costs by obtaining higher prices for our products, including sale price escalators in place for most public infrastructure sector contracts. Inflation risk varies with the level of activity in the construction industry, the number, size and strength of competitors and the availability of products to supply a local market. We continue to monitor inflationary impacts in our business, primarily labor, energy and raw materials, with the goal of passing along price increases to our customers to mitigate the full effect of inflation.

Foreign Currency Risk

In 2014, we expanded our operations into Canada with the acquisition of Mainland. With this expansion, we became subject to foreign currency risk related to changes in the U.S. dollar/Canadian dollar exchange rates. A 10% adverse change in foreign currency rates from December 2021 levels would not have had a material effect on our financial condition, results of operations or liquidity.

Interest Rate Risk

As of January 1, 2022, we had $610.0 million in term loans outstanding which bear interest at a variable rate. As of January 1, 2022, the rate in effect was the one‑month LIBOR of 0.10%, plus the Applicable Rate of 200 basis points. Therefore, a 100 basis point increase in the interest rate at January 1, 2022 would only have increased the all-in rate from 2.10% to 3.10%, the effect of which would have been an increase of $6.1 million on annual interest expense.

We have occasionally entered into interest rate derivatives on our term loan borrowings to add stability to interest expense and to manage exposure to interest rate movements, however, we have not done so recently. Our last derivative expired in September 2019.

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ITEM 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA.

INDEX TO FINANCIAL STATEMENTS

Report of Independent Registered Public Accounting Firm	Page
Auditor Name: KPMG LLP	64
Auditor Location: Denver, CO
Auditor Firm ID: 185
Consolidated Balance Sheets as of January 1, 2022 and January 2, 2021	66
Consolidated Statements of Operations for years ended January 1, 2022, January 2, 2021 and December 28, 2019	67
Consolidated Statements of Comprehensive Income for the years ended January 1, 2022, January 2, 2021 and December 28, 2019	68
Consolidated Statements of Cash Flows for the years ended January 1, 2022, January 2, 2021 and December 28, 2019	69
Consolidated Statements of Changes in Stockholder's Equity for the years ended January 1, 2022, January 2, 2021 and December 28, 2019	70
Notes to the Consolidated Financial Statements	71

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Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

Summit Materials, Inc.:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Summit Materials, Inc. and subsidiaries (the Company) as of January 1, 2022 and January 2, 2021, the related consolidated statements of operations, comprehensive income, cash flows, and changes in stockholders’ equity for each of the fiscal years in the three-year period ended January 1, 2022, and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of January 1, 2022 and January 2, 2021, and the results of its operations and its cash flows for each of the fiscal years in the three-year period ended January 1, 2022, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’s internal control over financial reporting as of January 1, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission, and our report dated February 24, 2022 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Revenue recognized over time on paving and related services contracts

As discussed in Notes 1 and 4 to the consolidated financial statements, the Company earns revenue from providing paving and related services, which are recognized over time as performance obligations are satisfied. The Company recognizes paving and related services revenue as services are rendered based on the proportion of costs incurred to date relative to total estimated costs to complete. For the year ended January 1, 2022, the Company recognized service revenue related to paving and related services of $309 million.

We identified the assessment of revenue recognized over time on paving and related services contracts in-progress as a critical audit matter. Paving and related services contracts in-progress required challenging auditor judgment to evaluate the forecast of remaining costs to complete, which had a significant impact on the amount of revenue recognized during the period.

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s revenue recognition process related to

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paving and related services, including controls over the forecasting of estimated costs to complete. We selected a sample of in-progress paving and related services costs incurred and compared the amounts and dates incurred to underlying supporting documentation. We analyzed prior year end in-progress contracts that were completed in the current year to evaluate the Company’s ability to accurately estimate paving and related services contract forecasted costs to complete. For certain contracts, we evaluated the estimated costs to complete by performing project manager interviews to obtain an understanding of the facts and circumstances of each selected contract, including changes in scope to the contract, additional estimated costs to complete, and expected completion date. For certain contracts, we also confirmed with the Company’s customers that the original contract amount, terms of the contact, modifications and billings to the customer were accurate.

 /s/ KPMG LLP

We have served as the Company’s auditor since 2012.

Denver, Colorado  

February 24, 2022

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SUMMIT MATERIALS, INC. AND SUBSIDIARIES

Consolidated Balance Sheets

January 1, 2022 and January 2, 2021

(In thousands, except share and per share amounts) 

	2021		2020
Assets
Current assets:
Cash and cash equivalents	$	380,961	$	418,181
Accounts receivable, net	287,226		254,696
Costs and estimated earnings in excess of billings	7,600		8,666
Inventories	180,760		200,308
Other current assets	13,063		11,428
Total current assets	869,610		893,279
Property, plant and equipment	1,842,908		1,850,169
Goodwill	1,163,750		1,201,291
Intangible assets	69,396		47,852
Deferred tax assets	204,566		231,877
Operating lease right-of-use assets	30,150		28,543
Other assets	58,745		55,000
Total assets	$	4,239,125	$	4,308,011
Liabilities and Stockholders’ Equity
Current liabilities:
Current portion of debt	$	6,354	$	6,354
Current portion of acquisition-related liabilities	13,110		10,265
Accounts payable	128,232		120,813
Accrued expenses	147,476		160,570
Current operating lease liabilities	6,497		8,188
Billings in excess of costs and estimated earnings	7,401		16,499
Total current liabilities	309,070		322,689
Long-term debt	1,591,019		1,892,347
Acquisition-related liabilities	33,369		12,246
Tax receivable agreement liability	326,548		321,680
Noncurrent operating lease liabilities	28,880		21,500
Other noncurrent liabilities	127,027		121,281
Total liabilities	2,415,913		2,691,743
Commitments and contingencies (see note 16)
Stockholders’ equity:
Class A common stock, par value $0.01 per share; 1,000,000,000 shares authorized, 118,705,108 and 114,390,595 shares issued and outstanding as of January 1, 2022 and January 2, 2021, respectively	$	1,188	$	1,145
Class B common stock, par value $0.01 per share; 250,000,000 shares authorized, 99 shares issued and outstanding as of January 1, 2022 and January 2, 2021	—		—
Additional paid-in capital	1,326,340		1,264,681
Accumulated earnings	478,956		326,772
Accumulated other comprehensive income	7,083		5,203
Stockholders’ equity	1,813,567		1,597,801
Noncontrolling interest in Summit Holdings	9,645		18,467
Total stockholders’ equity	1,823,212		1,616,268
Total liabilities and stockholders’ equity	$	4,239,125	$	4,308,011

See accompanying notes to consolidated financial statements.

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SUMMIT MATERIALS, INC. AND SUBSIDIARIES

Consolidated Statements of Operations

Years ended January 1, 2022, January 2, 2021 and December 28, 2019

(In thousands, except share and per share amounts)

	2021		2020		2019
Revenue:
Product	$	1,923,285	$	1,824,679	$	1,724,462
Service	309,411		310,075		306,185
Net revenue	2,232,696		2,134,754		2,030,647
Delivery and subcontract revenue	176,973		197,697		191,493
Total revenue	2,409,669		2,332,451		2,222,140
Cost of revenue (excluding items shown separately below):
Product	1,314,416		1,254,849		1,199,403
Service	245,021		258,108		255,120
Net cost of revenue	1,559,437		1,512,957		1,454,523
Delivery and subcontract cost	176,973		197,697		191,493
Total cost of revenue	1,736,410		1,710,654		1,646,016
General and administrative expenses	196,728		182,873		156,129
Depreciation, depletion, amortization and accretion	229,366		221,320		217,102
Gain on sale of property, plant and equipment	(5,900)		(7,569)		(10,665)
Operating income	253,065		225,173		213,558
Interest expense	92,240		103,595		116,509
Loss on debt financings	6,016		4,064		14,565
Tax receivable agreement benefit	(6,779)		(7,559)		16,237
Gain on sale of businesses	(20,011)		—		—
Other income, net	(17,038)		(3,982)		(11,977)
Income from operations before taxes	198,637		129,055		78,224
Income tax expense (benefit)	44,356		(12,185)		17,101
Net income	154,281		141,240		61,123
Net income attributable to Summit Holdings	2,097		3,273		2,057
Net income attributable to Summit Inc.	$	152,184	$	137,967	$	59,066
Earnings per share of Class A common stock:
Basic	$	1.29	$	1.21	$	0.53
Diluted	$	1.28	$	1.20	$	0.52
Weighted average shares of Class A common stock:
Basic	117,650,080		114,227,192		112,204,067
Diluted	118,741,932		114,631,768		112,684,718

See accompanying notes to consolidated financial statements.

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SUMMIT MATERIALS, INC. AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

Years ended January 1, 2022, January 2, 2021 and December 28, 2019

(In thousands)

	2021		2020		2019
Net income	$	154,281	$	141,240	$	61,123
Other comprehensive income (loss):
Postretirement liability adjustment	1,303		(2,229)		(1,925)
Foreign currency translation adjustment	1,254		4,617		4,716
Income on cash flow hedges	—		—		(146)
Less tax effect of other comprehensive loss items	(615)		(575)		—
Other comprehensive income	1,942		1,813		2,645
Comprehensive income	156,223		143,053		63,768
Less comprehensive income attributable to Summit Holdings	2,159		3,331		3,935
Comprehensive income attributable to Summit Inc.	$	154,064	$	139,722	$	59,833

See accompanying notes to consolidated financial statements.

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SUMMIT MATERIALS, INC. AND SUBSIDIARIES

Consolidated Statements of Cash Flows

Years ended January 1, 2022, January 2, 2021 and December 28, 2019

(In thousands)

	2021		2020		2019
Cash flow from operating activities:
Net income	$	154,281	$	141,240	$	61,123
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion	235,278		227,817		222,862
Share-based compensation expense	19,705		28,857		20,403
Net gain on asset and business disposals	(25,559)		(7,548)		(10,294)
Non-cash loss on debt financings	2,116		4,064		2,850
Change in deferred tax asset, net	24,685		(18,384)		16,012
Other	(2,249)		619		(2,135)
Decrease (increase) in operating assets, net of acquisitions and dispositions:
Accounts receivable, net	(31,292)		5,467		(37,049)
Inventories	3,815		3,339		8,582
Costs and estimated earnings in excess of billings	(394)		4,535		5,558
Other current assets	(2,483)		472		5,465
Other assets	7,748		10,264		5,085
(Decrease) increase in operating liabilities, net of acquisitions and dispositions:
Accounts payable	4,593		(4,231)		18,903
Accrued expenses	(7,030)		15,476		7,640
Billings in excess of costs and estimated earnings	(7,138)		2,616		1,988
Tax receivable agreement liability	4,868		(5,285)		17,291
Other liabilities	(19,015)		(449)		(7,100)
Net cash provided by operating activities	361,929		408,869		337,184
Cash flow from investing activities:
Acquisitions, net of cash acquired	(19,513)		(123,477)		(5,392)
Purchases of property, plant and equipment	(211,982)		(177,249)		(177,495)
Proceeds from the sale of property, plant and equipment	11,674		14,018		21,173
Proceeds from sale of businesses	128,337		—		—
Other	236		1,121		(1,095)
Net cash used in investing activities	(91,248)		(285,587)		(162,809)
Cash flow from financing activities:
Proceeds from debt issuances	—		700,000		300,000
Debt issuance costs	—		(9,605)		(6,312)
Payments on debt	(329,010)		(674,045)		(270,229)
Payments on acquisition-related liabilities	(10,360)		(33,257)		(33,883)
Proceeds from stock option exercises	32,451		1,043		19,076
Other	(1,008)		(907)		(502)
Net cash used in financing activities	(307,927)		(16,771)		8,150
Impact of foreign currency on cash	26		351		286
Net (decrease) increase in cash	(37,220)		106,862		182,811
Cash and cash equivalents—beginning of period	418,181		311,319		128,508
Cash and cash equivalents—end of period	$	380,961	$	418,181	$	311,319

See accompanying notes to consolidated financial statements.

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SUMMIT MATERIALS, INC. AND SUBSIDIARIES

Consolidated Statements of Changes in Stockholders’ Equity

Years ended January 1, 2022, January 2, 2021 and December 28, 2019

(In thousands, except share amounts)

	Summit Materials, Inc.
			Accumulated
			Other		Class A			Class B			Additional		Noncontrolling		Total
	Accumulated		Comprehensive		Common Stock			Common Stock			Paid-in		Interest in		Stockholders’
	Earnings		income (loss)		Shares	Dollars		Shares	Dollars		Capital		Summit Holdings		Equity
Balance — December 29, 2018	$	129,739	$	2,681	111,658,927	$	1,117	99	$	—	$	1,194,204	$	14,404	$	1,342,145
Net income	59,066		—		—	—		—	—		—		2,057		61,123
LP Unit exchanges	—		—		185,861	2		—	—		971		(973)		—
Other comprehensive income, net of tax	—		767		—	—		—	—		—		1,878		2,645
Stock option exercises	—		—		1,065,446	11		—	—		19,065		—		19,076
Share-based compensation	—		—		—	—		—	—		20,403		—		20,403
Shares redeemed to settle taxes and other	—		—		399,151	4		—	—		(623)		—		(619)
Balance — December 28, 2019	$	188,805	$	3,448	113,309,385	$	1,134	99	$	—	$	1,234,020	$	17,366	$	1,444,773
Net income	137,967		—		—	—		—	—		—		3,273		141,240
LP Unit exchanges	—		—		376,487	4		—	—		2,226		(2,230)		—
Other comprehensive income, net of tax	—		1,755		—	—		—	—		—		58		1,813
Stock option exercises	—		—		54,517	1		—	—		1,042		—		1,043
Share-based compensation	—		—		—	—		—	—		28,857		—		28,857
Shares redeemed to settle taxes and other	—		—		650,206	6		—	—		(1,464)		—		(1,458)
Balance — January 2, 2021	$	326,772	$	5,203	114,390,595	$	1,145	99	$	—	$	1,264,681	$	18,467	$	1,616,268
Net income	152,184		—		—	—		—	—		—		2,097		154,281
LP Unit exchanges	—		—		1,559,164	16		—	—		10,965		(10,981)		—
Other comprehensive income, net of tax	—		1,880		—	—		—	—		—		62		1,942
Stock option exercises	—		—		1,745,940	17		—	—		32,434		—		32,451
Share-based compensation	—		—		—	—		—	—		19,705		—		19,705
Shares redeemed to settle taxes and other	—		—		1,009,409	10		—	—		(1,445)		—		(1,435)
Balance — January 1, 2022	$	478,956	$	7,083	118,705,108	$	1,188	99	$	—	$	1,326,340	$	9,645	$	1,823,212

See accompanying notes to consolidated financial statements.

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SUMMIT MATERIALS, INC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in tables in thousands, unless 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.

On September 23, 2014, Summit Inc. was formed as a Delaware corporation to be a holding company. Its sole material asset is a controlling equity interest in Summit Materials Holdings L.P. (“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 ("IPO"), Summit Inc. became a holding corporation operating and controlling all of the business and affairs of Summit Holdings and its subsidiaries. Summit Inc. owns the majority of the partnership interests of Summit Holdings (see note 11, Stockholders’ Equity).  Summit Materials, LLC (“Summit LLC”) an indirect wholly owned subsidiary of Summit Holdings, conducts the majority of our operations. Continental Cement Company, L.L.C. (“Continental Cement”) is also a wholly owned subsidiary of Summit LLC. Summit Materials Finance Corp. (“Summit Finance”), an indirect wholly owned subsidiary of Summit LLC, has jointly issued our Senior Notes as described below.

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, 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.

The Company’s fiscal year is based on a 52-53 week year with each quarter composed of 13 weeks ending on a Saturday. The year ended January 2, 2021 was a 53-week year.

For a summary of the changes in Summit Inc.’s ownership of Summit Holdings, see Note 11, 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. 

Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles (“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.  

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Business and Credit Concentrations—The Company’s operations are conducted primarily across 21 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 the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted 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 2021, 2020 or 2019.

Accounts Receivable—Accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the collectability of individual accounts. In establishing the allowance, management considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, the current receivables aging and current payment terms. Balances that remain outstanding after reasonable collection efforts are exercised are written off through a charge to the valuation allowance.

The balances billed but not paid by customers, pursuant to retainage provisions included in contracts, are generally due upon completion of the contracts.

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.

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. 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 and the receipt and disposal of waste that is converted to fuel for use in our cement plants. 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 over time based on the proportion of costs incurred to date relative to the total estimated costs at completion, which approximates progress towards completion. Under this 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. The majority of our construction service contracts, and therefore, revenue, are opened and completed within one year, with most activity during the spring, summer and fall. 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-

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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 actual cost to total estimated cost 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 year ended January 1, 2022.

We recognize claims when the amount of the claim can be estimated reliably and it is legally enforceable. 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.

Inventories—Inventories consist of stone that has been removed from quarries and processed for future sale, cement, raw materials and finished concrete blocks. Inventories are valued at the lower of cost or net realizable value and are accounted for on a first-in first-out basis or an average cost basis. If items become obsolete or otherwise unusable or if quantities exceed what is projected to be sold within a reasonable period of time, they will be charged to costs of revenue in the period that the items are designated as obsolete or excess inventory. Stripping costs are costs of removing overburden and waste material to access aggregate materials and are expensed as incurred.

Property, Plant and Equipment, net—Property, plant and equipment are recorded at cost, less accumulated depreciation, depletion and amortization. Expenditures for additions and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Repair and maintenance costs that do not substantially expand productive capacity or extend the life of property, plant and equipment are expensed as incurred.

Landfill airspace is included in property, plant and equipment at cost and is amortized based on the portion of the airspace used during the period compared to the gross estimated value of available airspace, which is updated periodically as circumstances dictate. Management reassesses the landfill airspace capacity with any changes in value recorded in cost of

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revenue. Capitalized landfill costs include expenditures for the acquisition of land and related airspace, engineering and permitting costs, cell construction costs and direct site improvement costs.

Upon disposal of an asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any gain or loss is included in general and administrative expenses.

The Company reviews the carrying value of property, plant and equipment for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. Such indicators may include, among others, deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have a negative effect on earnings and cash flows or a trend of negative or declining cash flows over multiple periods.

Property, plant and equipment is tested for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. As a result, the property, plant and equipment impairment test is at a significantly lower level than the level at which goodwill is tested for impairment. In markets where the Company does not produce downstream products, such as ready-mix concrete, asphalt paving mix and paving and related services, the lowest level of largely independent identifiable cash flows is at the individual aggregates operation or a group of aggregates operations collectively serving a local market or the cement operations. Conversely, in vertically-integrated markets, the cash flows of the downstream and upstream businesses are not largely independently identifiable and the vertically-integrated operations are considered the lowest level of largely independent identifiable cash flows.

Aggregates mineral bearing land and interests are included in property, plant and equipment. When leased mineral interests are acquired during a business combination, they are valued using an excess earnings approach for the life of the proven and probable reserves. Depletion expense is recorded using a units of production methodology.

Accrued Mining and Landfill Reclamation—The mining reclamation reserve and financial commitments for landfill closure and post-closure activities are based on management’s estimate of future cost requirements to reclaim property at both currently operating and closed sites. Estimates of these obligations have been developed based on management’s interpretation of current requirements and proposed regulatory changes and are intended to approximate fair value. Costs are estimated in current dollars, inflated until the expected time of payment, and then discounted back to present value using a credit-adjusted risk-free rate on obligations of similar maturity, adjusted to reflect the Company’s credit rating. Changes in the credit-adjusted risk-free rate do not change recorded liabilities. However, subsequent increases in the recognized obligations are measured using a current credit-adjusted risk-free rate. Decreases in the recognized obligations are measured at the initial credit-adjusted risk-free rate.

Significant changes in inflation rates, or the amount or, timing of future cost estimates typically result in both (1) a current adjustment to the recorded liability (and corresponding adjustment to the asset) and (2) a change in accretion of the liability and depreciation of the asset to be recorded prospectively over the remaining capacity of the unmined quarry or landfill.

Goodwill—Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired. Goodwill recorded in connection with the Company’s acquisitions is primarily attributable to the expected profitability, assembled workforces of the acquired businesses and the synergies expected to arise after the Company’s acquisition of those businesses. Goodwill is not amortized, but is tested annually for impairment as of the first day of the fourth quarter and at any time that events or circumstances indicate that goodwill may be impaired. A qualitative approach may first be applied to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, the two-step quantitative impairment test is then performed, otherwise further analysis is not required. The two-step impairment test first identifies potential goodwill impairment for each reporting unit and then, if necessary, measures the amount of the impairment loss.

Income Taxes—Summit Inc. is a corporation subject to income taxes in the United States. Certain subsidiaries, including Summit Holdings, or subsidiary groups of the Company are taxable separate from Summit Inc. The provision for income taxes, or Summit Inc.’s proportional share of the provision, are included in the Company’s consolidated financial statements.

The Company’s deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future. The computed deferred balances are based on enacted tax laws and applicable rates for the periods in which the differences are expected to affect taxable income. A

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valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a valuation allowance had been recorded then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

The Company evaluates the tax positions taken on income tax returns that remain open and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized is recognized. Interest and penalties related to unrecognized tax benefits are recorded in income tax expense (benefit).

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 IPO, we entered into a TRA with the pre-IPO owners that requires us to pay the pre-IPO owners or their permitted assignees 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.

As noted above, 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. 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 liability 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.

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.

Prior Year Reclassifications—We reclassified $126.7 million and $119.7 million of fixed overhead expenses related to production activities from general and administrative expenses to cost of revenue for the years ended 2020 and 2019, respectively, to conform to the current year presentation.

New Accounting Standards—In August 2018, the FASB issued 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. We adopted this ASU in the first quarter of 2020 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

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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 Benefits Plans, which modifies the disclosure requirements of 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. The adoption of this new ASU did not have a material impact on our consolidated financial results.

(2) Acquisitions and Dispositions

The Company has completed numerous acquisitions since its formation. 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. Goodwill acquired during a business combination has an indefinite life and is not amortized. The following table summarizes the Company’s acquisitions by region and period:

	2021	2020	2019
West	—	2	2
East	3	1	—

The purchase price allocation, primarily the valuation of property, plant and equipment for the acquisitions completed during the year end ended 2021 have not yet been finalized due to the recent timing of the acquisitions, status of the valuation of property, plant and equipment and finalization of related tax returns. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	2021		2020
Financial assets	$	—	$	8,696
Inventories	2,406		2,856
Property, plant and equipment	19,668		130,042
Intangible assets	702		—
Other assets	98		2,790
Financial liabilities	(1,742)		(4,469)
Other long-term liabilities	(470)		(16,069)
Net assets acquired	20,662		123,846
Goodwill	—		—
Purchase price	20,662		123,846
Acquisition-related liabilities	(1,149)		—
Other	—		(369)
Net cash paid for acquisitions	$	19,513	$	123,477

Acquisition-Related Liabilities—A number of acquisition-related liabilities have been recorded subject to terms in the relevant purchase agreements, including deferred consideration and noncompete payments. Noncompete payments have been accrued where certain former owners of newly acquired companies have entered into standard noncompete arrangements. Subject to terms and conditions stated in these noncompete agreements, payments are generally made over a five-year period. Deferred consideration is purchase price consideration paid in the future as agreed to in the purchase agreement and is not contingent on future events. Deferred consideration is generally scheduled to be paid in years ranging from 5 to 20 years in annual installments. The remaining payments due under these noncompete and deferred consideration agreements are as follows:

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2022	$	13,001
2023	12,167
2024	6,870
2025	7,317
2026	6,068
Thereafter	10,385
Total scheduled payments	55,808
Present value adjustments	(10,697)
Total noncompete obligations and deferred consideration	$	45,111

Accretion on the deferred consideration and noncompete obligations is recorded in interest expense.

During 2021, as part of the Company's Elevate Summit strategy to rationalize assets, the Company sold seven businesses in the East segment and one business in the West segment, resulting in total cash proceeds of $128.3 million and a net gain on disposition of business of $20.0 million.

(3) Goodwill

As of January 1, 2022, the Company had 11 reporting units with goodwill for which the annual goodwill impairment test was completed. We perform the annual impairment test on the first day of the fourth quarter each year. We initially perform a qualitative analysis. As a result of this analysis, it was determined that it is more likely than not that the fair value of seven reporting units were greater than its carrying value. For the remaining reporting units we perform a two-step quantitative analysis. Step 1 of that analysis compares the estimated the fair value of the reporting units using an income approach (i.e., a discounted cash flow technique) and a market approach to the carrying value of the reporting unit. If the estimated fair value exceeds its carrying value, the goodwill of the reporting unit is not considered impaired. If the carrying value of the reporting unit exceeds its fair value, we proceed to the second step to measure the amount of potential impairment loss. Based on this analysis, it was determined that the reporting units’ fair values were greater than their carrying values and no impairment charges were recognized in 2021.

These estimates of a reporting unit’s fair value involve significant management estimates and assumptions, including but not limited to sales prices of similar assets, assumptions related to future profitability, cash flows, and discount rates. These estimates are based upon historical trends, management’s knowledge and experience and overall economic factors, including projections of future earnings potential. Developing discounted future cash flow estimates in applying the income approach required management to evaluate its intermediate to longer-term strategies, including, but not limited to, estimates about revenue growth, operating margins, capital requirements, inflation and working capital management. The development of appropriate rates to discount the estimated future cash flows required the selection of risk premiums, which can materially affect the present value of estimated future cash flows.

The following table presents goodwill by reportable segments and in total:

	West		East		Cement		Total
Balance—December 28, 2019	$	584,617	$	410,426	$	204,656	$	1,199,699
Acquisitions (1)	19		—		—		19
Foreign currency translation adjustments	1,573		—		—		1,573
Balance—January 2, 2021	$	586,209	$	410,426	$	204,656	$	1,201,291
Dispositions (2)	(16,222)		(21,841)		—		(38,063)
Foreign currency translation adjustments	522		—		—		522
Balance—January 1, 2022	$	570,509	$	388,585	$	204,656	$	1,163,750

______________________

(1)Reflects goodwill from 2020 acquisitions and working capital adjustments from prior year acquisitions.

(2)Reflects goodwill derecognition from dispositions completed during 2021.

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(4) 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, and is recognized based on the proportion of costs incurred to date relative to the total estimated costs at completion. The majority of our construction service contracts, and therefore revenue, are opened and completed within one year, with the most activity during the spring, summer and fall.

Revenue by product for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 consisted of the following:

	2021		2020		2019
Revenue by product*:
Aggregates	$	573,157	$	498,007	$	469,670
Cement	282,081		257,629		266,235
Ready-mix concrete	702,062		668,060		607,622
Asphalt	311,046		349,350		330,750
Paving and related services	337,311		381,430		360,234
Other	204,012		177,975		187,629
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

The following table outlines the significant changes in contract assets and contract liability balances from January 2, 2021 to January 1, 2022. Also included in the table is the net change in the 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—January 2, 2021	$	8,666	$	16,499
Changes in revenue billed, contract price or cost estimates	(95)		(8,969)
Divestitures	(967)		(131)
Other	(4)		2
Balance—January 1, 2022	$	7,600	$	7,401

Accounts receivable, net consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Trade accounts receivable	$	230,714	$	191,871
Construction contract receivables	47,054		47,179
Retention receivables	13,094		18,824
Receivables from related parties	292		1,339
Accounts receivable	291,154		259,213
Less: Allowance for doubtful accounts	(3,928)		(4,517)
Accounts receivable, net	$	287,226	$	254,696

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.

(5) Inventories

Inventories consisted of the following as of January 1, 2022 and January 2, 2021:

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	2021		2020
Aggregate stockpiles	$	130,640	$	137,938
Finished goods	22,690		32,993
Work in process	8,277		9,281
Raw materials	19,153		20,096
Total	$	180,760	$	200,308

(6) Property, Plant and Equipment, net and Intangibles, net

Property, plant and equipment, net consisted of the following as of January 1, 2022 and January 2, 2021: 

	2021		2020
Mineral bearing land and leased interests	$	535,198	$	468,966
Land (non-mineral bearing)	196,843		197,432
Buildings and improvements	185,472		181,198
Plants, machinery and equipment	1,405,694		1,397,410
Mobile equipment and barges	560,515		543,133
Truck and auto fleet	54,700		56,163
Landfill airspace and improvements	52,258		52,202
Office equipment	47,389		45,942
Construction in progress	71,352		40,648
Property, plant and equipment	3,109,421		2,983,094
Less accumulated depreciation, depletion and amortization	(1,266,513)		(1,132,925)
Property, plant and equipment, net	$	1,842,908	$	1,850,169

Depreciation on property, plant and equipment, including assets subject to capital leases, is generally computed on a straight-line basis. Depletion of mineral reserves and leased mineral interests are computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves, which is updated periodically as circumstances dictate. Leasehold improvements are amortized on a straight-line basis over the lesser of the asset’s useful life or the remaining lease term. The estimated useful lives are generally as follows:

Buildings and improvements	10 - 30	years
Plant, machinery and equipment	7 - 20	years
Office equipment	3 - 7	years
Truck and auto fleet	5 - 8	years
Mobile equipment and barges	6 - 8	years
Landfill airspace and improvements	10 - 30	years
Other	4 - 20	years

Depreciation, depletion and amortization expense of property, plant and equipment was $195.1 million, $195.3 million and $196.8 million in the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively.

Property, plant and equipment at January 1, 2022 and January 2, 2021 included $69.0 million and $92.7 million, respectively, of finance leases for certain equipment and a building with accumulated amortization of $31.4 million and $32.8 million, respectively. The equipment leases generally have terms of less than five years and the building lease had an original term of 30 years. Approximately $17.6 million and $24.6 million of the future obligations associated with the finance leases are included in accrued expenses as of January 1, 2022 and January 2, 2021, respectively, and the present value of the remaining finance lease payments, $15.0 million and $31.7 million, respectively, is included in other noncurrent liabilities on the consolidated balance sheets. Future minimum rental commitments under long-term finance leases are $18.7 million, $7.8 million, $3.2 million, $2.6 million, and $1.0 million for the years ended 2022, 2023, 2024, 2025 and 2026, respectively.

Assets are assessed for impairment charges when identified for disposition. The net gain from asset dispositions recognized in general and administrative expenses in fiscal years 2021, 2020 and 2019 was $5.9 million, $7.6 million and $10.7 million, respectively. No material impairment charges have been recognized on assets held for use in fiscal 2021, 2020 or 2019.

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Intangible Assets—The Company’s intangible assets subject to amortization are primarily composed of operating permits, mineral lease agreements and reserve rights. Operating permits relate to permitting and zoning rights acquired outside of a business combination. The assets related to mineral 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 or permits, or computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves. The following table shows intangible assets by type and in total: 

	January 1, 2022						January 2, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Operating permits	$	33,671	$	(2,467)	$	31,204	$	33,671	$	(1,207)	$	32,464
Mineral leases	19,927		(8,922)		11,005		19,225		(7,571)		11,654
Reserve rights	25,586		(3,329)		22,257		6,234		(2,504)		3,730
Other	5,481		(551)		4,930		586		(582)		4
Total intangible assets	$	84,665	$	(15,269)	$	69,396	$	59,716	$	(11,864)	$	47,852

Amortization expense in fiscal 2021, 2020 and 2019 was $3.7 million, $2.7 million and $2.1 million, respectively. The estimated amortization expense for intangible assets for each of the next five years and thereafter is as follows:

2022	$	4,145
2023	4,012
2024	3,916
2025	3,872
2026	3,727
Thereafter	49,724
Total	$	69,396

(7) Accrued Expenses

Accrued expenses consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Interest	$	22,762	$	21,860
Payroll and benefits	38,894		46,026
Finance lease obligations	17,624		24,601
Insurance	20,480		18,355
Non-income taxes	19,409		15,669
Deferred asset purchase payments	4,912		9,749
Professional fees	1,524		828
Other (1)	21,871		23,482
Total	$	147,476	$	160,570

______________________

(1)Consists primarily of current portion of asset retirement obligations and miscellaneous accruals.

(8) Debt

Debt consisted of the following as of January 1, 2022 and January 2, 2021: 

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	2021		2020
Term Loan, due 2024:
$610.0 million and $616.3 million, net of $0.7 million and $0.9 million discount at January 1, 2022 and January 2, 2021, respectively	$	609,298	$	615,425
5 1⁄8% Senior Notes, due 2025	—		300,000
6 1⁄2% Senior Notes, due 2027	300,000		300,000
5 1⁄4% Senior Notes, due 2029	700,000		700,000
Total	1,609,298		1,915,425
Current portion of long-term debt	6,354		6,354
Long-term debt	$	1,602,944	$	1,909,071

The contractual payments of long-term debt, including current maturities, for the five years subsequent to January 1, 2022, are as follows:

2022	$	6,354
2023	6,354
2024	597,252
2025	—
2026	—
Thereafter	1,000,000
Total	1,609,960
Less: Original issue net discount	(662)
Less: Capitalized loan costs	(11,925)
Total debt	$	1,597,373

Senior Notes—On September 27, 2021, Summit LLC and Summit Finance (together, the “Issuers”) redeemed all $300.0 million in aggregate principal amount of their 5.125% senior notes due June 1, 2025 (the "2025 Notes") using existing cash on hand at a price equal to par plus an applicable premium and the indenture under which the 2025 Notes were issued was satisfied and discharged. As a result of the redemption, charges of $6.0 million were recognized in the quarter ended October 2, 2021, which included charges of $3.9 million for the applicable redemption premium and $2.1 million for the write-off of the deferred financing fees.

On August 11, 2020, the Issuers issued $700.0 million in aggregate principal amount of 5.250% senior notes due January 15, 2029 (the “2029 Notes”). The 2029 Notes were issued at 100.0% of their par value with proceeds of $690.4 million, net of related fees and expenses. The 2029 Notes were issued under an indenture dated August 11, 2020 (the "2020 Indenture"). The 2020 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 2020 Indenture also contains customary events of default. Interest on the 2029 Notes is payable semi-annually on January 15 and July 15 of each year commencing on January 15, 2021.

In August 2020, using the proceeds from the 2029 Notes, all of the outstanding $650.0 million 6.125% senior notes due 2023 (the “2023 Notes”) were redeemed at a price equal to par and the indenture under which the 2023 Notes were issued was satisfied and discharged. As a result of the extinguishment, charges of $4.1 million were recognized in the quarter ended September 26, 2020, which included charges of $0.8 million for the write-off of original issue discount and $3.3 million for the write-off of deferred financing fees.

On March 15, 2019, the Issuers issued $300.0 million in aggregate principal amount of 6.500% senior notes due March 15, 2027 (the “2027 Notes”). The 2027 Notes were issued at 100.0% of their par value with proceeds of $296.3 million, net of related fees and expenses. The 2027 Notes were issued under an indenture dated March 25, 2019, the terms of which are generally consistent with the 2020 Indenture. Interest on the 2027 Notes is payable semi-annually on March 15 and September 15 of each year commencing on September 15, 2019.

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In March 2019, using the proceeds from the 2027 Notes, all of the outstanding $250.0 million 8.500% senior notes due 2022 (the “2022 Notes”) were redeemed at a price equal to par plus an applicable premium and the indenture under which the 2022 Notes were issued was satisfied and discharged. As a result of the extinguishment, charges of $14.6 million were recognized in the quarter ended March 30, 2019, which included charges of $11.7 million for the applicable redemption premium and $2.9 million for the write-off of deferred financing fees.

In 2017, 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. Interest on the 2025 Notes was payable semi-annually on June 1 and December 1 of each year commencing on December 1, 2017. The 2025 Notes were paid in full in September 2021 using cash on hand.

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 2027 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 2020 Indenture. The 2023 Notes were paid in full in August 2020 as noted above.

As of January 1, 2022 and January 2, 2021, the Company was in compliance with all 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 $345.0 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 February 25, 2019, Summit LLC entered into Incremental Amendment No. 4 to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”) which, among other things, increased the total amount available under the revolving credit facility to $345.0 million and extended the maturity date of the Credit Agreement with respect to the revolving credit commitments to February 25, 2024.

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 2.00% 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 January 1, 2022 or January 2, 2021. As of January 1, 2022, we had remaining borrowing capacity of $327.1 million under the revolving credit facility, which is net of $17.9 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 January 1, 2022 and January 2, 2021, Summit LLC was in compliance with all financial covenants under the Credit Agreement.

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 years ended January 1, 2022 and January 2, 2021:

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	Deferred financing fees
Balance—December 28, 2019	$	15,436
Loan origination fees	9,605
Amortization	(3,336)
Write off of deferred financing fees	(3,338)
Balance—January 2, 2021	$	18,367
Amortization	(3,202)
Write off of deferred financing fees	(2,116)
Balance—January 1, 2022	$	13,049

Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC, which was amended on November 30, 2020, 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 0.20%, (iii) $1.5 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary and (iv) $10.0 million CAD revolving foreign exchange facility available to purchase foreign exchange forward contracts. There were no amounts outstanding under this agreement as of January 1, 2022 or January 2, 2021.

(9) 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 consolidated financial statements. For the years ended January 1, 2022, January 2, 2021 and December 28, 2019, income taxes consisted of the following:

	2021		2020		2019
Provision for income taxes:
Current	$	8,030	$	3,827	$	69
Deferred	36,326		(16,012)		17,032
Income tax expense (benefit)	$	44,356	$	(12,185)	$	17,101

The effective tax rate on pre-tax income differs from the U.S. statutory rate of 21% for 2021, 2020 and 2019, respectively, due to the following:

	2021		2020		2019
Income tax expense (benefit) at federal statutory tax rate	$	41,273	$	27,100	$	16,427
Less: Income tax benefit at federal statutory tax rate for LLC entities	(459)		(593)		(658)
State and local income taxes	7,287		5,067		3,792
Permanent differences	(5,493)		(3,345)		(6,272)
Effective tax rate change	2,317		4,257		(2,006)
Basis differences from divestitures	3,766		—		—
Unrecognized tax benefits	—		(41,548)		18,885
Tax receivable agreement (benefit) expense	28		(6)		2,436
Change in valuation allowance	—		—		(17,691)
Other	(4,363)		(3,117)		2,188
Income tax expense (benefit)	$	44,356	$	(12,185)	$	17,101

The following table summarizes the components of the net deferred income tax asset (liability) as January 1, 2022 and January 2, 2021: 

83

	2021		2020
Deferred tax assets (liabilities):
Net intangible assets	$	177,220	$	199,497
Accelerated depreciation	(199,357)		(209,644)
Net operating loss	224,014		227,560
Investment in limited partnership	(38,548)		(33,139)
Mining reclamation reserve	3,341		3,306
Working capital (e.g., accrued compensation, prepaid assets)	39,571		45,972
Less valuation allowance	(1,675)		(1,675)
Deferred tax assets	204,566		231,877
Less foreign deferred tax liability (included in other noncurrent liabilities)	(16,939)		(18,393)
Net deferred tax asset	$	187,627	$	213,484

As of January 1, 2022, $365.1 million of our deferred tax assets subject to our TRA are included in the net intangible assets and the net operating loss line items above.

Our income tax expense (benefit) was $44.4 million, $(12.2) million and $17.1 million in the fiscal years ended 2021, 2020 and 2019, respectively. Our effective income tax rate in 2021 and 2020 was impacted by the IRS interpretative guidance of TCJA, a change in state tax rates and a change in the amount of our TRA liability.

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 net operating loss carryforwards that begin to expire in 2030. The Company updates the analysis, and adjusted the valuation allowance for interest expense carryforwards limited under the TCJA based on updated forecast models each year.

As of December 28, 2019 we had $41.5 million of unrecognized tax benefits that if recognized would affect the annual effective tax rate. Those benefits were subsequently recognized in the year ended January 2, 2021. We had no unrecognized tax benefits as of January 1, 2022 and January 2, 2021, respectively. We did not recognize interest or penalties related to this amount as it is offset by other attributes.

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 January 1, 2022, Summit Inc. had federal net operating loss carryforwards of $902 million, a portion of which expire between 2030 and 2038. As of January 1, 2022, $581 million of our federal net operating losses were under the terms of our TRA. As of January 1, 2022 and January 2, 2021, Summit Inc. had a valuation allowance on net deferred tax assets of $1.7 million and $1.7 million, respectively, where realization of our net operating losses are not more likely than not.

	2021		2020
Valuation Allowance:
Beginning balance	$	(1,675)	$	(1,675)
Current year decreases (increases) from operations	—		—
Ending balance	$	(1,675)	$	(1,675)

Tax Receivable Agreement— During 2015, the Company entered into a TRA with the holders of LP Units and certain other pre-initial public offering owners (“Investor Entities”) 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.

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When LP Units are exchanged for an equal number of newly-issued shares of Summit Inc.’s Class A common stock, these exchanges result in new deferred tax assets. Using tax rates in effect as of each year end, $13.7 million and $2.4 million of deferred tax assets were created during the years ended January 1, 2022 and January 2, 2021, respectively, when LP Units were exchanged for shares of Class A common stock.

Each year, we update our estimate as to when TRA payments will be made. The timing and cash tax savings of those payments can cause variations in the future value of TRA tax attributes. As noted above, when payments are made under the TRA, a portion of the payment made will be characterized as imputed interest under IRS regulations. We also updated our estimate of the state income tax rate that will be in effect at the date the TRA payments are made. As a result of our updated state income tax rate, and the variance in TRA tax attributes noted above, we have decreased our TRA liability $6.8 million and increased by $7.6 million as of January 1, 2022 and January 2, 2021, respectively.

Our TRA liability as of January 1, 2022 and January 2, 2021 was $326.5 million and $321.7 million, respectively.

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 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 an assumed tax rate equal to the highest effective marginal combined U.S. federal, state and local income tax rate applicable to a corporate resident in New York, New York.

For the years ended January 1, 2022 and January 2, 2021, Summit Holdings did not pay any tax distributions to holders of its LP Units, other than Summit Inc.

C Corporation Subsidiaries — The effective income tax rate for the C corporations differ from the statutory federal rate primarily due to (1) tax depletion expense (benefit) in excess of the expense recorded under U.S. GAAP, (2) state income taxes and the effect of graduated tax rates, (3) differences between book and tax basis for divested businesses, (4) various other items such as limitations on meals and entertainment and other costs and (5) unrecognized tax benefits. The effective income tax rate for the Canadian subsidiary is not significantly different from its historical effective tax rate.

No material interest or penalties were recognized in income tax expense during the years ended January 1, 2022, January 2, 2021 or December 28, 2019. Tax years from 2015 to 2019 remain open and subject to audit by federal, Canadian, and state tax authorities.

(10) 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 income per share:  

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	2021		2020		2019
Net income attributable to Summit Inc.	$	152,184	$	137,967	$	59,066
Weighted average shares of Class A stock outstanding	117,436,234		114,014,749		112,204,067
Add: Nonvested restricted stock awards of retirement eligible shares	213,846		212,443		—
Weighted average basic shares outstanding	117,650,080		114,227,192		112,204,067
Basic earnings per share	$	1.29	$	1.21	$	0.53
Diluted net income attributable to Summit Inc.	$	152,184	$	137,967	$	59,066
Weighted average shares of Class A stock outstanding	117,436,234		114,014,749		112,204,067
Add: stock options	282,677		3,390		87,290
Add: warrants	17,674		—		4,206
Add: restricted stock units	816,966		520,871		342,620
Add: performance stock units	188,381		92,758		46,535
Weighted average dilutive shares outstanding	118,741,932		114,631,768		112,684,718
Diluted earnings per share	$	1.28	$	1.20	$	0.52

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

	2021	2020	2019
Antidilutive shares:
LP Units	1,867,853	3,060,248	3,372,706
Warrants	—	100,037	—

(11) Stockholders’ Equity

Our capital stock consists of 1.0 billion shares of $0.01 par value Class A common stock authorized, of which 118,705,108 shares were issued and outstanding as of January 1, 2022. We also have authorized 250 million shares of $0.01 par value Class B common stock, of which 99 shares were issued and outstanding as of January 1, 2022. The Class B common stock entitles holders thereof, who are also holders of LP Units, with a number of votes that is equal to the number of LP Units they hold. The Class B common stock does not participate in dividends and does not have any liquidation rights.

From time to time, limited partners of Summit Holdings exchange 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 28, 2019	113,309,385	3,249,657	116,559,042	97.2	%
Exchanges during period	376,487	(376,487)	—
Stock option exercises	54,517	—	54,517
Other equity transactions	650,206	—	650,206
Balance — January 2, 2021	114,390,595	2,873,170	117,263,765	97.5	%
Exchanges during period	1,559,164	(1,559,164)	—
Stock option exercises	1,745,940	—	1,745,940
Other equity transactions	1,009,409	—	1,009,409
Balance — January 1, 2022	118,705,108	1,314,006	120,019,114	98.9	%

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

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					Accumulated
			Foreign currency		other
	Change in		translation		comprehensive
	retirement plans		adjustments		income (loss)
Balance — December 28 , 2019	$	2,171	$	1,277	$	3,448
Postretirement liability adjustment, net of tax	(1,638)		—		(1,638)
Foreign currency translation adjustment, net of tax	—		3,393		3,393
Balance — January 2, 2021	$	533	$	4,670	$	5,203
Postretirement liability adjustment, net of tax	975		—		975
Foreign currency translation adjustment, net of tax	—		905		905
Balance — January 1, 2022	$	1,508	$	5,575	$	7,083

(12) Supplemental Cash Flow Information

Supplemental cash flow information for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was as follows:

	2021		2020		2019
Cash payments:
Interest	$	81,592	$	99,551	$	104,614
Payments for income taxes, net	7,580		1,754		(919)
Operating cash payments on operating leases	10,955		10,452		10,618
Operating cash payments on finance leases	2,162		3,132		3,051
Finance cash payments on finance leases	17,278		14,408		13,164
Non cash financing activities:
Right of use assets obtained in exchange for operating lease obligations	$	11,528	$	4,849	$	5,842
Right of use assets obtained in exchange for finance leases obligations	1,125		18,016		23,965
Exchange of LP Units to shares of Class A common stock	48,425		8,227		3,847

(13) Stock-Based Compensation

Prior to the IPO and related Reorganization, the capital structure of Summit Holdings consisted of six different classes of limited partnership units, each of which was subject to unique distribution rights. In connection with the IPO and the related Reorganization, the limited partnership agreement of Summit Holdings was amended and restated to, among other things, modify its capital structure by creating LP Units. Holders of the LP Units periodically exchange their LP Units for shares of Class A common Stock of Summit Inc.

Omnibus Incentive Plan

In 2015, our Board of Directors and stockholders adopted the Summit Materials, Inc. 2015 Omnibus Incentive Plan (the "Plan"), which allows for grants of equity-based awards in the form of stock options, stock appreciation rights, restricted stock and restricted stock units, performance units, and other stock-based awards. The Plan authorizes the issuance of up to 13,500,000 shares of Class A common stock in the form of restricted stock units and stock options.

At the May 2021 Annual Meeting, stockholders approved an increase to the number of shares of the Company’s Class A common stock that may be issued under the Plan by 4,000,000 shares of Class A common stock from the 13,500,000 shares of Class A common stock which were previously authorized for issuance to a total of 17,500,000, of which 7.9 million shares of Class A common stock were available for future grants as of January 1, 2022.

Employee Stock Purchase Plan

At the May 2021 Annual Meeting, stockholders approved the Summit Materials, Inc. 2021 Employee Stock Purchase Plan (the “ESPP”), which authorized 5,500,000 shares of Class A common stock for issuance under the ESPP. All eligible employees may voluntarily enroll to purchase the Company’s Class A common stock through payroll deductions at a price equal to 85% of the lower of the fair market values of the stock as of the beginning or the end of six-month offering periods.

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Compensation expense is measured as the discount the employee is entitled to upon purchase and is recognized over the offering period. As of January 1, 2022, 5.5 million shares of Class A common stock were reserved for future issuance through the ESPP.

Restricted Stock

Restricted Stock with Service-Based Vesting—Under the Plan, the Compensation Committee of the Board of Directors (the “Compensation Committee”) has granted restricted stock to members of the Board of Directors, executive officers and other key employees. These awards contain service conditions associated with continued employment or service. The terms of the restricted stock provide voting and regular dividend rights to holders of the awards. Upon vesting, the restrictions on the restricted stock lapse and the shares are considered issued and outstanding for accounting purposes.

In each of 2021, 2020 and 2019, the Compensation Committee granted restricted stock to executives and key employees under the Plan as part of our annual equity award program, which vest over a two or three year period, subject to continued employment or service.  From time to time, the Compensation Committee grants restricted stock to newly hired or promoted employees or other employees who have achieved extraordinary personal performance objectives.

Further, in each of 2021, 2020 and 2019, the Compensation Committee granted 34,672, 42,736 and 65,144 shares, respectively, to non-employee members of the Board of Directors for their annual service as directors. These restricted stock grants vest over a one year period.

In measuring compensation expense associated with the grant of restricted stock, we use the fair value of the award, determined as the closing stock price for our Class A common stock on the date of grant. Compensation expense is recorded monthly over the vesting period of the award.

Restricted stock with Service- and Market-Condition-Based Vesting—In 2021, 2020 and 2019, the Compensation Committee granted restricted stock to certain members of our executive team as part of their annual compensation package. The restricted stock vests at the end of a three year performance period, based on our total stock return (“TSR”) ranking relative to companies in the S&P Building & Construction Select Industry Index, subject to continued employment.

Compensation expense is recorded monthly over the vesting period of the awards. The following table summarizes information for the equity awards granted in 2021:

	Options			Restricted Stock Units			Performance Stock Units			Warrants
		Weighted			Weighted			Weighted			Weighted
		average grant-		Number of	average grant-		Number of	average grant-			average grant-
	Number of	date fair value		restricted	date fair value		performance	date fair value		Number of	date fair value
	options	per unit		stock units	per unit		stock units	per unit		warrants	per unit
Beginning balance—January 2, 2021	2,038,473	$	9.16	2,134,951	$	18.64	428,875	$	28.64	100,037	$	18.00
Granted	—	—		727,655	28.91		129,060	47.34		—	—
Forfeited/ Canceled	—	—		(360,349)	19.06		(147,578)	36.10		—	—
Exercised	(1,745,940)	9.30		—	—		—	—		(68,518)	18.00
Vested	—	—		(1,020,265)	19.82		—	—		—	—
Balance—January 1, 2022	292,533	$	9.22	1,481,992	$	22.76	410,357	$	31.84	31,519	$	18.00

The fair value of the time-vesting options granted was estimated as of the grant date using the Black-Scholes-Merton model, which requires the input of subjective assumptions, including the expected volatility and the expected term. No options to purchase common stock were granted in 2021, 2020 and 2019. The fair value of the performance stock units granted was estimated as of the grant date using Monte Carlo simulations, which requires the input of subjective assumptions, including the expected volatility and the expected term.

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	Performance Stock Units
	2021	2020	2019
Risk-free interest rate	0.29%	0.85%	2.49%
Dividend yield	N/A	N/A	N/A
Volatility	70%	39%	36%
Expected term	3 years	3 years	3 years

The risk-free rate is based on the yield at the date of grant of a U.S. Treasury security with a maturity period approximating the expected term. As Summit Holdings has not historically and does not plan to issue regular dividends, a dividend yield of zero was used. The volatility assumption is based on reported data of a peer group of publicly traded companies for which historical information was available adjusted for the Company’s capital structure. The expected term is based on expectations about future exercises and represents the period of time that the units granted are expected to be outstanding.

Compensation expense for time-vesting interests granted is based on the grant date fair value. The Company recognizes compensation costs on a straight-line basis over the service period, which is generally the vesting period of the award. Forfeitures are recognized as they occur. Share-based compensation expense, which is recognized in general and administrative expenses, totaled $19.7 million, $28.9 million and $20.4 million in the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. As of January 1, 2022, unrecognized compensation cost totaled $21.7 million. The weighted average remaining contractual term over which the unrecognized compensation cost is to be recognized is 1.8 years as of year-end 2021.

As of January 1, 2022, the intrinsic value of outstanding options, restricted stock units and performance stock units was $6.0 million, $59.5 million and $16.5 million, respectively, and the remaining contractual term was 3.9 years, 0.8 years and 1.1 years, respectively. The weighted average strike price of 0.3 million exercisable stock options outstanding as of January 1, 2022 was $19.75 per share.

(14) Employee Benefit Plans

Defined Contribution Plan—The Company sponsors employee 401(k) savings plans for its employees, including certain union employees. The plans provide for various required and discretionary Company matches of employees’ eligible compensation contributed to the plans. The expense for the defined contribution plans was $10.9 million, $12.1 million and $11.7 million for the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively.

Defined Benefit and Other Postretirement Benefits Plans—The Company’s subsidiary, Continental Cement, sponsors two noncontributory defined benefit pension plans for hourly and salaried employees. The plans are closed to new participants and benefits are frozen. Pension benefits for eligible hourly employees are based on a monthly pension factor for each year of credited service. Pension benefits for eligible salaried employees are generally based on years of service and average eligible compensation. Continental Cement also sponsors two unfunded healthcare and life insurance benefits plans for certain eligible retired employees.

The funded status of the pension and other postretirement benefit plans is recognized in the consolidated balance sheets as the difference between the fair value of plan assets and the benefit obligations. For defined benefit pension plans, the benefit obligation is the projected benefit obligation (“PBO”) and for the healthcare and life insurance benefits plans, the benefit obligation is the accumulated postretirement benefit obligation (“APBO”). The PBO represents the actuarial present value of benefits expected to be paid upon retirement based on estimated future compensation levels. However, since the plans’ participants are not subject to future compensation increases, the plans’ PBO equals the accumulated benefit obligation (“ABO”). The APBO represents the actuarial present value of postretirement benefits attributed to employee services already rendered. The fair value of plan assets represents the current market value of assets held by an irrevocable trust fund for the sole benefit of participants. The measurement of the benefit obligations is based on the Company’s estimates and actuarial valuations. These valuations reflect the terms of the plan and use participant-specific information, such as compensation, age and years of service, as well as certain assumptions that require significant judgment, including estimates of discount rates, expected return on plan assets, rate of compensation increases, interest-crediting rates and mortality rates.

The Company uses December 31 as the measurement date for its defined benefit pension and other postretirement benefit plans.

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Obligations and Funded Status—The following information is as of January 1, 2022 and January 2, 2021 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021				2020
	Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.
Change in benefit obligations:
Beginning of period	$	27,827	$	9,229	$	26,181	$	9,090
Service cost	58		194		71		176
Interest cost	550		189		733		242
Actuarial (gain) loss	(1,594)		1,143		2,425		676
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	25,266	$	9,790	$	27,827	$	9,229
Change in fair value of plan assets:
Beginning of period	$	19,058	$	—	$	18,242	$	—
Actual return on plan assets	1,304		—		1,916		—
Employer contributions	1,217		965		483		955
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	20,004	$	—	$	19,058	$	—
Funded status of plans	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Current liabilities	$	—	$	(723)	$	—	$	(636)
Noncurrent liabilities	(5,262)		(9,067)		(8,769)		(8,593)
Liability recognized	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Amounts recognized in accumulated other comprehensive income:
Net actuarial (gain) loss	$	8,261	$	3,591	$	10,689	$	2,707
Prior service cost	—		(1,449)		—		(1,690)
Total amount recognized	$	8,261	$	2,142	$	10,689	$	1,017

The amount recognized in accumulated other comprehensive income (“AOCI”) is the actuarial loss (credit) and prior service cost, which has not yet been recognized in periodic benefit cost.

	2021				2020				2019
	Pension		Healthcare		Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.		benefits		& Life Ins.
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	$	(2,000)	$	1,143	$	1,728	$	675	$	1,760	$	165
Amortization of prior year service cost	—		241		—		241		—		241
Amortization of gain	(428)		(259)		(326)		(89)		(202)		(39)
Total amount recognized	$	(2,428)	$	1,125	$	1,402	$	827	$	1,558	$	367

Components of net periodic benefit cost:
Service cost	$	58	$	194	$	71	$	176	$	60	$	166
Interest cost	550		189		733		242		928		321
Amortization of gain	428		259		326		89		202		39
Expected return on plan assets	(898)		—		(1,221)		—		(1,244)		—
Amortization of prior service credit	—		(241)		—		(241)		—		(241)
Net periodic (expense) benefit cost	$	138	$	401	$	(91)	$	266	$	(54)	$	285

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Assumptions—Weighted-average assumptions used to determine the benefit obligations as of year-end 2021 and 2020 are:

	2021		2020
		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	2.49% - 2.70%	2.30% - 2.50%	1.84% - 2.14%	1.80% - 1.82%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A

Weighted-average assumptions used to determine net periodic benefit cost for years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021		2020		2019
		Healthcare		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	1.84% - 2.14%	1.82% - 2.50%	2.78% - 2.96%	2.73% - 2.79%	3.90% - 4.02%	3.87% - 3.91%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A	7.00%	N/A

The expected long-term return on plan assets is based upon the Plans’ consideration of historical and forward-looking returns and the Company’s estimation of what a portfolio, with the target allocation described below, will earn over a long-term horizon. The discount rate is derived using the FTSE Pension Discount Curve.

Assumed health care cost trend rates were 8.0% as of year-end 2021 and 2020, grading to an ultimate trend rate of 4.5% in 2035. Assumed health care cost trend rates have a significant effect on the amounts reported for the Company’s healthcare and life insurance benefits plans.

Plan Assets—The defined benefit pension plans’ (the “Plans”) investment strategy is to minimize investment risk while generating acceptable returns. The Plans currently invest a relatively high proportion of the plan assets in fixed income securities, while the remainder is invested in equity securities, cash reserves and precious metals. The equity securities are diversified into funds with growth and value investment strategies. The target allocation for plan assets is as follows: equity securities—30%; fixed income securities—63%; cash reserves—5%; and precious metals—2%. The Plans’ current investment allocations are within the tolerance of the target allocation. The Company had no Level 3 investments as of or for the years ended January 1, 2022 and January 2, 2021.

At year-end 2021 and 2020, the Plans’ assets were invested predominantly in fixed-income securities and publicly traded equities, but may invest in other asset classes in the future subject to the parameters of the investment policy. The Plans’ investments in fixed-income assets include U.S. Treasury and U.S. agency securities and corporate bonds. The Plans’ investments in equity assets include U.S. and international securities and equity funds. The Company estimates the fair value of the Plans’ assets using various valuation techniques and, to the extent available, quoted market prices in active markets or observable market inputs. The descriptions and fair value methodologies for the Plans’ assets are as follows:

Fixed Income Securities—Corporate and government bonds are classified as Level 2 assets, as they are either valued at quoted market prices from observable pricing sources at the reporting date or valued based upon comparable securities with similar yields and credit ratings.

Equity Securities—Equity securities are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets.

Cash—The carrying amounts of cash approximate fair value due to the short-term maturity.

Precious Metals—Precious metals are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets.

The fair value of the Plans’ assets by asset class and fair value hierarchy level as of January 1, 2022 and January 2, 2021 are as follows:

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	2021
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,412	$	3,412	$	—
Intermediate—corporate	4,424		—		4,424
Short-term—government	1,727		1,727		—
Short-term—corporate	79		—		79
International	821		—		821
Equity securities:
U.S. Large cap value	1,912		1,912		—
U.S. Large cap growth	1,330		1,330		—
U.S. Mid cap value	750		750		—
U.S. Mid cap growth	526		526		—
U.S. Small cap value	730		730		—
U.S. Small cap growth	491		491		—
International	1,188		396		792
Emerging Markets	374		374		—
Commodities Broad Basket	1,058		202		856
Cash	1,182		1,182		—
Total	$	20,004	$	13,032	$	6,972

	2020
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,294	$	3,294	$	—
Intermediate—corporate	3,218		—		3,218
Short-term—government	705		705		—
Short-term—corporate	448		—		448
International	1,086		—		1,086
Equity securities:
U.S. Large cap value	1,516		1,516		—
U.S. Large cap growth	1,483		1,483		—
U.S. Mid cap value	631		631		—
U.S. Mid cap growth	619		619		—
U.S. Small cap value	663		663		—
U.S. Small cap growth	650		650		—
International	1,227		407		820
Emerging Markets	409		409		—
Commodities Broad Basket	1,002		182		820
Cash	2,107		2,107		—
Total	$	19,058	$	12,666	$	6,392

Cash Flows—The Company expects to contribute approximately $0.8 million and $0.7 million in 2022 to its pension plans and to its healthcare and life insurance benefits plans, respectively.

The estimated benefit payments for each of the next five years and the five-year period thereafter are as follows:

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	Pension		Healthcare and Life
	benefits		Insurance Benefits
2022	$	1,693	$	723
2023	1,695		716
2024	1,655		720
2025	1,615		730
2026	1,595		736
2027 - 2031	7,371		3,560

Multiemployer Pension Plans— In 2018, through an acquisition, the Company assumed an obligation to contribute to a number of multiemployer defined benefit pension plans under the terms of collective-bargaining agreements that cover its union-represented employees. The risks of participating in multiemployer pension plans are different from single-employer plans. Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. If a participating employer ceases contributing to the plan, the unfunded obligations of the plan are the responsibility of the remaining participating employers.

The Company's participation in these plans for the annual period ended December 31, 2021, is outlined in the table below. The ''EIN/Pension Plan Number" column provides the Employer Identification Number (EIN) and the three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 2021 and 2020 is for the plan 's year end at December 31, 2021, and December 31, 2020, respectively. The zone status is based on information the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded and plans in the green zone are at least 80% funded. The "FIP/RP Status Pending/Implemented" column indicates plans for which a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented. The "Surcharge Imposed" column indicates whether a surcharge has been imposed on contributions to the plan. The last column lists the expiration date(s) of the collective-bargaining agreement(s) to which the plans are subject. There have been no significant changes that affect the comparability of 2021 and 2020 contributions.

										Expiration Date of
		Pension Protection Act		FIP/RP Status	Contributions of Company					Collective-
Pension	EIN/ Pension	Zone Status		Pending/	($ in thousands)				Surcharge	Bargaining
Trust Fund	Plan Number	2021	2020	Implemented	2021		2020		Imposed	Agreement
Construction Industry Laborers Pension Fund	43-6060737/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	$	107	$	100	No	3/31/2026
Operating Engineers Local 101 Pension Plan	43-6059213/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	19		20		No	3/31/2026
Total Contributions					$	126	$	120

The Company was not listed as providing more than 5% of the total contributions for the Operating Engineers Local 101 Pension Plan or the Construction Industry Laborers Pension Fund for the plan years 2021 and 2020 per the plans' Forms 5500. As of the date of the filing of this annual report on Form 10-K, Forms 5500 were not available for the plan year ending December 31, 2021.

(15) Accrued Mining and Landfill Reclamation

The Company has asset retirement obligations arising from regulatory or contractual requirements to perform certain reclamation activities at the time that certain quarries and landfills are closed, which are primarily included in other noncurrent liabilities on the consolidated balance sheets. The current portion of the liabilities, $7.4 million and $10.0 million as of January 1, 2022 and January 2, 2021, respectively, is included in accrued expenses on the consolidated balance sheets. The total undiscounted anticipated costs for site reclamation as of January 1, 2022 and January 2, 2021 were $112.4 million and $112.8 million, respectively. The liabilities were initially measured at fair value and are subsequently adjusted for accretion expense, payments and changes in the amount or timing of the estimated cash flows. The corresponding asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset and depreciated over the asset’s remaining useful

93

life. The following table presents the activity for the asset retirement obligations for the years ended January 1, 2022 and January 2, 2021: 

	2021		2020
Beginning balance	$	43,603	$	36,676
Acquired obligations	337		861
Change in cost estimate	1,427		6,523
Settlement of reclamation obligations	(3,240)		(3,095)
Accretion expense	2,924		2,638
Ending balance	$	45,051	$	43,603

(16) 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 current pending or threatened claims and litigation will not have a material effect on the Company’s consolidated financial position, results of operations or liquidity. The Company records legal fees as incurred.

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 currently not able to predict the ultimate outcome or cost of the investigation.

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.

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.

(17) Leases

We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements we have entered into or reassessed, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of ASU No. 2016-2, Leases (Topic 842). Assets acquired under finance leases are included in property, plant and equipment.

Many of our leases include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows:

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	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

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The Company has lease agreements associated with quarry facilities under which royalty payments are made. The payments are generally based on tons sold in a particular period; however, certain agreements have minimum annual payments. Royalty expense recorded in cost of revenue during the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $34.8 million, $29.2 million and $24.3 million, respectively. Minimum contractual commitments for the subsequent five years under royalty agreements are as follows:

	Royalty
	Agreements
2022	$	10,975
2023	10,954
2024	10,466
2025	10,158
2026	9,100

(18) Fair Value of Financial Instruments

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 fair value of contingent consideration as of January 1, 2022 and January 2, 2021 was: 

	2021		2020
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	129	$	654
Acquisition-related liabilities and Other noncurrent liabilities:
Contingent consideration	$	1,239	$	1,209

The fair value accounting guidance establishes the following fair value hierarchy that prioritizes the inputs used to measure fair value:

Level  1 —  Quoted prices in active markets for identical assets and liabilities.

Level 2 —  Observable inputs, other than quoted prices, for similar assets or liabilities in active markets.

Level 3 —  Unobservable inputs, which includes the use of valuation models.

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 January 1, 2022 and January 2, 2021 were: 

	January 1, 2022				January 2, 2021
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 1
Long-term debt(1)	$	1,653,085	$	1,609,298	$	1,971,087	$	1,915,425
Level 3
Current portion of deferred consideration and noncompete obligations(2)	12,981		12,981		9,611		9,611
Long term portion of deferred consideration and noncompete obligations(3)	32,130		32,130		11,037		11,037

_____________________

(1)$6.4 million was included in current portion of debt as of January 1, 2022 and January 2, 2021.

(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.

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Level 1 fair values are used to value investments in publicly-traded entities and assumed obligations for publicly-traded long-term debt.

Level 2 fair values are typically used to value acquired receivables, inventories, machinery and equipment, land, buildings, deferred income tax assets and liabilities, liabilities for asset retirement obligations, environmental remediation and compliance obligations. Additionally, Level 2 fair values are typically used to value assumed contracts at other-than-market rates.

Level 3 fair values are used to value acquired mineral reserves and leased mineral interests and other identifiable intangible assets. The fair values of mineral reserves and leased mineral interests are determined using an excess earnings approach, which requires management to estimate future cash flows. The estimate of future cash flows is based on available historical information and forecasts determined by management, but is inherently uncertain. Key assumptions in estimating future cash flows include sales price, volumes and expected profit margins, net of capital requirements. The present value of the projected net cash flows represents the fair value assigned to mineral reserves and mineral interests. The discount rate is a significant assumption used in the valuation model and is based on the required rate of return that a hypothetical market participant would assume if purchasing the acquired business.

The Level 3 fair values of contingent consideration were based on projected probability-weighted cash payments and a 9.5% 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. There were no material adjustments to the fair value of contingent consideration in 2021 or 2020. The fair values of the deferred consideration and noncompete obligations were determined based on 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.

(19) 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, the Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of its 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 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019: 

	2021		2020		2019
Revenue*:
West	$	1,262,061	$	1,262,196	$	1,122,338
East	849,374		799,633		809,098
Cement	298,234		270,622		290,704
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

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	2021		2020		2019
Income from operations before taxes	$	198,637	$	129,055	$	78,224
Interest expense	92,240		103,595		116,509
Depreciation, depletion and amortization	226,442		218,682		214,886
Accretion	2,924		2,638		2,216
Loss on debt financings	6,016		4,064		14,565
Tax receivable agreement benefit	(6,779)		(7,559)		16,237
Gain on sale of businesses	(20,011)		—		—
Non-cash compensation	19,705		28,857		20,403
Other	908		2,957		(3,800)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240
Total Adjusted EBITDA by Segment:
West	$	271,560	$	271,052	$	204,868
East	181,483		162,275		187,625
Cement	117,159		92,956		103,438
Corporate and other	(50,120)		(43,994)		(36,691)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240

	2021		2020		2019
Purchases of property, plant and equipment
West	$	94,056	$	67,500	$	71,397
East	89,727		92,528		77,894
Cement	26,962		15,071		25,691
Total reportable segments	210,745		175,099		174,982
Corporate and other	1,237		2,150		2,513
Total purchases of property, plant and equipment	$	211,982	$	177,249	$	177,495

	2021		2020		2019
Depreciation, depletion, amortization and accretion:
West	$	99,470	$	93,866	$	93,256
East	86,623		86,205		81,403
Cement	39,024		37,267		38,447
Total reportable segments	225,117		217,338		213,106
Corporate and other	4,249		3,982		3,996
Total depreciation, depletion, amortization and accretion	$	229,366	$	221,320	$	217,102

	2021		2020		2019
Total assets:
West	$	1,512,298	$	1,503,382	$	1,379,684
East	1,292,638		1,303,742		1,288,835
Cement	844,086		850,835		868,528
Total reportable segments	3,649,022		3,657,959		3,537,047
Corporate and other	590,103		650,052		530,509
Total	$	4,239,125	$	4,308,011	$	4,067,556

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SUMMIT MATERIALS, LLC AND SUBSIDIARIES

CONSOLIDATED FINANCIAL STATEMENTS

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

ITEM 9.    CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE.

None.

ITEM  9A.    CONTROLS AND PROCEDURES.

Disclosure Controls and Procedures

Summit Inc. and Summit LLC maintain 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 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 and 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 Inc.’s and Summit LLC’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 January 1, 2022. Based upon that evaluation, Summit Inc.’s and Summit LLC’s Chief Executive Officer and Chief Financial Officer concluded that, as of January 1, 2022, Summit Inc.’s and Summit LLC’s disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

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Management’s Report on Internal Control Over Financial Reporting

The Stockholders of Summit Materials, Inc.:

The management of Summit Materials, Inc. and Summit Materials, LLC is responsible for establishing and maintaining adequate internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our internal control system was designed to provide reasonable assurance to our management and board of directors regarding the preparation and fair presentation of published financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

Our management evaluated the effectiveness of our internal control over financial reporting as of January 1, 2022. In making this evaluation, we used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission (COSO) in Internal Control – Integrated Framework (2013). Based on our evaluation we believe that, as of January 1, 2022 our internal control over financial reporting is effective based on those criteria.

KPMG LLP has issued an audit report on the effectiveness of Summit Materials, Inc.’s internal control over financial reporting. The KPMG LLP report immediately follows this report. This annual report does not include an attestation report of Summit Materials, LLC’s independent registered public accounting firm regarding internal control over financial reporting. Management’s report was not subject to attestation by Summit Materials, LLC’s registered public accounting firm pursuant to rules of the Securities and Exchange Commission applicable to “non-accelerated filers.”  

/s/ Anne P. Noonan	/s/ Brian J. Harris
Chief Executive Officer	Chief Financial Officer

100

Report of Independent Registered Public Accounting Firm

To the Stockholders and Board of Directors

Summit Materials, Inc.:

Opinion on Internal Control Over Financial Reporting

We have audited Summit Materials, Inc. and subsidiaries' (the Company) internal control over financial reporting as of January 1, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of January 1, 2022, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of January 1, 2022 and January 2, 2021, the related consolidated statements of operations, comprehensive income, cash flows, and changes in stockholders’ equity for each of the fiscal years in the three-year period ended January 1, 2022, and the related notes (collectively, the consolidated financial statements), and our report dated February 24, 2022 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanying Management's Report on Internal Control Over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed 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. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

	/s/ KPMG LLP
Denver, Colorado
February 24, 2022

101

Changes in Internal Control over Financial Reporting

There was no change in Summit Materials, Inc.’s or Summit Materials, LLC’s internal control over financial reporting that occurred during their last fiscal quarter that has materially affected, or is reasonably likely to materially affect, their internal control over financial reporting.

ITEM  9B.    OTHER INFORMATION.

None.

ITEM  9C.    DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS

Not applicable.

PART III  

ITEM 10.     DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

The information required by this item is incorporated by reference to our definitive proxy statement with respect to the 2022 annual meeting of stockholders to be filed with the SEC within 120 days of the fiscal year ended January 1, 2022 (the “2022 Proxy Statement”), except that certain information regarding our executive officers called for by Item 401(b) and (e) of Regulation S-K has been included in Part 1 of this Annual Report on Form 10-K.

ITEM 11.     EXECUTIVE COMPENSATION

The information set forth under the heading “Our Pay” in our 2022 Proxy Statement is incorporated herein by reference.

ITEM 12.     SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS.

The information required to be set forth herein pursuant to Item 403 of Regulation S–K is included in the section entitled “Our Stockholders—Holdings of Major Stockholders” in our 2022 Proxy Statement is incorporated herein by reference. The information regarding certain Company equity compensation plans called for by Item 201(d) of Regulation S–K is set forth below.

Securities Authorized for Issuance Under Equity Compensation Plans

	As of January 1, 2022
	Number of securities			Number of securities
	to be issued upon	Weighted-average		remaining available
	exercise of	exercise price of		for future issuance
	outstanding options	outstanding options		under equity
	and rights	and rights		compensation plans
Equity compensation plan approved by stockholders(1)	17,500,000	$	19.75	7,917,071

_______________________

(1)Relates only to the Omnibus Incentive Plan detailed below.

In connection with our IPO, the board of directors and our then sole voting stockholder adopted the Omnibus Incentive Plan under which 13,500,000 shares of common stock were reserved. At the May 2021 Annual Meeting, stockholders approved an increase to the number of shares of the Company’s Class A common stock that may be issued under the Plan by 4,000,000 shares of Class A common stock to a total of 17,500,000. The Omnibus Incentive Plan provides for the granting of stock options, stock appreciation rights, restricted stock, restricted stock units and other stock-based and performance compensation awards to eligible employees, officers, directors, consultants and advisors of the Company. If an award under the Omnibus Incentive Plan terminates, lapses or is settled without the payment of the full number of shares subject to the award, the undelivered shares may be granted again under the Omnibus Incentive Plan. As of January 1, 2022, there were no equity compensation plans not approved by stockholders of Summit Inc.

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ITEM 13.     CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE.

The information required to be set forth herein is included in the sections entitled “Certain Relationships and Related Person Transactions” in our 2022 Proxy Statement is incorporated herein by reference.

ITEM  14.    PRINCIPAL ACCOUNTANT FEES AND SERVICES.

The information provided under the heading “Item 3—Ratification of Appointment of KPMG” included in our 2022 Proxy Statement is incorporated herein by reference.

PART IV  

ITEM  15.    EXHIBITS AND FINANCIAL STATEMENT SCHEDULES.

1.    Financial statements:

Financial statements for Summit Inc. and Summit LLC are included under Item 8 of this report, which incorporates Exhibit 99.1 with respect to Summit LLC.

2.    Financial statement schedules:

Financial statement schedules are omitted because of the absence of conditions under which they are required or because the required information is provided in the financial statements or notes thereto.

3.    Exhibits:

2.1	Asset Purchase Agreement, dated as of April 16, 2015, among Continental Cement Company, L.L.C., Lafarge North America Inc., Summit Materials, LLC and Summit Materials Holdings L.P. (incorporated by reference to Exhibit 2.1 of Summit Materials, LLC’s Current Report on Form 8-K filed on April 17, 2015 (File No. 333-187556)).
2.2	Asset Purchase Agreement, dated as of April 16, 2015, among Continental Cement Company, L.L.C., Lafarge North America Inc., Summit Materials, LLC and Summit Materials Holdings L.P. (incorporated by reference to Exhibit 2.2 of Summit Materials, LLC’s Current Report on Form 8-K filed on April 17, 2015 (File No. 333-187556)).
3.1	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)).
3.2	Second Amended and Restated Limited Liability Company Agreement of Summit Materials, LLC (incorporated by reference to Exhibit 3.4 to the Registrants’ Quarterly Report on Form 10-Q filed on October 30, 2019 (File No. 001-36783)).
3.3	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 May 19, 2021 (File No. 001-36873)).
3.4	Amended and Restated By-Laws of Summit Materials, Inc. (incorporated by reference to Exhibit 3.3 to Summit Materials, Inc.’s Current Report on Form 8-K filed on May 19, 2021 (File No. 001-36873)).
4.1	Description of Registrant's Securities

4.2	Indenture, dated as of March 15, 2019, among Summit Materials, LLC as the Issuer, Summit Materials Finance Corp. as the Co-Issuer, the Guarantors named therein and Wilmington Trust, National Association, as trustee, (incorporated by reference to Exhibit 4.1 to the Registrants’ Current Report on Form 8-K, filed March 15, 2019 (File No. 001-36873)).
4.3	Form of 6.500% Senior Note due 2027 (included in Exhibit 4.4).
4.4	Indenture, dated as of August 11, 2020, by and among Summit Materials, LLC, Summit Materials Finance Corp., the subsidiary guarantors on the signature pages thereto and Wilmington Trust, National Association, as trustee, (incorporated by reference to Exhibit 4.1 to the Registrants’ Current Report on Form 8-K, filed August 11, 2020 (File No. 001-36873)).
4.5	Form of 5.25% Senior Note due 2029 (included in Exhibit 4.6).

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10.1	Fourth Amended and Restated Limited Partnership Agreement of Summit Materials Holdings L.P., dated as of March 11, 2015 (incorporated by reference to Exhibit 10.1 to Summit Materials, Inc.’s Current Report on Form 8-K filed on March 17, 2015 (File No. 001-36873)).
10.2	Tax Receivable Agreement, dated as of March 11, 2015, by and among Summit Materials, Inc. and each of the other persons from time to time party thereto (incorporated by reference to Exhibit 10.3 to Summit Materials, Inc.’s Current Report on Form 8-K filed on March 17, 2015 (File No. 001-36873)).
10.3	Exchange Agreement, dated as of March 11, 2015, among Summit Materials, Inc., Summit Holdings and the holders of LP Units from time to time party thereto (incorporated by reference to Exhibit 10.2 to Summit Materials, Inc.’s Current Report on Form 8-K filed on March 17, 2015 (File No. 001-36873)).
10.4	Amendment No. 1 to Exchange Agreement, dated as of August 4, 2015, among Summit Materials, Inc., Summit Holdings and the other parties identified on the signature pages thereto (incorporated by reference to Exhibit 10.1 to Summit Materials, LLC’s Quarterly Report on Form 10-Q filed on November 3, 2015 (File No. 333-187556)).
10.5+	Summit Materials, Inc. Amended and Restated 2015 Omnibus Incentive Plan (incorporated by reference to Exhibit 10.1 to Summit Materials, Inc.’s Current Report on Form 8-K filed on May 18, 2021 (File No. 001-36873)).
10.6+	Form of Restricted LP Unit Agreement (incorporated by reference to Exhibit 10.7 to Summit Materials, Inc.’s Amendment No. 1 to the Registration Statement on Form S-1, filed January 9, 2015 (File No. 333-201058)).
10.7+	Form of Stock Option Agreement (Leverage Restoration Options) (incorporated by reference to Exhibit 10.8 to Summit Materials, Inc.’s Amendment No. 1 to the Registration Statement on Form S-1, filed January 9, 2015 (File No. 333-201058)).
10.8+	Form of Restricted Stock Unit Award Notice and Agreement for Directors (incorporated by reference to Exhibit 10.1 to the Registrants’ Quarterly Report on Form 10-Q, filed May 4, 2016 (File No. 001-36873)).
10.9+	Form of Restricted Stock Unit Award Notice and Agreement for Executive Officers (incorporated by reference to Exhibit 10.2 to the Registrants’ Quarterly Report on Form 10-Q, filed May 4, 2016 (File No. 001-36873)).
10.10+	Form of Nonqualified Stock Option Award Notice and Agreement for Executive Officers (incorporated by reference to Exhibit 10.3 to the Registrants’ Quarterly Report on Form 10-Q, filed May 4, 2016 (File No. 001-36873)).
10.11+	Form of Performance Unit Award Notice and Agreement for Executive Officers (incorporated by reference to Exhibit 10.4 to the Registrants’ Quarterly Report on Form 10-Q, filed May 4, 2016 (File No. 001-36873)).
10.12+	Form of Director and Officer Indemnification Agreement (incorporated by reference to Exhibit 10.9 to Summit Materials, Inc.’s Amendment No. 1 to the Registration Statement on Form S-1, filed January 9, 2015 (File No. 333-201058)).

10.13	Credit Agreement, dated as of January 30, 2012, by and among Summit Materials, LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and Citigroup Global Markets Inc., as joint lead arrangers, Merrill Lynch, Pierce, Fenner & Smith Incorporated, Citigroup Global Markets Inc., UBS Securities LLC, Barclays Capital, Credit Suisse Securities (USA) LLC and Deutsche Bank Securities Inc., as joint bookrunners, Bank of America, N.A., as administrative agent, collateral agent and swing line lender, Bank of America, N.A., as letter of credit issuer, and Citigroup Global Markets Inc., as syndication agent (incorporated by reference to Exhibit 10.1 of Amendment No. 1 to Summit Materials, LLC’s Registration Statement on Form S-4, filed May 3, 2013 (File No. 333-187556)).
10.14	Amendment No. 1, dated as of February 5, 2013, to the Credit Agreement, dated as of January 30, 2012, by and among Summit Materials, LLC, Bank of America, N.A. as sole lead arranger, and Bank of America, N.A. and Citigroup Global Markets Inc., as joint bookrunners (incorporated by reference to Exhibit 10.2 of Summit Materials, LLC’s Registration Statement on Form S-4, filed March 27, 2013 (File No. 333-187556)).
10.15	Amendment No. 2, dated as of January 16, 2014, to the Credit Agreement, dated as of January 30, 2012, by and among Summit Materials, LLC, the guarantors party thereto, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the other parties thereto (incorporated by reference to Exhibit 10.1 to Summit Materials, LLC’s Current Report on Form 8-K, filed January 23, 2014 (File No. 333-187556)).
10.16	Amendment No. 3, dated as of March 11, 2015, to the Credit Agreement, dated as of January 30, 2012, by and among Summit Materials, LLC, the guarantors party thereto, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the other parties thereto (incorporated by reference to Exhibit 10.1 filed Summit Materials, LLC’s Current Report on Form 8-K, filed March 17, 2015 (File No. 333-187556)).
10.17	Tranche A Revolving Credit Commitment Conversion Agreement, dated as of February 11, 2013, under the Credit Agreement, dated as of January 30, 2012, among Summit Materials, LLC, the guarantors party thereto, the several banks and other financial institutions or entities from time to time parties to the Credit Agreement, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the other parties thereto (incorporated by reference to Exhibit 10.3 of Summit Materials, LLC’s Registration Statement on Form S-4, filed March 27, 2013 (File No. 333-187556)).

104

10.18	Security Agreement, dated as of January 30, 2012, by and among the grantors identified therein and Bank of America, N.A., as collateral agent (incorporated by reference to Exhibit 10.4 of Summit Materials, LLC’s Registration Statement on Form S-4, filed March 27, 2013 (File No. 333-187556)).
10.19	Restatement Agreement, providing for the Amended and Restated Credit Agreement, dated as of July 17, 2015, among Summit Materials, LLC, Summit Materials Intermediate Holdings, LLC, the subsidiary guarantors party thereto, the lenders party thereto and Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender (incorporated by reference to Exhibit 10.1 to Summit Materials, Inc.’s Current Report on Form 8-K filed on July 20, 2015 (File No. 001-36873)).
10.20	Amendment No. 1, dated as of January 19, 2017, to the Amended and Restated Credit Agreement, dated as of July 17, 2015, among Summit Materials, LLC, as the borrower, the guarantors party thereto, the several banks and other financial institutions or entities from time to time party thereto, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the other parties thereto (incorporated by reference to Exhibit 10.1 to the Registrants’ Current Report on Form 8-K, filed January 19, 2017 (File No. 001-36873)).
10.21	Amendment No. 2, dated as of November 21, 2017, to the Amended and Restated Credit Agreement, dated as of July 17, 2015, among Summit Materials, LLC, as the borrower, the guarantors party thereto, the several banks and other financial institutions or entities from time to time party thereto, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the other parties thereto (incorporated by reference to Exhibit 10.1 to the Registrants’ Current Report on Form 8-K filed on November 21, 2017 (File No. 001-36873)).

10.22	Amendment No. 3, dated as of May 22, 2018, to the Amended and Restated Credit Agreement, dated as of July 17, 2015 (as amended by Amendment No. 1, dated as of January 19, 2017 and Amendment No. 2, dated as of November 21, 2017), among Summit Materials, LLC, as the borrower, the guarantors party thereto, the several banks and other financial institutions or entities from time to time party thereto, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the other parties thereto (incorporated by reference to Exhibit 10.1 to the Registrants’ Current Report on Form 8-K, filed May 22, 2018).
10.23	Incremental Amendment No. 4, dated as of February 25, 2019, to the Amended and Restated Credit Agreement, dated as of July 17, 2015 (as amended by Amendment No. 1, dated as of January 19, 2017, Amendment No. 2, dated as of November 21, 2017, and Amendment No. 3, dated as of May 22, 2018), among Summit Materials, LLC, as the borrower, the guarantors party thereto, the several banks and other financial institutions or entities from time to time party thereto, Bank of America, N.A., as administrative agent, collateral agent, L/C issuer and swing line lender and the other parties thereto (incorporated by reference to Exhibit 10.1 to the Registrants’ Current Report on Form 8-K, filed February 25, 2019).
10.24+	Form of Management Interest Subscription Agreement for executive officers (incorporated by reference to Exhibit 10.8 to Summit Materials, LLC’s Annual Report on Form 10-K, filed March 7, 2014 (File No. 333-187556)).
10.25+	Form of Management Interest Subscription Agreement for directors (incorporated by reference to Exhibit 10.9 to Summit Materials, LLC’s Annual Report on Form 10-K, filed March 7, 2014 (File No. 333-187556)).
10.26+	Employment Agreement, dated as of December 3, 2013, between Summit Materials Holdings L.P. and Brian J. Harris (incorporated by reference to Exhibit 10.1 to Summit Materials, LLC’s current Quarterly Report on Form 8-K/A, filed December 4, 2013 (File No. 333-187556)).
10.27	Contribution and Purchase Agreement, dated December 18, 2014, between Summit Materials, Inc., Summit Materials Holdings L.P., Summit Materials Holdings GP, Ltd., and Summit Owner Holdco LLC, and Missouri Materials Company, L.L.C., J&J Midwest Group, L.L.C., R. Michael Johnson Family Limited Liability Company, and Thomas A. Beck Family, LLC, and Continental Cement Company, L.L.C (incorporated by reference to Exhibit 10.27 to Summit Materials, Inc.’s Registration Statement on Form S-1/A, filed on January 9, 2015 (File No. 333-201058)).
10.28+	Form of Warrant to Purchase Class A Common Stock (incorporated by reference to Exhibit 10.28 to Summit Materials, Inc.’s Amendment No. 3 to the Registration Statement on Form S-1, filed March 2, 2015 (File No. 333-201058)).
10.29+	Summit Materials, Inc. Executive Severance Plan (incorporated by reference to Exhibit 10.2 to Summit Materials, Inc.’s Current Report on Form 8-K filed on December 21, 2017 (File No. 001-36873).
10.30+	Omnibus Amendment to Participation Notice and Agreements Under the Summit Materials, Inc. Executive Severance Plan (incorporated by reference to Exhibit 10.3 to Summit Materials, Inc.’s Quarterly Report on Form 10-Q filed on August 5, 2021 (File No. 001-36873)).
10.31+	Summit Materials, Inc. Executive Severance Plan Form Participation Notice and Agreement (incorporated by reference to Exhibit 10.4 to Summit Materials, Inc.’s Quarterly Report on Form 10-Q filed on August 5, 2021 (File No. 001-36873)).
10.32+	Form of Restricted Stock Unit Award Notice and Agreement (incorporated by reference to Exhibit 10.1 to the Registrant’s Quarterly Report on Form 10-Q, filed October 28, 2020 (File No. 001-36873)).
10.33+	Form of Performance Unit Award Notice and Agreement (incorporated by reference to Exhibit 10.2 to the Registrant’s Quarterly Report on Form 10-Q, filed October 28, 2020 (File No. 001-36873)).

105

10.34+	Form of Special Executive Restricted Stock Unit Award Notice and Agreement (incorporated by reference to Exhibit 10.1 to the Registrants’ Current Report on Form 8-K, filed August 3, 2020 (File No. 001-36873)).
10.35+	Offer Letter, dated as of July 20, 2020, by and between Summit Materials, Inc. and Anne P. Noonan ((incorporated by reference to Exhibit 10.1 to the Summit Materials, Inc.’s Current Report on Form 8-K, filed July 21, 2020 (File No. 001-36873)).
10.36+	Form of Performance Unit Award Notice and Agreement for Executives (incorporated by reference to Exhibit 10.1 to Summit Materials, Inc.’s Quarterly Report on Form 10-Q, filed on May 11, 2011 (File No. 001-36873)).
10.37+	Form of Restricted Stock Unit Award Notice and Agreement for Executive Officers (incorporated by reference to Exhibit 10.2 to Summit Materials, Inc.’s Quarterly Report on Form 10-Q, filed on May 11, 2011 (File No. 001-36873)).
10.38+	Form of Restricted Stock Unit Award Notice and Agreement for Directors (incorporated by reference to Exhibit 10.3 to Summit Materials, Inc.’s Quarterly Report on Form 10-Q, filed on May 11, 2011 (File No. 001-36873)).
10.39+	Summit Materials, Inc. 2021 Employee Stock Purchase Plan (incorporated by reference to Exhibit 10.2 to Summit Materials, Inc.’s Current Report on Form 8-K filed on May 18, 2021 (File No. 001-36873)).

21*	Subsidiaries of Summit Materials, LLC and Summit Materials, Inc.
23.1*	Consent of KPMG LLP, Independent Registered Public Accounting Firm.
23.2*	Consent of Qualified Person.
31.1*	Summit Materials, Inc.’s Certification of the Chief Executive Officer pursuant to Rule 13a-14(a) or 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 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 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 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 Financial 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 Consolidated Financial Statements and Notes to Consolidated Financial Statements.
101.1NS*	Inline XBRL Instance Document
101.SCH*	Inline XBRL Taxonomy Extension Schema Document.
101.CAL*	Inline XBRL Taxonomy Extension Calculation Linkbase Document.
101.DEF*	Inline XBRL Taxonomy Extension Definition Linkbase Document.
101.LAB*	Inline XBRL Taxonomy Extension Label Linkbase Document.
101.PRE*	Inline XBRL Taxonomy Extension Presentation Linkbase Document.
104.1*	Cover Page Interactive Data File (embedded with the Inline XBRL document).

*        Filed herewith

**      Furnished herewith

+        Indicates management or compensating plan or arrangement

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.

106

ITEM  16.    FORM 10-K SUMMARY

None.

107

SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) 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:	February 24, 2022	By:	/s/ Anne P. Noonan
			Anne P. Noonan
			Chief Executive Officer
			(Principal Executive Officer)

Pursuant to the requirements of the Securities Act of 1934, this report has been signed by the following persons in the capacities indicated on the 24th day of February 2022.

Signature	Title
/s/     Anne P. Noonan	President and Chief Executive Officer; Director of Summit Materials, Inc. (Principal Executive Officer)
Anne P. Noonan
/s/    Brian J. Harris	Chief Financial Officer (Principal Financial and Accounting Officer)
Brian J. Harris
/s/     Joseph S. Cantie	Director of Summit Materials, Inc.
Joseph S. Cantie
/s/     Anne M. Cooney	Director of Summit Materials, Inc.
Anne M. Cooney
/s/     Susan A. Ellerbusch	Director of Summit Materials, Inc.
Susan A. Ellerbusch
/s/     Howard L. Lance	Director of Summit Materials, Inc.
Howard L. Lance
/s/    John R. Murphy	Director of Summit Materials, Inc.
John R. Murphy
/s/    Tamla Oates-Forney	Director of Summit Materials, Inc.
Tamla Oates-Forney
/s/    Anne K. Wade	Director of Summit Materials, Inc.
Anne K. Wade
/s/    Steven H. Wunning	Director of Summit Materials, Inc.
Steven H. Wunning

108

EX-4.1

DESCRIPTION OF REGISTRANT’S SECURITIES

REGISTERED PURSUANT TO SECTION 12 OF THE

SECURITIES EXCHANGE ACT OF 1934

The following is a brief description of the Class A common stock, par value $0.01 per shares (the “Class A common stock”) of Summit Materials, Inc. (the “Company”) which is the only security of the Company registered pursuant to Section 12 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). The following also contains a description of the Class B common stock, par value $0.01 per share (the “Class B common stock”) of the Company, which is not registered pursuant to Section 12 of the Exchange Act. Summit Materials, LLC does not have any class of securities registered pursuant to Section 12 of the Exchange Act. References herein to “Summit Inc.,” “Company,” “we,” “us,” “our” and “our company” herein refer to Summit Materials, Inc. and not to any of its subsidiaries.

The following description does not purport to be complete. It issubject to and qualified in its entirety by reference to our restated certificate of incorporation (our “certificate of incorporation”), and our second amended and restated by-laws (our “bylaws”), each of which is incorporated by reference as an exhibit to the Annual Report on Form 10-K of which this Exhibit is a part. We encourage you to read our certificate of incorporation, our bylaws and the applicable provisions of the General Corporation Law of the State of Delaware (the “DGCL”) for additional information.

Authorized Capital Shares

        Our authorized capital stock consists of 1,000,000,000 shares of Class A common stock, par value $0.01 per share, 250,000,000 shares of Class B common stock, par value $0.01 per share and 250,000,000 shares of preferred stock, par value $0.01 per share. Unless our board of directors determines otherwise, we will issue all shares of our capital stock in uncertificated form.

Common Stock

Class A Common Stock

        Holders of shares of our Class A common stock are entitled to one vote for each share held of record on all matters on which stockholders are entitled to vote generally, including the election or removal of directors elected by our stockholders generally. The holders of our Class A common stock do not have cumulative voting rights in the election of directors.

        Holders of shares of our Class A common stock are entitled to receive dividends when, as and if declared by our board of directors out of funds legally available therefor, subject to any statutory or contractual restrictions on the payment of dividends and to any restrictions on the payment of dividends imposed by the terms of any outstanding preferred stock.

        Upon our liquidation, dissolution or winding up and after payment in full of all amounts required to be paid to creditors and to the holders of preferred stock having liquidation preferences, if any, the holders of shares of our Class A common stock are entitled to receive pro rata our remaining assets available for distribution.

        The Class A common stock is not subject to further calls or assessments by us. Holders of shares of our Class A common stock do not have preemptive, subscription, redemption or conversion rights. There are no redemption or sinking fund provisions applicable to the Class A common stock. The rights, powers, preferences and privileges of

our Class A common stock are subject to those of the holders of any shares of our preferred stock or any other series or class of stock we may authorize and issue in the future.

Class B Common Stock

        The Class B common stock entitles each holder of Class B common stock, 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 number of limited partnership units of Summit Materials Holdings L.P. (“LP Units”) held by such holder. If at any time the ratio at which LP Units are exchangeable for shares of our Class A common stock changes from one-for-one, for example, as a result of a conversion rate adjustment for stock splits, stock dividends or reclassifications, the number of votes to which Class B common stockholders are entitled will be adjusted accordingly. The holders of our Class B common stock do not have cumulative voting rights in the election of directors.

        Holders of shares of our Class B common stock vote together with holders of our Class A common stock as a single class on all matters on which stockholders are entitled to vote generally, except as otherwise required by law.

        Holders of our Class B common stock do not have any right to receive dividends or to receive a distribution upon a liquidation, dissolution or winding up of Summit Inc.

        Any holder of Class B common stock that does not also hold LP Units is required to surrender any such shares of Class B common stock (including fractions thereof) to Summit Inc.

Preferred Stock

        Our certificate of incorporation authorizes our board of directors to establish one or more series of preferred stock (including convertible preferred stock). Unless required by law or by any stock exchange, and subject to the terms of our certificate of incorporation, the authorized shares of preferred stock will be available for issuance without further action by the holders of our Class A or Class B common stock. Our board of directors is authorized to determine, with respect to any series of preferred stock, the powers (including voting powers), preferences and relative, participating, optional or other special rights, and the qualifications, limitations or restrictions thereof.

        We could issue a series of preferred stock that could, depending on the terms of the series, impede or discourage an acquisition attempt or other transaction that some, or a majority, of the holders of our common stock might believe to be in their best interests or in which the holders of our common stock might receive a premium over the market price of the shares of our common stock. Additionally, the issuance of preferred stock may adversely affect the rights of holders of our common stock by restricting dividends on the common stock, diluting the voting power of the common stock or subordinating the rights of the common stock to distributions to the holders of preferred stock upon a liquidation, dissolution or winding up or other event. As a result of these or other factors, the issuance of preferred stock could have an adverse impact on the market price of our Class A common stock.

Dividends

        The DGCL permits the directors, subject to any restriction in the certificate of incorporation, to declare and pay dividends out of the corporation’s “surplus” or, if there is no “surplus,” out of its net profits for the fiscal year in which the dividend is declared and/or the preceding fiscal year. “Surplus” is defined as the excess of the net assets of the corporation over the amount determined to be the capital of the corporation. The capital of the corporation is typically an amount equal to (and cannot be less than) the aggregate par value of all issued shares of capital stock. Net assets is calculated to be the amount by which the fair value of the total assets of the corporation exceeds its

total liabilities, and capital and surplus are not liabilities for such purpose. The DGCL also provides that dividends may not be paid out of net profits if, after the payment of the dividend, the remaining capital would be less than the capital represented by the outstanding stock of all classes having a preference upon the distribution of assets. Declaration and payment of any dividend will be subject to the discretion of our board of directors.

Annual Stockholder Meetings

        Our bylaws provide that annual stockholder meetings will be held at a date, time and place, if any, as exclusively selected by our board of directors. To the extent permitted under applicable law, we may conduct meetings by remote communications, including by webcast.

Anti-Takeover Effects of Our Certificate of Incorporation and Bylaws and Certain Provisions of Delaware Law

        Our certificate of incorporation, bylaws and the DGCL contain provisions, which are summarized in the following paragraphs, that are intended to enhance the likelihood of continuity and stability in the composition of our board of directors. These provisions are intended to avoid costly takeover battles, reduce our vulnerability to a hostile or abusive change of control and enhance the ability of our board of directors to maximize stockholder value in connection with any unsolicited offer to acquire us. However, these provisions may have an anti-takeover effect and may delay, deter or prevent a merger or acquisition of the Company by means of a tender offer, a proxy contest or other takeover attempt that a stockholder might consider in its best interest, including those attempts that might result in a premium over the prevailing market price for the shares of Class A common stock held by stockholders.

Authorized but Unissued Capital Stock

        Delaware law does not require stockholder approval for any issuance of shares that are authorized and available for issuance. However, the listing requirements of the New York Stock Exchange (the “NYSE”), which would apply so long as our Class A common stock remains listed on the NYSE, require stockholder approval of certain issuances equal to or exceeding 20% of the then outstanding voting power of our capital stock or then outstanding number of shares of Class A common stock. These additional shares may be used for a variety of corporate purposes, including future public offerings, to raise additional capital or to facilitate acquisitions.

        Our board of directors may generally issue shares of one or more series of preferred stock on terms calculated to discourage, delay or prevent a change of control of our company or the removal of our management. Moreover, our authorized but unissued shares of preferred stock will be available for future issuances in one or more series without stockholder approval and could be utilized for a variety of corporate purposes, including future offerings to raise additional capital, to facilitate acquisitions and employee benefit plans.

        One of the effects of the existence of authorized and unissued and unreserved Class A common stock or preferred stock may be to enable our board of directors to issue shares to persons friendly to current management, which issuance could render more difficult or discourage an attempt to obtain control of our company by means of a merger, tender offer, proxy contest or otherwise, and thereby protect the continuity of our management and possibly deprive our stockholders of opportunities to sell their shares of Class A common stock at prices higher than prevailing market prices.

Director Elections

        Our certificate of incorporation provides that our board of directors is currently divided into three classes of directors, with the classes to be as nearly equal in number as possible, and with the directors serving three-year terms. The directors designated as Class I directors have terms expiring at the 2022 annual meeting of stockholders; the directors designated as Class II directors have terms expiring at the 2023 annual meeting of stockholders; and the directors designated as Class III directors have terms expiring at the 2024 annual meeting of stockholders. Commencing with the 2022 annual meeting of stockholders, directors for each class will be elected at the annual meeting of stockholders held in the year in which the term for that class expires, and thereafter each director will serve for a term of one year and until his or her successor is duly elected and qualified, or until his or her earlier resignation or removal. Consequently, by 2024, all of our directors will stand for election each year for one-year terms, and our board of directors will therefore no longer be divided into three classes.

Before the board of directors is declassified, it would take at least two elections of directors for any individual or group to gain control of our board of directors. Accordingly, while our classified board of directors is in effect , these provisions make it more difficult for stockholders to change the composition of our board of directors. Because our board of directors has the power to retain and discharge our officers, these provisions could also make it more difficult for existing stockholders or another party to effect a change in management. These provisions may also have the effect of deterring hostile takeovers or delaying or preventing changes in control of us or our management, such as a merger, reorganization or tender offer.

Our certificate of incorporation and bylaws provide that, subject to any rights of holders of preferred stock to elect additional directors under specified circumstances, the number of directors will be fixed from time to time exclusively pursuant to a resolution adopted by the board of directors with a maximum of 15 directors.

Business Combinations

As a Delaware corporation, we are subject to Section 203 of the DGCL, an anti-takeover statute. In

general, Section 203 of the DGCL prohibits a publicly held Delaware corporation from engaging in a “business

combination” with an “interested stockholder” for a period of three years following the time the person became an

interested stockholder, unless the business combination or the acquisition of shares that resulted in a stockholder

becoming an interested stockholder is approved in a prescribed manner. Generally, a “business combination”

includes a merger, asset or stock sale, or other transaction resulting in a financial benefit to the interested

stockholder. Generally, an “interested stockholder” is a person who, together with affiliates and associates, owns

(or within three years prior to the determination of interested stockholder status did own) 15% or more of a

corporation’s voting stock. The existence of this provision would be expected to have an anti-takeover effect with

respect to transactions not approved in advance by our board of directors, including discouraging attempts that might result in a premium over the market price for the shares of common stock held by our stockholders.

Removal of Directors; Vacancies and Newly Created Directorships

        Our certificate of incorporation provides that (i) any director elected for a term of more than one year may only be removed from office for cause, consistent with the DGCL requirements for classified boards; and (ii) any director elected for a one-year term or after our board of directors has been fully declassified, may be removed with or without cause. Removal requires the affirmative vote of holders of at least a majority in voting power of all then outstanding shares of stock entitled to vote thereon, voting together as a single class. In addition, our certificate of incorporation also provides that, subject to the rights granted to one or more series of preferred stock then outstanding, any vacancies on our board of directors will be filled only by the affirmative vote of a majority of the directors then in office, even if less than a quorum, by a sole remaining director or by the stockholders, and any

newly-created directorship on the board of directors that results from an increase in the number of directors and any vacancy occurring in the board of directors may only be filled by a majority of the directors then in office, although less than a quorum, or by a sole remaining director (and not by the stockholders).

No Cumulative Voting

        Under Delaware law, the right to vote cumulatively does not exist unless the certificate of incorporation specifically authorizes cumulative voting. Our certificate of incorporation does not authorize cumulative voting. Therefore, stockholders holding a majority in voting power of the shares of our stock entitled to vote generally in the election of directors will be able to elect all of our directors.

Special Stockholder Meetings

        Our certificate of incorporation provides that special meetings of our stockholders may be called at any time by or at the direction of the board of directors or the chairman of the board of directors. Our bylaws prohibit the conduct of any business at a special meeting other than as specified in the notice for such meeting. These provisions may have the effect of deterring, delaying or discouraging hostile takeovers, or changes in control or management of the Company.

Director Nominations and Stockholder Proposals

        Our bylaws establish advance notice procedures with respect to stockholder proposals and the nomination of candidates for election as directors, other than nominations made by or at the direction of the board of directors or a committee of the board of directors. In order for any matter to be “properly brought” before a meeting, a stockholder will have to comply with advance notice requirements and provide us with certain information. Generally, to be timely, a stockholder’s notice must be received at our principal executive offices not less than 90 days nor more than 120 days prior to the first anniversary date of the immediately preceding annual meeting of stockholders. Our bylaws also specify requirements as to the form and content of a stockholder’s notice. Our bylaws allow the chairman of the meeting at a meeting of the stockholders to adopt rules and regulations for the conduct of meetings which may have the effect of precluding the conduct of certain business at a meeting if the rules and regulations are not followed. These provisions may also defer, delay or discourage a potential acquirer from conducting a solicitation of proxies to elect the acquirer’s own slate of directors or otherwise attempting to influence or obtain control of the Company.

Stockholder Action by Written Consent

        Our certificate of incorporation precludes stockholder action by written consent; provided, however, that any action required or permitted to be taken by the holders of preferred stock, voting separately as a series or separately as a class with one or more other such series, may be taken without a meeting, without prior notice and without a vote, to the extent expressly so provided by the applicable certificate of designation relating to such series of preferred stock.

Other Voting Provisions

        Our certificate of incorporation and bylaws provide that the board of directors is expressly authorized to make, alter, amend, change, add to, rescind or repeal, in whole or in part, our bylaws without a stockholder vote in any matter not inconsistent with the laws of the State of Delaware or our certificate of incorporation. Any amendment, alteration, rescission or repeal of our bylaws by our stockholders requires the affirmative vote of the holders of at a

majority in voting power of all the then outstanding shares of our stock entitled to vote thereon, voting together as a single class.

        The DGCL provides generally that the affirmative vote of a majority of the outstanding shares entitled to vote thereon, voting together as a single class, is required to amend a corporation’s certificate of incorporation,

unless a different or minimum vote is required by our certificate of incorporation, our

bylaws, the rules or regulations of any stock exchange applicable to the Company, or any

law or regulation applicable to the Company or its securities, in which case such different or minimum vote shall

be the applicable vote on the matter.

Dissenters’ Rights of Appraisal and Payment

        Under the DGCL, with certain exceptions, our stockholders will have appraisal rights in connection with a merger or consolidation in which we are a constituent entity. Pursuant to the DGCL, stockholders who properly request and perfect appraisal rights in connection with such merger or consolidation will have the right to receive payment of the fair value of their shares as determined by the Delaware Court of Chancery.

Stockholders’ Derivative Actions

        Under the DGCL, any of our stockholders may bring an action in our name to procure a judgment in our favor, also known as a derivative action, provided that the stockholder bringing the action is a holder of our shares at the time of the transaction to which the action relates or such stockholder’s stock thereafter devolved by operation of law. To bring such an action, the stockholder must otherwise company with Delaware law regarding derivative actions.

Exclusive Forum

        Our certificate of incorporation provides that unless we consent in writing to the selection of an alternative forum, the Court of Chancery of the State of Delaware shall, to the fullest extent permitted by law, be the sole and exclusive forum for any (i) derivative action or proceeding brought on behalf of our company, (ii) action asserting a claim of breach of a fiduciary duty owed by any current or former director, officer, employee or stockholder of our company to our company or our company’s stockholders, (iii) action asserting a claim against our company or any current or former director, officer, employee or stockholder of our company arising pursuant to any provision of the DGCL or our certificate of incorporation or our bylaws, or (iv) action asserting a claim against our company governed by the internal affairs doctrine or the law of the State of Delaware. Any person or entity purchasing or otherwise acquiring any interest in shares of capital stock of our company shall be deemed to have notice of and consented to the forum provisions in our certificate of incorporation. However, it is possible that a court could find our forum selection provision to be inapplicable or unenforceable.

Further, our certificate of incorporation provides that unless we consent in writing to the selection of an alternative forum, to the fullest extent permitted by law, the federal district courts of the United States of America shall be the exclusive forum for the resolution of any complaint asserting a cause of action arising under the federal securities laws of the United States of America.

Conflicts of Interest

Delaware law permits corporations to adopt provisions renouncing any interest or expectancy in certain opportunities that are presented to the corporation or its officers, directors or stockholders. Our certificate of

incorporation, to the maximum extent permitted from time to time by Delaware law, renounces any interest or expectancy that we have in, or right to be offered an opportunity to participate in, specified business opportunities that are from time to time presented to our officers, directors or stockholders or their respective affiliates, other than those officers, directors, stockholders or affiliates who are our or our subsidiaries’ employees. Our certificate of incorporation provides that, to the fullest extent permitted by law, no director who is not employed by us (including any non-employee director who serves as one of our officers in both his director and officer capacities) or his or her affiliates will have any duty to refrain from (i) engaging in a corporate opportunity in the same or similar lines of business in which we or our affiliates now engage or propose to engage or (ii) otherwise competing with us or our affiliates. In addition, to the fullest extent permitted by law, in the event that any non-employee director acquires knowledge of a potential transaction or other business opportunity which may be a corporate opportunity for itself or himself or its or his affiliates or for us or our affiliates, such person will have no duty to communicate or offer such transaction or business opportunity to us or any of our affiliates and they may take any such opportunity for themselves or offer it to another person or entity. Our certificate of incorporation does not renounce our interest in any business opportunity that is expressly offered to a non-employee director solely in his or her capacity as a director or officer of the Company. To the fullest extent permitted by law, no business opportunity will be deemed to be a potential corporate opportunity for us unless we would be permitted to undertake the opportunity under our certificate of incorporation, we have sufficient financial resources to undertake the opportunity and the opportunity would be in line with our business.

Limitations on Liability and Indemnification of Officers and Directors

        The DGCL authorizes corporations to limit or eliminate the personal liability of directors to corporations and their stockholders for monetary damages for breaches of directors’ fiduciary duties, subject to certain exceptions. Our certificate of incorporation includes a provision that eliminates the personal liability of directors for monetary damages to the corporation or its stockholders for any breach of fiduciary duty as a director, except to the extent such exemption from liability or limitation thereof is not permitted under the DGCL. The effect of these provisions is to eliminate the rights of us and our stockholders, whether directly or through a suit brought derivatively on our behalf, to recover monetary damages from a director for breach of fiduciary duty as a director, including breaches resulting from grossly negligent behavior. However, exculpation does not apply to any director if the director has breached such director’s duty of loyalty, acted in bad faith, knowingly or intentionally violated the law, authorized dividends or stock redemptions or repurchases paid or made in violation of the DGCL, or for any transaction from which the director derived an improper personal benefit.

        Our bylaws generally provide that we must indemnify and advance expenses to our directors and officers to the fullest extent authorized by the DGCL. We also are expressly authorized to carry directors’ and officers’ liability insurance providing indemnification for our directors, officers and certain employees for some liabilities. We believe that these indemnification and advancement provisions and insurance are useful to attract and retain qualified directors and executive officers.

        The limitation of liability, indemnification and advancement provisions in our certificate of incorporation and bylaws may discourage stockholders from bringing a lawsuit against directors for breach of their fiduciary duty. These provisions also may have the effect of reducing the likelihood of derivative litigation against directors and officers, even though such an action, if successful, might otherwise benefit us and our stockholders. In addition, your investment may be adversely affected to the extent we pay the costs of settlement and damage awards against directors and officers pursuant to these indemnification provisions.

Transfer Agent and Registrar

        The transfer agent and registrar for shares of our Class A common stock is Broadridge Corporate Issuer Solutions, Inc.

Listing

        Our Class A common stock is listed on the NYSE under the symbol “SUM.”

EX-21

Exhibit 21

SUBSIDIARIES OF SUMMIT MATERIALS, INC.

SUBSIDIARIES OF SUMMIT MATERIALS, LLC

(as of February 24, 2022)

Name	Jurisdiction of Incorporation or Organization
Alan Ritchey Materials Company, L.C.	Oklahoma
Alleyton Resource Company, LLC	Delaware
Alleyton Services Company, LLC	Delaware
American Materials Company, LLC	North Carolina
Austin Materials, LLC	Delaware
B&B Resources, Inc.	Utah
Bourbon Limestone Company	Kentucky
Boxley Materials Company	Virginia
Buckingham Slate Company, LLC	Virginia
Buckingham Slate #1, LLC	Virginia
Buckingham Slate #2, LLC	Virginia
Buildex, LLC	Delaware
Colorado County Sand & Gravel Co., L.L.C.	Texas
Columbia Aggregates, LLC	South Carolina
Con-Agg Companies, LLC	Missouri
Concrete Supply of Topeka, LLC	Kansas
Continental Cement Company, L.L.C.	Delaware
Cornejo & Sons, L.L.C.	Kansas
Elam Construction, Inc.	Colorado
Georgia Stone Products, LLC	Georgia
Glasscock Company, Inc.	South Carolina
Glasscock Logistics Company, LLC	South Carolina
Green America Recycling, LLC	Missouri
Hamm, Inc.	Kansas
H.C. Rustin Corporation	Oklahoma
Hinkle Contracting Company LLC	Kentucky
Industrial Asphalt, LLC	Texas
Jefferson Quarry, LLC	Georgia
Kilgore Companies, LLC	Delaware
Kilgore Partners, L.P.	Utah
Lanier Construction Company, LLC	South Carolina
Laredo Paving, Inc.	Texas
LeGrand Johnson Construction Co.	Utah
Lewis & Lewis, Inc.	Wyoming
Mainland Construction Materials ULC	British Columbia
Metro Ready Mix, L.L.C.	Utah
Mid-Missouri Limestone, LLC	Missouri
Multisource Sand and Gravel Co., Ltd.	Texas
N.R. Hamm Contractor, LLC	Kansas
N.R. Hamm Quarry, LLC	Kansas

Northwest Aggregates, Inc.	Colorado
Northwest Ready Mix, Inc.	Colorado
Ohio Valley Asphalt, LLC	Kentucky
Peak Materials, LLC	Delaware
Peak Ready Mix, LLC	New Mexico
Penny’s Concrete and Ready Mix, L.L.C.	Kansas
Price Construction, Ltd.	Texas
Ready Mix Concrete of Somerset, LLC	Kentucky
RK Hall, LLC	Delaware
SAGE, L.L.C.	Texas
SCS Materials, LLC	Texas
Sierra Ready Mix Limited Liability Company	Nevada
Stoner Sand, L.L.C.	Missouri
Summit Finance Group, LLC	Delaware
Summit Materials Corporations I, Inc.	Delaware
Summit Materials Finance Corp.	Delaware
Summit Materials Holdings, LLC(1)	Delaware
Summit Materials Holdings L.P.(1)	Delaware
Summit Materials Intermediate Holdings, LLC(1)	Delaware
Summit Materials International, LLC	Delaware
Summit Materials, LLC(1)	Delaware
Troy Vines, Inc.	Texas
Valley Real Estate Holdings, LLC	Virginia
Walker Sand & Gravel Ltd. Co.	Idaho
XIT Sand and Gravel, LLC	Texas

__________________

(1) Subsidiary of Summit Materials, Inc. but not of Summit Materials, LLC.

EX-23.1

Exhibit 23.1

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

We consent to the incorporation by reference in the registration statements (Nos. 333-258487, 333-202669, 333-210036 and 333-235820) on Forms S-8 and S-3 of our reports dated February 24, 2022, with respect to the consolidated financial statements of Summit Materials, Inc. and the effectiveness of internal control over financial reporting.

                                /s/ KPMG LLP

Denver, Colorado

February 24, 2022

EX-23.2

Exhibit 23.2

CONSENT OF QUALIFIED PERSON

Continental Placer Inc. (“Continental Placer”), in connection with Summit Materials, Inc.’s (the “Company”) Annual Report on Form 10-K for the fiscal year ended January 1, 2022 (the “Form 10-K”), consents to:

•the use of and references to our name, including our status as a “qualified person” (as defined in Subpart 1300 of Regulation S-K promulgated by the Securities and Exchange Commission) in connection with the Form 10-K;

•the use of any information derived, summarized, quoted or referenced from technical reports we provided to the Company, that we prepared or supervised the preparation of, and/or that was reviewed and approved by us, that is included or incorporated by reference in the Form 10-K; and

•to the incorporation by reference in Registration Statements on Form S-8 (No. 333-202669, No. 333-210036 and No. 333-258487) and Registration Statement on Form S-3 (No. 333-235820) of the above items as included in the Form 10-K.

/s/ Continental Placer Inc.

Mechanicsburg, Pennsylvania

Date: February 24, 2022

EX-31.1

Exhibit 31.1

CERTIFICATION

I, Anne P. Noonan, certify that:

1.    I have reviewed this Annual Report on Form 10-K 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(s) 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(s) 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: February 24, 2022

/s/ Anne P. Noonan

Anne P. Noonan

Chief Executive Officer

(Principal Executive Officer)

EX-31.2

Exhibit 31.2

CERTIFICATION

I, Brian J. Harris, certify that:

1.    I have reviewed this Annual Report on Form 10-K 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(s) 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(s) 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: February 24, 2022

/s/ Brian J. Harris

Brian J. Harris

Chief Financial Officer

(Principal Financial Officer)

EX-31.3

Exhibit 31.3

CERTIFICATION

I, Anne P. Noonan, certify that:

1.    I have reviewed this Annual Report on Form 10-K 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(s) 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(s) 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: February 24, 2022

/s/ Anne P. Noonan

Anne P. Noonan

Chief Executive Officer

(Principal Executive Officer)

EX-31.4

Exhibit 31.4

CERTIFICATION

I, Brian J. Harris, certify that:

1.    I have reviewed this Annual Report on Form 10-K 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(s) 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(s) 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: February 24, 2022

/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 Annual Report of Summit Materials, Inc. (the “Company”) on Form 10-K for the fiscal year ended January 1, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Anne P. Noonan, 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: February 24, 2022

/s/ Anne P. Noonan

Anne P. Noonan

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 Annual Report of Summit Materials, Inc. (the “Company”) on Form 10-K for the fiscal year ended January 1, 2022 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: February 24, 2022

/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 Annual Report of Summit Materials, LLC (the “Company”) on Form 10-K for the fiscal year ended January 1, 2022 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), I, Anne P. Noonan, 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: February 24, 2022

/s/ Anne P. Noonan

Anne P. Noonan

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 Annual Report of Summit Materials, LLC (the “Company”) on Form 10-K for the fiscal year ended January 1, 2022 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: February 24, 2022

/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”) domestic 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.

The Company has 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 the Company's quarries and mines operated outside the United States.

The Company presents the following items regarding certain mining safety and health matters for the year ended January 1, 2022 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 year ended January 1, 2022.

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(e) (yes/no)	Citations	Penalties	Contest		Discrimination
Alleyton Resources	4L Ranch	4104416	TX	—	—	—	—	—	—	$	—	—	No	No	—	—	$	—	—
Alleyton Resources	Altair Plant	4104375	TX	2	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Columbus	4104393	TX	2	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Duncan Plant	4105187	TX	3	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Eagle Lake	4104889	TX	4	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Ellinger	4104154	TX	—	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Hanna's Bend Plant	4104631	TX	2	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	KC-Portable 2 (WY)	501013	CO	—	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Monahan	4104552	TX	—	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Potter Plant	4104987	TX	—	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Romayor	4104893	TX	6	1	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Smith Plant	4105210	TX	2	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Spring	4105125	TX	6	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Vox Plant	4105081	TX	2	—	—	—	—	—		—	—	No	No	—	—		—	—
Alleyton Resources	Wegenhoft	4102916	TX	9	—	—	—	—	—		—	1	No	No	—	—		—	—
American Materials	Andrews Quarry	3800757	SC	—	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Bailey Mine	3102289	NC	1	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Black Creek Sand Mine	3800722	SC	3	1	—	—	—	—		200	—	No	No	2	1		225	—
American Materials	DIXIANA MINE	3800125	SC	2	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Dupree Mine	3102282	NC	1	1	—	—	—	—		—	—	No	No	1	1		225	—
American Materials	Edisto Sand	3800745	SC	2	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Gresham Mine	3800673	SC	2	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	IVANHOE PIT	3102011	NC	2	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Johnsonville Plant	3800608	SC	3	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Lanier Sand	3800535	SC	2	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Pinner Mine	3102105	NC	—	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Richardson Mine	3800719	SC	2	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Shuler Mine	3800124	SC	3	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Sumter County Sand	3800575	SC	2	—	—	—	—	—		—	—	No	No	—	—		—	—
American Materials	Wade Mine	3102089	NC	1	—	—	—	—	—		—	—	No	No	—	—		—	—

Austin Materials	Florence Quarry	4104807	TX	7	4	—	—	—	—	2,200	—	No	No	3	—	1,500	—
Austin Materials	Hays Quarry	4104514	TX	4	—	—	—	—	—	125	—	No	No	—	—	—	—
Boxley Materials	Aggregate Quarry	901260	GA	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Boxley Aggregate-Arvonia Plant	4400061	VA	4	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Boxley Aggregates-Blue Ridge Plant	4400014	VA	8	1	—	—	—	—	—	—	No	No	1	—	—	—
Boxley Materials	Boxley Aggregates-Fieldale Plant	4400074	VA	18	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Boxley Aggregates-Lawyers Rd Plt	4400015	VA	20	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Boxley Aggregates-Mt Athos Plant	4400106	VA	7	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Boxley Aggregates-Piney River Plant	4400035	VA	9	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Boxley Aggregates-Rich Patch Quarry	4406897	VA	11	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Boxley Buckingham Slate Quarry	4400061	VA	10	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Broad River Crushed Stone, LLC	901225	GA	4	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Buckhorn	3800715	SC	5	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Georgia Stone Buckhorn Quarry	3800715	SC	13	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Georgia Stone Forsyth Quarry	901124	GA	3	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	Georgia Stone-Forsyth Plant	901124	GA	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	McLanahan Crushed Stone	900050	GA	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Boxley Materials	PSC1 - EXTEC 5000S Screen	4404196	VA	4	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Big Spring	2300951	MO	3	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boon Quarries East	2300078	MO	6	—	—	—	—	—	110	—	No	No	—	—	—	—
Con-Agg of MO	Boon Quarries West	2300022	MO	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries Houstonia	2302119	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries Jeff City BQJC	2302221	MO	2	—	—	—	—	—	110	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries Millersburg	2300160	MO	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries Riggs	2302099	MO	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries Tipton	2301586	MO	6	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boone Quarries-North Telsmith Plant	2301894	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Boonville Quarry	2300097	MO	3	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Con-Agg LLC dba Boone Quarries	2302153	MO	6	—	—	—	—	—	110	—	No	No	—	—	—	—
Con-Agg of MO	Harrisburg Plant 671	301603	AR	3	—	1	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Huntsville Quarry	2302004	MO	3	—	—	—	—	—	360	—	No	No	—	—	—	—
Con-Agg of MO	Jonesboro Plant 675	300566	AR	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Marshall Junction Quarry	2301253	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—

Con-Agg of MO	Marshall Quarry	2300099	MO	5	—	—	—	—	—	220	—	No	No	—	—	—	—
Con-Agg of MO	Mid-Missouri Limestone	2302009	MO	5	—	—	—	—	—	110	—	No	No	—	—	—	—
Con-Agg of MO	Mid-Missouri Limestone New Haven	2301765	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Mid-Missouri Limestone Reform	2301447	MO	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Norris Quarries Plant # 02	2302541	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Norris Quarries Plant # 1	2301929	MO	3	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Norris Quarries Plant #2	2302399	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Norris Quarries Plant #3	2301930	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Norris Quarries Stoner Sand	2302014	MO	4	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Plant # 65	2301922	MO	6	1	—	—	—	—	383	—	No	No	—	—	—	—
Con-Agg of MO	plant # 80	2302071	MO	7	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Plant # 81	2302296	MO	6	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	Plant #83	2302338	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Con-Agg of MO	RazorRock Branch 671	301603	AR	3	—	—	—	—	—	125	—	No	No	—	—	—	—
Con-Agg of MO	Wesphalia	2301908	MO	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Concrete Supply	Oakland Sand River Plant	1401742	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Concrete Supply	Silver Lake Plant	1401702	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Continental Cement Company	Davenport Plant	1300125	IA	82	21	—	—	—	—	52,462	—	No	No	4	—	—	—
Continental Cement Company	Hannibal Underground	2302434	MO	105	32	1	—	—	—	154,308	—	No	No	21	4	16,644	—
Continental Cement Company	Owensville Plant	2301038	MO	6	—	—	—	—	—	375	—	No	No	—	—	—	—
Cornejo & Sons	Augusta Quarry	1400126	KS	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Durbin Quarry	14-01719	KS	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Grove	1401539	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Kingsbury	1400624	KS	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Oxford Sand and Gravel	1400522	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Portable Plant #1	1401462	KS	3	1	—	—	—	—	1,500	—	No	No	—	—	—	—
Cornejo & Sons	Portable Plant #2	1401463	KS	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Portable Plant #3	1401464	KS	3	3	—	—	—	—	1,473	—	No	No	—	—	—	—
Cornejo & Sons	Portable Plant #4	1400156	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Portable Plant #5	1401648	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Severy Quarry	1401584	KS	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Cornejo & Sons	Wichita Sand and Gravel	1400543	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	85.9	300566	AR	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Buildex	2300319	MO	7	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Contractor Stripping	B3200	KS	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Lip Man Rip Rap	1401709	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Lotawana	2301889	MO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	LouisBurg	1400823	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	LouisBurg Quarry	1400823	KS	4	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Metso Portable	1401811	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Olathe	1401704	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Plant # 80002	1401583	KS	2	—	—	—	—	—	118	—	No	No	—	—	—	—
Hamm Companies	Plant # 80003	1401474	KS	3	1	—	—	—	—	400	—	No	No	—	—	—	—
Hamm Companies	Plant # 80010	1401687	KS	3	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Plant # 80011	1401470	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Plant # 80013	1401609	KS	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Plant #80006	1401471	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Hamm Companies	Plant #80012	1401472	KS	—	—	—	—	—	—	—	—	No	No	—	—	—	—

Hamm Companies	Plant #81038	1401709	KS	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Hamm Companies	RDJ Portable	1401807	KS	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Hamm Quarries	Olathe	1401704	KS	2	—	—	—	—	—	120		—	No	No	—	—	—	—
Hamm Qurries	Woodbine	1401470	KS	3	—	—	—	—	—	450		—	No	No	—	—	—	—
HammQuarries	Lone Elm	1401474	KS	2	—	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Bassett Stone Company	1500004	KY	5	—	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Bourbon Limestone Company	1518415	KY	20	3	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Casey Stone Company	1500012	KY	1	—	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Cave Run Stone	1507194	KY	3	—	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Ewing Stone	4400234	VA	4	—	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Glass Sand and Gravel	1504261	KY	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Jellico Stone Company	4000057	TN	5	—	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Lake Cumberland Stone	1500099	KY	4	1	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Natural Bridge Stone	1500075	KY	9	1	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Pulaski Stone Company	1519092	KY	4	—	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Somerset Stone Company	1500094	KY	7	—	—	—	—	—	—		—	No	No	—	—	—	—
Hinkle Contracting Company	Tipton Ridge Quarry	1500019	KY	5	—	—	—	—	—	—		—	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	4	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Crusher1	504296	CO	1	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Elam Construction Inc	504593	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	ESG Portable 1	505047	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Extec S-5 Track Mounted Screen sn9617	502366	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Grey Goose	503869	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Highland Pit	4200941	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	HP 300	504594	CO	1	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	KC-Portable 2 (WY)	4801625	WY	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	KC-Portable 3 (WY)	4801626	WY	—	—	—	—	—	—	—		—	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	Maryland Creek	503800	CO	8	4	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Metso LT106Track Mounted Jaw Crusher	504872	CO	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Mona Pit	4202212	UT	6	3	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Parleys Stone	4202102	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable 1	4202528	UT	1	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable 2	4201479	UT	2	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable 3	4201823	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable 4	4202465	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable Crusher G	4202360	UT	2	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable Crusher K	4202523	UT	2	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	PORTABLE CRUSHER UNIT B	4201963	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Portable Crusher, Unit F	4202042	UT	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Powerscreen 2100-2	1002147	ID	—	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Rental Plant 1	504616	CO	1	—	—	—	—	—	—		—	No	No	—	—	—	—
Kilgore Companies	Roadrunner Screen	1001916	ID	—	—	—	—	—	—	—		—	No	No	—	—	—	—

Kilgore Companies	Sierra Ready Mix Quarry Site	2602594	NV	5	3	—	—	—	—	—	1	No	No	1	1	—	—
Kilgore Companies	Snowstorm Portable Plant	501013	CO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Stockton Pit	4202480	UT	6	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Unit A Portable	4201736	UT	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Valley Pit	4200400	UT	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Washplant 1	504873	CO	2	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Washplant 2	504746	CO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Washplant 3	504565	CO	1	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	Washplant 4	503809	CO	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Kilgore Companies	West Valley	4201980	UT	—	—	—	—	—	—	—	—	No	No	—	—	—	—
RK Hall Construction	Clements Pit	41-4129	TX	3	—	—	—	—	—	—	—	No	No	—	—	—	—
RK Hall Construction	Kirby Crusher #15	301958	AR	—	—	—	—	—	—	—	—	No	No	—	—	—	—
RK Hall Construction	Pope's Point	3401930	OK	5	1	—	—	—	—	300	—	No	No	1	—	—	—
RK Hall Construction	Sawyer Plant	3401950	OK	3	—	—	—	—	—	—	—	No	No	—	—	—	—
RK Hall Construction	XIT Quarry	4104785	TX	4	—	—	—	—	—	—	—	No	No	—	—	—	—
Troy Vines	Vines Portable Plant	4103607	TX	—	—	—	—	—	—	—	—	No	No	—	—	—	—
Troy Vines	Vines Sand and Gravel	4103348	TX	—	—	—	—	—	—	—	—	No	No	—	—	—	—

EX-99.1

Exhibit 99.1

Report of Independent Registered Public Accounting Firm

To the Members and Board of Directors

Summit Materials, LLC:

Opinion on the Consolidated Financial Statements

We have audited the accompanying consolidated balance sheets of Summit Materials, LLC and subsidiaries (the Company) as of January 1, 2022 and January 2, 2021, the related consolidated statements of operations, comprehensive income, cash flows, and changes in members’ interests for each of the fiscal years in the three-year period ended January 1, 2022 and the related notes (collectively, the consolidated financial statements). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of January 1, 2022 and January 2, 2021, and the results of its operations and its cash flows for each of the fiscal years in the three-year period ended January 1, 2022, in conformity with U.S. generally accepted accounting principles.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or fraud. The Company is not required to have, nor were we engaged to perform, an audit of its internal control over financial reporting. As part of our audits, we are required to obtain an understanding of internal control over financial reporting but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion.

Our audits included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. We believe that our audits provide a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current period audit of the consolidated financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the consolidated financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of a critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Revenue recognized over time on paving and related services contracts

As discussed in Notes 1 and 4 to the consolidated financial statements, the Company earns revenue from providing paving and related services, which are recognized over time as performance obligations are satisfied. The Company recognizes paving and related services revenue as services are rendered based on the proportion of costs incurred to date relative to total estimated costs to complete. For the year ended January 1, 2022, the Company recognized service revenue related to paving and related services of $309 million.

We identified the assessment of revenue recognized over time on paving and related services contracts in-progress as a critical audit matter. Paving and related services contracts in-progress required challenging auditor judgment to evaluate the forecast of remaining costs to complete, which had a significant impact on the amount of revenue recognized during the period.

1

The following are the primary procedures we performed to address this critical audit matter. We evaluated the design and tested the operating effectiveness of certain internal controls over the Company’s revenue recognition process related to paving and related services, including controls over the forecasting of estimated costs to complete. We selected a sample of in-progress paving and related services costs incurred and compared the amounts and dates incurred to underlying supporting documentation. We analyzed prior year end in-progress contracts that were completed in the current year to evaluate the Company’s ability to accurately estimate paving and related services contract forecasted costs to complete. For certain contracts, we evaluated the estimated costs to complete by performing project manager interviews to obtain an understanding of the facts and circumstances of each selected contract, including changes in scope to the contract, additional estimated costs to complete, and expected completion date. For certain contracts, we also confirmed with the Company’s customers that the original contract amount, terms of the contact, modifications and billings to the customer were accurate.

/s/ KPMG LLP

We have served as the Company’s auditor since 2012.

Denver, Colorado

February 24, 2022

2

SUMMIT MATERIALS, LLC AND SUBSIDIARIES

Consolidated Balance Sheets

January 1, 2022 and January 2, 2021

(In thousands) 

	2021		2020
Assets
Current assets:
Cash and cash equivalents	$	380,961	$	418,181
Accounts receivable, net	287,226		254,696
Costs and estimated earnings in excess of billings	7,600		8,666
Inventories	180,760		200,308
Other current assets	13,063		11,428
Total current assets	869,610		893,279
Property, plant and equipment	1,842,908		1,850,169
Goodwill	1,164,750		1,202,291
Intangible assets	69,396		47,852
Operating lease right-of-use assets	30,150		28,543
Other assets	58,745		55,000
Total assets	$	4,035,559	$	4,077,134
Liabilities and Members' Interest
Current liabilities:
Current portion of debt	$	6,354	$	6,354
Current portion of acquisition-related liabilities	13,110		7,827
Accounts payable	128,843		121,422
Accrued expenses	148,136		160,801
Current operating lease liabilities	6,497		8,188
Billings in excess of costs and estimated earnings	7,401		16,499
Total current liabilities	310,341		321,091
Long-term debt	1,591,019		1,892,347
Acquisition-related liabilities	33,369		12,246
Noncurrent operating lease liabilities	28,880		21,500
Other noncurrent liabilities	187,006		167,182
Total liabilities	2,150,615		2,414,366
Commitments and contingencies (see note 15)
Members' equity	1,507,859		1,459,211
Accumulated earnings	393,111		222,140
Accumulated other comprehensive loss	(16,026)		(18,583)
Total members' interest	1,884,944		1,662,768
Total liabilities and members' interest	$	4,035,559	$	4,077,134

See accompanying notes to consolidated financial statements.

3

SUMMIT MATERIALS, LLC AND SUBSIDIARIES

Consolidated Statements of Operations

Years ended January 1, 2022, January 2, 2021 and December 28, 2019

(In thousands)

	2021		2020		2019
Revenue:
Product	$	1,923,285	$	1,824,679	$	1,724,462
Service	309,411		310,075		306,185
Net revenue	2,232,696		2,134,754		2,030,647
Delivery and subcontract revenue	176,973		197,697		191,493
Total revenue	2,409,669		2,332,451		2,222,140
Cost of revenue (excluding items shown separately below):
Product	1,314,416		1,254,849		1,199,403
Service	245,021		258,108		255,120
Net cost of revenue	1,559,437		1,512,957		1,454,523
Delivery and subcontract cost	176,973		197,697		191,493
Total cost of revenue	1,736,410		1,710,654		1,646,016
General and administrative expenses	196,728		182,873		156,129
Depreciation, depletion, amortization and accretion	229,366		221,320		217,102
Gain on sale of property, plant and equipment	(5,900)		(7,569)		(10,665)
Operating income	253,065		225,173		213,558
Interest expense	92,178		103,291		115,988
Loss on debt financings	6,016		4,064		14,565
Gain on sale of businesses	(20,011)		—		—
Other income, net	(17,038)		(3,982)		(11,977)
Income from operations before taxes	191,920		121,800		94,982
Income tax expense	20,949		1,063		6,385
Net income attributable to Summit LLC	$	170,971	$	120,737	$	88,597

See accompanying notes to consolidated financial statements.

4

SUMMIT MATERIALS, LLC AND SUBSIDIARIES

Consolidated Statements of Comprehensive Income

Years ended January 1, 2022, January 2, 2021, and December 28, 2019

(In thousands)

	2021		2020		2019
Net income	$	170,971	$	120,737	$	88,597
Other comprehensive income (loss):
Postretirement liability adjustment	1,303		(2,229)		(1,925)
Foreign currency translation adjustment	1,254		4,617		4,716
Income on cash flow hedges	—		—		(146)
Other comprehensive income	2,557		2,388		2,645
Comprehensive income attributable to Summit LLC	$	173,528	$	123,125	$	91,242

See accompanying notes to consolidated financial statements.

5

SUMMIT MATERIALS, LLC AND SUBSIDIARIES

Consolidated Statements of Cash Flows

Years ended January 1, 2022, January 2, 2021, and December 28, 2019

(In thousands)

	2021		2020		2019
Cash flow from operating activities:
Net income	$	170,971	$	120,737	$	88,597
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion	235,216		227,513		222,341
Share-based compensation expense	19,705		28,857		20,403
Net gain on asset and business disposals	(25,559)		(7,548)		(10,294)
Non-cash loss on debt financings	2,116		4,064		2,850
Change in deferred tax asset, net	12,496		(2,862)		6,350
Other	(2,249)		619		(2,135)
Decrease (increase) in operating assets, net of acquisitions and dispositions:
Accounts receivable, net	(31,292)		5,467		(37,049)
Inventories	3,815		3,339		8,582
Costs and estimated earnings in excess of billings	(394)		4,535		5,558
Other current assets	(2,483)		472		5,465
Other assets	7,748		10,264		5,085
(Decrease) increase in operating liabilities, net of acquisitions and dispositions:
Accounts payable	4,593		(4,231)		18,208
Accrued expenses	(6,601)		15,476		8,335
Billings in excess of costs and estimated earnings	(7,138)		2,616		1,988
Other liabilities	(19,015)		(449)		(7,100)
Net cash provided by operating activities	361,929		408,869		337,184
Cash flow from investing activities:
Acquisitions, net of cash acquired	(19,513)		(123,477)		(5,392)
Purchases of property, plant and equipment	(211,982)		(177,249)		(177,495)
Proceeds from the sale of property, plant and equipment	11,674		14,018		21,173
Proceeds from sale of businesses	128,337		—		—
Other	236		1,121		(1,095)
Net cash used in investing activities	(91,248)		(285,587)		(162,809)
Cash flow from financing activities:
Capital contributions by member	32,451		1,043		19,076
Proceeds from debt issuances	—		700,000		300,000
Debt issuance costs	—		(9,605)		(6,312)
Payments on debt	(329,010)		(674,045)		(270,229)
Payments on acquisition-related liabilities	(7,860)		(30,757)		(31,383)
Distributions	(2,500)		(2,500)		(2,500)
Other	(1,008)		(907)		(502)
Net cash used in financing activities	(307,927)		(16,771)		8,150
Impact of foreign currency on cash	26		351		286
Net (decrease) increase in cash	(37,220)		106,862		182,811
Cash and cash equivalents – beginning of period	418,181		311,319		128,508
Cash and cash equivalents – end of period	$	380,961	$	418,181	$	311,319

See accompanying notes to consolidated financial statements.

6

SUMMIT MATERIALS, LLC AND SUBSIDIARIES

Consolidated Statements of Changes in Members’ Interest

Years ended January 1, 2022, January 2, 2021 and December 28, 2019

(In thousands)

	Total Member’s Interest
					Accumulated
					other		Total
	Member’s		Accumulated		comprehensive		member’s
	equity		deficit		loss		interest
Balance — December 29, 2018	$	1,396,241	$	12,806	$	(23,616)	$	1,385,431
Net contributed capital	19,076		—		—		19,076
Net income	—		88,597		—		88,597
Other comprehensive loss	—		—		2,645		2,645
Distributions	(2,500)		—		—		(2,500)
Share-based compensation	20,403		—		—		20,403
Shares redeemed to settle taxes and other	(502)		—		—		(502)
Balance — December 28, 2019	$	1,432,718	$	101,403	$	(20,971)	$	1,513,150
Net contributed capital	1,043		—		—		1,043
Net income	—		120,737		—		120,737
Other comprehensive income	—		—		2,388		2,388
Distributions	(2,500)		—		—		(2,500)
Share-based compensation	28,857		—		—		28,857
Shares redeemed to settle taxes and other	(907)		—		—		(907)
Balance — January 2, 2021	$	1,459,211	$	222,140	$	(18,583)	$	1,662,768
Net contributed capital	32,451		—		—		32,451
Net income	—		170,971		—		170,971
Other comprehensive income	—		—		2,557		2,557
Distributions	(2,500)		—		—		(2,500)
Share-based compensation	19,705		—		—		19,705
Shares redeemed to settle taxes and other	(1,008)		—		—		(1,008)
Balance — January 1, 2022	$	1,507,859	$	393,111	$	(16,026)	$	1,884,944

See accompanying notes to consolidated financial statements. 

7

SUMMIT MATERIALS, LLC. AND SUBSIDIARIES

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS

(Dollars in tables in thousands, unless otherwise noted)

(1) Summary of Organization and Significant Accounting Policies

Summit Materials, LLC (“Summit LLC” and, together with its subsidiaries, “Summit,” “we,” “is,” “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”) 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.

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. Noncontrolling interests in consolidated subsidiaries represent a 20% ownership in Ohio Valley Asphalt, LLC and, prior to the initial public offering (“IPO”) and concurrent purchase of the noncontrolling interests Continental Cement Company, L.L.C. (“Continental Cement”), a 30% redeemable ownership in Continental Cement. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting.

The Company’s fiscal year is based on a 52-53 week year with each quarter composed of 13 weeks ending on a Saturday. The year ended January 2, 2021 was a 53-week year.

Use of Estimates— Preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles (“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 21 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 the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted to many customers and management does not

8

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 2021, 2020 or 2019.

Accounts Receivable—Accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the collectability of individual accounts. In establishing the allowance, management considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, the current receivables aging and current payment terms. Balances that remain outstanding after reasonable collection efforts are exercised are written off through a charge to the valuation allowance.

The balances billed but not paid by customers, pursuant to retainage provisions included in contracts, are generally due upon completion of the contracts.

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.

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. 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 and the receipt and disposal of waste that is converted to fuel for use in our cement plants. 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 over time based on the proportion of costs incurred to date relative to the total estimated costs at completion, which approximates progress towards completion. Under this 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. The majority of our construction service contracts, and therefore, revenue, are opened and completed within one year, with most activity during the spring, summer and fall. 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.

9

The actual cost to total estimated cost 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 year ended January 1, 2022.

We recognize claims when the amount of the claim can be estimated reliably and it is legally enforceable. 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.

Inventories—Inventories consist of stone that has been removed from quarries and processed for future sale, cement, raw materials and finished concrete blocks. Inventories are valued at the lower of cost or net realizable value and are accounted for on a first-in first-out basis or an average cost basis. If items become obsolete or otherwise unusable or if quantities exceed what is projected to be sold within a reasonable period of time, they will be charged to costs of revenue in the period that the items are designated as obsolete or excess inventory. Stripping costs are costs of removing overburden and waste material to access aggregate materials and are expensed as incurred.

Property, Plant and Equipment, net—Property, plant and equipment are recorded at cost, less accumulated depreciation, depletion and amortization. Expenditures for additions and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Repair and maintenance costs that do not substantially expand productive capacity or extend the life of property, plant and equipment are expensed as incurred.

Landfill airspace is included in property, plant and equipment at cost and is amortized based on the portion of the airspace used during the period compared to the gross estimated value of available airspace, which is updated periodically as circumstances dictate. Management reassesses the landfill airspace capacity with any changes in value recorded in cost of revenue. Capitalized landfill costs include expenditures for the acquisition of land and related airspace, engineering and permitting costs, cell construction costs and direct site improvement costs.

Upon disposal of an asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any gain or loss is included in general and administrative expenses.

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The Company reviews the carrying value of property, plant and equipment for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. Such indicators may include, among others, deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have a negative effect on earnings and cash flows or a trend of negative or declining cash flows over multiple periods.

Property, plant and equipment is tested for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. As a result, the property, plant and equipment impairment test is at a significantly lower level than the level at which goodwill is tested for impairment. In markets where the Company does not produce downstream products, such as ready-mix concrete, asphalt paving mix and paving and related services, the lowest level of largely independent identifiable cash flows is at the individual aggregates operation or a group of aggregates operations collectively serving a local market or the cement operations. Conversely, in vertically-integrated markets, the cash flows of the downstream and upstream businesses are not largely independently identifiable and the vertically-integrated operations are considered the lowest level of largely independent identifiable cash flows.

Aggregates mineral bearing land and interests are included in property, plant and equipment. When leased mineral interests are acquired during a business combination, they are valued using an excess earnings approach for the life of the proven and probable reserves. Depletion expense is recorded using a units of production methodology.

Accrued Mining and Landfill Reclamation—The mining reclamation reserve and financial commitments for landfill closure and post-closure activities are based on management’s estimate of future cost requirements to reclaim property at both currently operating and closed sites. Estimates of these obligations have been developed based on management’s interpretation of current requirements and proposed regulatory changes and are intended to approximate fair value. Costs are estimated in current dollars, inflated until the expected time of payment, and then discounted back to present value using a credit-adjusted risk-free rate on obligations of similar maturity, adjusted to reflect the Company’s credit rating. Changes in the credit-adjusted risk-free rate do not change recorded liabilities. However, subsequent increases in the recognized obligations are measured using a current credit-adjusted risk-free rate. Decreases in the recognized obligations are measured at the initial credit-adjusted risk-free rate.

Significant changes in inflation rates, or the amount or, timing of future cost estimates typically result in both (1) a current adjustment to the recorded liability (and corresponding adjustment to the asset) and (2) a change in accretion of the liability and depreciation of the asset to be recorded prospectively over the remaining capacity of the unmined quarry or landfill.

Goodwill—Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired. Goodwill recorded in connection with the Company’s acquisitions is primarily attributable to the expected profitability, assembled workforces of the acquired businesses and the synergies expected to arise after the Company’s acquisition of those businesses. Goodwill is not amortized, but is tested annually for impairment as of the first day of the fourth quarter and at any time that events or circumstances indicate that goodwill may be impaired. A qualitative approach may first be applied to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, the two-step quantitative impairment test is then performed, otherwise further analysis is not required. The two-step impairment test first identifies potential goodwill impairment for each reporting unit and then, if necessary, measures the amount of the impairment loss.

Income Taxes—As a limited liability company, the Company’s federal and state income tax attributes are generally passed to its member. However, certain subsidiaries, or subsidiary groups, of the Company are taxable entities subject to income taxes in the United States and Canada, the provisions for which are included in the consolidated financial statements. Significant judgments and estimates are required in the determination of the consolidated income tax expense.

The Company’s deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future. The computed deferred balances are based on enacted tax laws and applicable rates for the periods in which the differences are expected to affect taxable income. A valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a

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valuation allowance had been recorded then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

The Company evaluates the tax positions taken on income tax returns that remain open and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized is recognized. Interest and penalties related to unrecognized tax benefits are recorded in income tax expense (benefit).

Prior Year Reclassifications — We reclassified $126.7 million and $119.7 million of fixed overhead expenses related to production activities from general and administrative expenses to cost of revenue for the years ended 2020 and 2019, respectively, to conform to the current year presentation

New Accounting Standards — 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. We adopted this ASU in the first quarter of 2020 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

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 Benefits Plans, which modifies the disclosure requirements of 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. The adoption of this new ASU did not have a material impact on our consolidated financial results.

(2) Acquisitions and Dispositions

The Company has completed numerous acquisitions since its formation. 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. Goodwill acquired during a business combination has an indefinite life and is not amortized. The following table summarizes the Company’s acquisitions by region and period:

	2021	2020	2019
West	—	2	2
East	3	1	—

The purchase price allocation, primarily the valuation of property, plant and equipment for the acquisitions completed during the year end ended 2021 have not yet been finalized due to the recent timing of the acquisitions, status of the valuation of property, plant and equipment and finalization of related tax returns. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

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	2021		2020
Financial assets	$	—	$	8,696
Inventories	2,406		2,856
Property, plant and equipment	19,668		130,042
Intangible assets	702		—
Other assets	98		2,790
Financial liabilities	(1,742)		(4,469)
Other long-term liabilities	(470)		(16,069)
Net assets acquired	20,662		123,846
Goodwill	—		—
Purchase price	20,662		123,846
Acquisition-related liabilities	(1,149)		—
Other	—		(369)
Net cash paid for acquisitions	$	19,513	$	123,477

Acquisition-Related Liabilities—A number of acquisition-related liabilities have been recorded subject to terms in the relevant purchase agreements, including deferred consideration and noncompete payments. Noncompete payments have been accrued where certain former owners of newly acquired companies have entered into standard noncompete arrangements. Subject to terms and conditions stated in these noncompete agreements, payments are generally made over a five-year period. Deferred consideration is purchase price consideration paid in the future as agreed to in the purchase agreement and is not contingent on future events. Deferred consideration is generally scheduled to be paid in years ranging from 5 to 20 years in annual installments. The remaining payments due under these noncompete and deferred consideration agreements are as follows:

2022	$	13,001
2023	12,167
2024	6,870
2025	7,317
2026	6,068
Thereafter	10,385
Total scheduled payments	55,808
Present value adjustments	(10,697)
Total noncompete obligations and deferred consideration	$	45,111

Accretion on the deferred consideration and noncompete obligations is recorded in interest expense. 

During 2021, as part of the Company's Elevate Summit strategy to rationalize assets, the Company sold seven businesses in the East segment and one business in the West segment, resulting in total cash proceeds of $128.3 million and a net gain on disposition of business of $20.0 million.

(3) Goodwill

As of January 1, 2022, the Company had 11 reporting units with goodwill for which the annual goodwill impairment test was completed. We perform the annual impairment test on the first day of the fourth quarter each year. We initially perform a qualitative analysis. As a result of this analysis, it was determined that it is more likely than not that the fair value of seven reporting units were greater than its carrying value. For the remaining reporting units we perform a two-step quantitative analysis. Step 1 of that analysis compares the estimated the fair value of the reporting units using an income approach (i.e., a discounted cash flow technique) and a market approach to the carrying value of the reporting unit. If the estimated fair value exceeds its carrying value, the goodwill of the reporting unit is not considered impaired. If the carrying value of the reporting unit exceeds its fair value, we proceed to the second step to measure the amount of potential impairment loss. Based on this analysis, it was determined that the reporting units’ fair values were greater than their carrying values and no impairment charges were recognized in 2021.

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These estimates of a reporting unit’s fair value involve significant management estimates and assumptions, including but not limited to sales prices of similar assets, assumptions related to future profitability, cash flows, and discount rates. These estimates are based upon historical trends, management’s knowledge and experience and overall economic factors, including projections of future earnings potential. Developing discounted future cash flow estimates in applying the income approach required management to evaluate its intermediate to longer-term strategies, including, but not limited to, estimates about revenue growth, operating margins, capital requirements, inflation and working capital management. The development of appropriate rates to discount the estimated future cash flows required the selection of risk premiums, which can materially affect the present value of estimated future cash flows.

The following table presents goodwill by reportable segments and in total:

	West		East		Cement		Total
Balance—December 28, 2019	$	585,617	$	410,426	$	204,656	$	1,200,699
Acquisitions (1)	19		—		—		19
Foreign currency translation adjustments	1,573		—		—		1,573
Balance—January 2, 2021	$	587,209	$	410,426	$	204,656	$	1,202,291
Dispositions (2)	(16,222)		(21,841)		—		(38,063)
Foreign currency translation adjustments	522		—		—		522
Balance—January 1, 2022	$	571,509	$	388,585	$	204,656	$	1,164,750

______________________

(1)Reflects goodwill from 2020 acquisitions and working capital adjustments from prior year acquisitions.

(2)Reflects goodwill derecognition from dispositions completed during 2021.

(4) 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, and is recognized based on the proportion of costs incurred to date relative to the total estimated costs at completion. The majority of our construction service contracts, and therefore revenue, are opened and completed within one year, with the most activity during the spring, summer and fall.

Revenue by product for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 consisted of the following:

	2021		2020		2019
Revenue by product*:
Aggregates	$	573,157	$	498,007	$	469,670
Cement	282,081		257,629		266,235
Ready-mix concrete	702,062		668,060		607,622
Asphalt	311,046		349,350		330,750
Paving and related services	337,311		381,430		360,234
Other	204,012		177,975		187,629
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

The following table outlines the significant changes in contract assets and contract liability balances from January 2, 2021 to January 1, 2022. Also included in the table is the net change in the estimate as a percentage of aggregate revenue for such contracts: 

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	Costs and estimated		Billings in excess
	earnings in		of costs and
	excess of billings		estimated earnings
Balance—January 2, 2021	$	8,666	$	16,499
Changes in revenue billed, contract price or cost estimates	(95)		(8,969)
Divestitures	(967)		(131)
Other	(4)		2
Balance—January 1, 2022	$	7,600	$	7,401

Accounts receivable, net consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Trade accounts receivable	$	230,714	$	191,871
Construction contract receivables	47,054		47,179
Retention receivables	13,094		18,824
Receivables from related parties	292		1,339
Accounts receivable	291,154		259,213
Less: Allowance for doubtful accounts	(3,928)		(4,517)
Accounts receivable, net	$	287,226	$	254,696

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.

(5) Inventories

Inventories consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Aggregate stockpiles	$	130,640	$	137,938
Finished goods	22,690		32,993
Work in process	8,277		9,281
Raw materials	19,153		20,096
Total	$	180,760	$	200,308

(6) Property, Plant and Equipment, net and Intangibles, net

Property, plant and equipment, net consisted of the following as of January 1, 2022 and January 2, 2021:

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	2021		2020
Mineral bearing land and leased interests	$	535,198	$	468,966
Land (non-mineral bearing)	196,843		197,432
Buildings and improvements	185,472		181,198
Plants, machinery and equipment	1,405,694		1,397,410
Mobile equipment and barges	560,515		543,133
Truck and auto fleet	54,700		56,163
Landfill airspace and improvements	52,258		52,202
Office equipment	47,389		45,942
Construction in progress	71,352		40,648
Property, plant and equipment	3,109,421		2,983,094
Less accumulated depreciation, depletion and amortization	(1,266,513)		(1,132,925)
Property, plant and equipment, net	$	1,842,908	$	1,850,169

Depreciation on property, plant and equipment, including assets subject to capital leases, is generally computed on a straight-line basis. Depletion of mineral reserves and leased mineral interests are computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves, which is updated periodically as circumstances dictate. Leasehold improvements are amortized on a straight-line basis over the lesser of the asset’s useful life or the remaining lease term. The estimated useful lives are generally as follows:

Buildings and improvements	10 - 30	years
Plant, machinery and equipment	7 - 20	years
Office equipment	3 - 7	years
Truck and auto fleet	5 - 8	years
Mobile equipment and barges	6 - 8	years
Landfill airspace and improvements	10 - 30	years
Other	4 - 20	years

Depreciation, depletion and amortization expense of property, plant and equipment was $195.1 million, $195.3 million and $196.8 million in the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively.

Property, plant and equipment at January 1, 2022 and January 2, 2021 included $69.0 million and $92.7 million, respectively, of finance leases for certain equipment and a building with accumulated amortization of $31.4 million and $32.8 million, respectively. The equipment leases generally have terms of less than five years and the building lease had an original term of 30 years. Approximately $17.6 million and $24.6 million of the future obligations associated with the finance leases are included in accrued expenses as of January 1, 2022 and January 2, 2021, respectively, and the present value of the remaining finance lease payments, $15.0 million and $31.7 million, respectively, is included in other noncurrent liabilities on the consolidated balance sheets. Future minimum rental commitments under long-term finance leases are $18.7 million, $7.8 million, $3.2 million, $2.6 million, and $1.0 million for the years ended 2022, 2023, 2024, 2025 and 2026, respectively.

Assets are assessed for impairment charges when identified for disposition. The net gain from asset dispositions recognized in general and administrative expenses in fiscal years 2021, 2020 and 2019 was $5.9 million, $7.6 million and $10.7 million, respectively. No material impairment charges have been recognized on assets held for use in fiscal 2021, 2020 or 2019.

Intangible Assets—The Company’s intangible assets subject to amortization are primarily composed of operating permits, mineral lease agreements and reserve rights. Operating permits relate to permitting and zoning rights acquired outside of a business combination. The assets related to mineral 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 or permits, or computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves. The following table shows intangible assets by type and in total:

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	January 1, 2022						January 2, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Operating permits	$	33,671	$	(2,467)	$	31,204	$	33,671	$	(1,207)	$	32,464
Mineral leases	19,927		(8,922)		11,005		19,225		(7,571)		11,654
Reserve rights	25,586		(3,329)		22,257		6,234		(2,504)		3,730
Other	5,481		(551)		4,930		586		(582)		4
Total intangible assets	$	84,665	$	(15,269)	$	69,396	$	59,716	$	(11,864)	$	47,852

Amortization expense in fiscal 2021, 2020 and 2019 was $3.7 million, $2.7 million and $2.1 million, respectively. The estimated amortization expense for intangible assets for each of the next five years and thereafter is as follows:

2022	$	4,145
2023	4,012
2024	3,916
2025	3,872
2026	3,727
Thereafter	49,724
Total	$	69,396

(7) Accrued Expenses

Accrued expenses consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Interest	$	22,762	$	21,860
Payroll and benefits	38,894		46,026
Finance lease obligations	17,624		24,601
Insurance	20,480		18,355
Non-income taxes	20,069		15,900
Deferred asset purchase payments	4,912		9,749
Professional fees	1,524		828
Other (1)	21,871		23,482
Total	$	148,136	$	160,801

______________________

(1)Consists primarily of current portion of asset retirement obligations and miscellaneous accruals.

(8) Debt

Debt consisted of the following as of January 1, 2022 and January 2, 2021: 

	2021		2020
Term Loan, due 2024:
$610.0 million and $616.3 million, net of $0.7 million and $0.9 million discount at January 1, 2022 and January 2, 2021, respectively	$	609,298	$	615,425
5 1⁄8% Senior Notes, due 2025	—		300,000
6 1⁄2% Senior Notes, due 2027	300,000		300,000
5 1⁄4% Senior Notes, due 2029	700,000		700,000
Total	1,609,298		1,915,425
Current portion of long-term debt	6,354		6,354
Long-term debt	$	1,602,944	$	1,909,071

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The contractual payments of long-term debt, including current maturities, for the five years subsequent to January 1, 2022, are as follows:

2022	$	6,354
2023	6,354
2024	597,252
2025	—
2026	—
Thereafter	1,000,000
Total	1,609,960
Less: Original issue net discount	(662)
Less: Capitalized loan costs	(11,925)
Total debt	$	1,597,373

Senior Notes—On September 27, 2021, Summit LLC and Summit Finance (together, the “Issuers”) redeemed all $300.0 million in aggregate principal amount of their 5.125% senior notes due June 1, 2025 (the "2025 Notes") using existing cash on hand at a price equal to par plus an applicable premium and the indenture under which the 2025 Notes were issued was satisfied and discharged. As a result of the redemption, charges of $6.0 million were recognized in the quarter ended October 2, 2021, which included charges of $3.9 million for the applicable redemption premium and $2.1 million for the write-off of the deferred financing fees.

On August 11, 2020, the Issuers issued $700.0 million in aggregate principal amount of 5.250% senior notes due January 15, 2029 (the “2029 Notes”). The 2029 Notes were issued at 100.0% of their par value with proceeds of $690.4 million, net of related fees and expenses. The 2029 Notes were issued under an indenture dated August 11, 2020 (the "2020 Indenture"). The 2020 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 2020 Indenture also contains customary events of default. Interest on the 2029 Notes is payable semi-annually on January 15 and July 15 of each year commencing on January 15, 2021.

In August 2020, using the proceeds from the 2029 Notes, all of the outstanding $650.0 million 6.125% senior notes due 2023 (the “2023 Notes”) were redeemed at a price equal to par and the indenture under which the 2023 Notes were issued was satisfied and discharged. As a result of the extinguishment, charges of $4.1 million were recognized in the quarter ended September 26, 2020, which included charges of $0.8 million for the write-off of original issue discount and $3.3 million for the write-off of deferred financing fees.

On March 15, 2019, the Issuers issued $300.0 million in aggregate principal amount of 6.500% senior notes due March 15, 2027 (the “2027 Notes”). The 2027 Notes were issued at 100.0% of their par value with proceeds of $296.3 million, net of related fees and expenses. The 2027 Notes were issued under an indenture dated March 25, 2019, the terms of which are generally consistent with the 2020 Indenture. Interest on the 2027 Notes is payable semi-annually on March 15 and September 15 of each year commencing on September 15, 2019.

In March 2019, using the proceeds from the 2027 Notes, all of the outstanding $250.0 million 8.500% senior notes due 2022 (the “2022 Notes”) were redeemed at a price equal to par plus an applicable premium and the indenture under which the 2022 Notes were issued was satisfied and discharged. As a result of the extinguishment, charges of $14.6 million were recognized in the quarter ended March 30, 2019, which included charges of $11.7 million for the applicable redemption premium and $2.9 million for the write-off of deferred financing fees.

In 2017, 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. Interest on the 2025 Notes was payable semi-annually on June 1 and December 1 of each year commencing on December 1, 2017. The 2025 Notes were paid in full in September 2021 using cash on hand.

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 2027 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

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8, 2015, the terms of which are generally consistent with the 2020 Indenture. The 2023 Notes were paid in full in August 2020 as noted above.

As of January 1, 2022 and January 2, 2021, the Company was in compliance with all 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 $345.0 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 February 25, 2019, Summit LLC entered into Incremental Amendment No. 4 to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”) which, among other things, increased the total amount available under the revolving credit facility to $345.0 million and extended the maturity date of the Credit Agreement with respect to the revolving credit commitments to February 25, 2024.

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 2.00% 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 January 1, 2022 or January 2, 2021. As of January 1, 2022, we had remaining borrowing capacity of $327.1 million under the revolving credit facility, which is net of $17.9 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 January 1, 2022 and January 2, 2021, Summit LLC was in compliance with all financial covenants under the Credit Agreement.

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 years ended January 1, 2022 and January 2, 2021: 

	Deferred financing fees
Balance—December 28, 2019	$	15,436
Loan origination fees	9,605
Amortization	(3,336)
Write off of deferred financing fees	(3,338)
Balance—January 2, 2021	$	18,367
Amortization	(3,202)
Write off of deferred financing fees	(2,116)
Balance—January 1, 2022	$	13,049

Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC, which was amended on November 30, 2020, 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 0.20%, (iii) $1.5 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary and (iv) $10.0 million CAD revolving foreign exchange facility available to purchase foreign exchange forward contracts. There were no amounts outstanding under this agreement as of January 1, 2022 or January 2, 2021.

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(9) Income Taxes

Summit LLC is a limited liability company and passes its tax attributes for federal and state tax purposes to its member and is generally not subject to federal or state income tax. However, certain subsidiaries, or subsidiary groups, file federal, state, and Canadian income tax returns due to their status as C corporations or laws within that jurisdiction. The provision for income taxes is primarily composed of federal, state and local income taxes for the subsidiary entities that have C corporation status.

For the years ended January 1, 2022, January 2, 2021 and December 28, 2019, income taxes consisted of the following:

	2021		2020		2019
Provision for income taxes:
Current	$	8,459	$	3,827	$	69
Deferred	12,490		(2,764)		6,316
Income tax expense (benefit)	$	20,949	$	1,063	$	6,385

The effective tax rate on pre-tax income differs from the U.S. statutory rate of 21% for 2021, 2020 and 2019, respectively, due to the following:

	2021		2020		2019
Income tax expense (benefit) at federal statutory tax rate	$	40,303	$	25,577	$	19,947
Less: Income tax benefit at federal statutory tax rate for LLC entities	(27,821)		(17,647)		(15,387)
State and local income taxes	3,604		2,073		1,680
Permanent differences	427		2,479		13
Effective tax rate change	201		681		(725)
Divestment differences	3,766		—		—
Unrecognized tax benefits	—		(11,525)		5,038
Valuation allowance	—		—		(2,478)
Other	469		(575)		(1,703)
Income tax benefit	$	20,949	$	1,063	$	6,385

The following table summarizes the components of the net deferred income tax asset (liability) as January 1, 2022 and January 2, 2021:

	2021		2020
Deferred tax (liabilities) assets:
Accelerated depreciation	$	(65,149)	$	(70,588)
Net operating loss	11,602		26,929
Investment in limited partnership	(21,737)		(18,931)
Net intangible assets	(2,734)		(3,264)
Mining reclamation reserve	1,258		1,652
Working capital (e.g., accrued compensation, prepaid assets)	1,493		1,590
Net deferred tax liabilities	(75,267)		(62,612)
Less valuation allowance	(1,675)		(1,675)
Net deferred tax liability	$	(76,942)	$	(64,287)

The net deferred income tax liability as of January 1, 2022 and January 2, 2021, are included in other noncurrent liabilities on the consolidated balance sheets. As of January 1, 2022, Summit LLC had federal net operating loss carryforwards of $41.7 million, which expire between 2032 and 2037.

Valuation Allowance—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 (including the effect of available

20

carryback and carryforward periods) and tax-planning strategies. The deferred income tax asset related to net operating losses resides with two separate tax paying subsidiaries (or subsidiary groups) of Summit LLC. These tax payers have historically generated taxable income and forecast to continue generating taxable income; however, the use of a portion of the net operating may be limited.

	2021		2020
Valuation Allowance:
Beginning balance	$	(1,675)	$	(1,675)
Current year decreases (increases) from operations	—		—
Ending balance	$	(1,675)	$	(1,675)

As of January 1, 2022 and January 2, 2021, a $1.7 million and $1.7 million, respectively, valuation allowance has been recorded on net deferred tax assets where realization of our net operating losses are not more likely than not.

The Company does not have any unrecognized tax benefits as of January 1, 2022 or January 2, 2021. 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 years ended January 1, 2022 and January 2, 2021.

Tax years from 2016 to 2020 remain open and subject to audit by federal, Canadian, and state tax authorities. No income tax expense or benefit was recognized in other comprehensive loss in 2021, 2020 or 2019.

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 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 an assumed tax rate equal to the highest effective marginal combined U.S. federal, state and local income tax rate applicable to a corporate resident in New York, New York. No material distributions were made in the years ended January 1, 2022 and January 2, 2021.

(10) Members’ Interest

Summit LLC is a wholly owned indirect subsidiary of Summit Holdings, whose primary owner is 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”) 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.

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		income (loss)
Balance — December 28 , 2019	$	(6,317)	$	(14,654)	$	—	$	(20,971)
Postretirement liability adjustment	(2,229)		—		—		(2,229)
Foreign currency translation adjustment	—		4,617		—		4,617
Balance — January 2, 2021	$	(8,546)	$	(10,037)	$	—	$	(18,583)
Postretirement liability adjustment	1,303		—		—		1,303
Foreign currency translation adjustment	—		1,254		—		1,254
Balance — January 1, 2022	$	(7,243)	$	(8,783)	$	—	$	(16,026)

(11) Supplemental Cash Flow Information

Supplemental cash flow information for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was as follows:

21

	2021		2020		2019
Cash payments:
Interest	$	81,592	$	99,551	$	104,614
Payments for income taxes, net	7,580		1,754		(919)
Operating cash payments on operating leases	10,955		10,452		10,618
Operating cash payments on finance leases	2,162		3,132		3,051
Finance cash payments on finance leases	17,278		14,408		13,164
Non cash financing activities:
Right of use assets obtained in exchange for operating lease obligations	$	11,528	$	4,849	$	5,842
Right of use assets obtained in exchange for finance leases obligations	1,125		18,016		23,965

(12) Stock-Based Compensation

Prior to the IPO and related Reorganization, the capital structure of Summit Holdings consisted of six different classes of limited partnership units, each of which was subject to unique distribution rights. In connection with the IPO and the related Reorganization, the limited partnership agreement of Summit Holdings was amended and restated to, among other things, modify its capital structure by creating LP Units. Holders of the LP Units periodically exchange their LP Units for shares of Class A common Stock of Summit Inc.

Omnibus Incentive Plan

In 2015, our Board of Directors and stockholders adopted the Summit Materials, Inc. 2015 Omnibus Incentive Plan (the "Plan"), which allows for grants of equity-based awards in the form of stock options, stock appreciation rights, restricted stock and restricted stock units, performance units, and other stock-based awards. The Plan authorizes the issuance of up to 13,500,000 shares of Class A common stock in the form of restricted stock units and stock options.

At Summit Inc.’s May 2021 annual meeting of stockholders (the “May 2021 Annual Meeting”), Summit Inc.'s stockholders approved an increase to the number of shares of Summit Inc. Class A common stock that may be issued under the Plan by 4,000,000 shares of Class A common stock from the 13,500,000 shares of Class A common stock which were previously authorized for issuance to a total of 17,500,000, of which 7.9 million shares of Class A common stock were available for future grants as of January 1, 2022.

Employee Stock Purchase Plan

At the May 2021 Annual Meeting, Summit Inc.'s stockholders approved the Summit Materials, Inc. 2021 Employee Stock Purchase Plan (the “ESPP”), which authorized 5,500,000 shares of Class A common stock for issuance under the ESPP. All eligible employees may voluntarily enroll to purchase the Class A common stock of Summit Inc. through payroll deductions at a price equal to 85% of the lower of the fair market values of the stock as of the beginning or the end of six-month offering periods. Compensation expense is measured as the discount the employee is entitled to upon purchase and is recognized over the offering period. As of January 1, 2022, 5.5 million shares of Class A common stock were reserved for future issuance through the ESPP.

Restricted Stock

Restricted Stock with Service-Based Vesting—Under the Plan, the Compensation Committee of the Board of Directors (the “Compensation Committee”) has granted restricted stock to members of the Board of Directors, executive officers and other key employees. These awards contain service conditions associated with continued employment or service. The terms of the restricted stock provide voting and regular dividend rights to holders of the awards. Upon vesting, the restrictions on the restricted stock lapse and the shares are considered issued and outstanding for accounting purposes.

In each of 2021, 2020 and 2019, the Compensation Committee granted restricted stock to executives and key employees under the Plan as part of our annual equity award program, which vest over a two or three year period, subject to continued employment or service. From time to time, the Compensation Committee grants restricted stock to newly hired or promoted employees or other employees who have achieved extraordinary personal performance objectives.

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Further, in each of 2021, 2020 and 2019, the Compensation Committee granted 34,672, 42,736 and 65,144 shares, respectively, to non-employee members of the Board of Directors for their annual service as directors. These restricted stock grants vest over a one year period.

In measuring compensation expense associated with the grant of restricted stock, we use the fair value of the award, determined as the closing stock price for our Class A common stock on the date of grant. Compensation expense is recorded monthly over the vesting period of the award.

Restricted stock with Service- and Market-Condition-Based Vesting—In 2021, 2020 and 2019, the Compensation Committee granted restricted stock to certain members of our executive team as part of their annual compensation package. The restricted stock vests at the end of a three year performance period, based on our total stock return (“TSR”) ranking relative to companies in the S&P Building & Construction Select Industry Index, subject to continued employment.

Compensation expense is recorded monthly over the vesting period of the awards. The following table summarizes information for the equity awards granted in 2021:

	Options			Restricted Stock Units			Performance Stock Units			Warrants
		Weighted			Weighted			Weighted			Weighted
		average grant-		Number of	average grant-		Number of	average grant-			average grant-
	Number of	date fair value		restricted	date fair value		performance	date fair value		Number of	date fair value
	options	per unit		stock units	per unit		stock units	per unit		warrants	per unit
Beginning balance—January 2, 2021	2,038,473	$	9.16	2,134,951	$	18.64	428,875	$	28.64	100,037	$	18.00
Granted	—	—		727,655	28.91		129,060	47.34		—	—
Forfeited/ Canceled	—	—		(360,349)	19.06		(147,578)	36.10		—	—
Exercised	(1,745,940)	9.30		—	—		—	—		(68,518)	18.00
Vested	—	—		(1,020,265)	19.82		—	—		—	—
Balance—January 1, 2022	292,533	$	9.22	1,481,992	$	22.76	410,357	$	31.84	31,519	$	18.00

The fair value of the time-vesting options granted was estimated as of the grant date using the Black-Scholes-Merton model, which requires the input of subjective assumptions, including the expected volatility and the expected term. The fair value of the performance stock units granted was estimated as of the grant date using Monte Carlo simulations, which requires the input of subjective assumptions, including the expected volatility and the expected term. No options to purchase common stock were granted in 2021, 2020 and 2019.

	Performance Stock Units
	2021	2020	2019
Risk-free interest rate	0.29%	0.85%	2.49%
Dividend yield	N/A	N/A	N/A
Volatility	70%	39%	36%
Expected term	3 years	3 years	3 years

The risk-free rate is based on the yield at the date of grant of a U.S. Treasury security with a maturity period approximating the expected term. As Summit Holdings has not historically and does not plan to issue regular dividends, a dividend yield of zero was used. The volatility assumption is based on reported data of a peer group of publicly traded companies for which historical information was available adjusted for the Company’s capital structure. The expected term is based on expectations about future exercises and represents the period of time that the units granted are expected to be outstanding.

Compensation expense for time-vesting interests granted is based on the grant date fair value. The Company recognizes compensation costs on a straight-line basis over the service period, which is generally the vesting period of the award. Forfeitures are recognized as they occur. Share-based compensation expense, which is recognized in general and administrative expenses, totaled $19.7 million, $28.9 million and $20.4 million in the years ended January 1, 2022, January 2,

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2021 and December 28, 2019, respectively. As of January 1, 2022, unrecognized compensation cost totaled $21.7 million. The weighted average remaining contractual term over which the unrecognized compensation cost is to be recognized is 1.8 years as of year-end 2021.

As of January 1, 2022, the intrinsic value of outstanding options, restricted stock units and performance stock units was $6.0 million, $59.5 million and $16.5 million, respectively, and the remaining contractual term was 3.9 years, 0.8 years and 1.1 years, respectively. The weighted average strike price of 0.3 million exercisable stock options outstanding as of January 1, 2022 was $19.75 per share.

(13) Employee Benefit Plans

Defined Contribution Plan—The Company sponsors employee 401(k) savings plans for its employees, including certain union employees. The plans provide for various required and discretionary Company matches of employees’ eligible compensation contributed to the plans. The expense for the defined contribution plans was $10.9 million, $12.1 million and $11.7 million for the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively.

Defined Benefit and Other Postretirement Benefits Plans—The Company’s subsidiary, Continental Cement, sponsors two noncontributory defined benefit pension plans for hourly and salaried employees. The plans are closed to new participants and benefits are frozen. Pension benefits for eligible hourly employees are based on a monthly pension factor for each year of credited service. Pension benefits for eligible salaried employees are generally based on years of service and average eligible compensation. Continental Cement also sponsors two unfunded healthcare and life insurance benefits plans for certain eligible retired employees.

The funded status of the pension and other postretirement benefit plans is recognized in the consolidated balance sheets as the difference between the fair value of plan assets and the benefit obligations. For defined benefit pension plans, the benefit obligation is the projected benefit obligation (“PBO”) and for the healthcare and life insurance benefits plans, the benefit obligation is the accumulated postretirement benefit obligation (“APBO”). The PBO represents the actuarial present value of benefits expected to be paid upon retirement based on estimated future compensation levels. However, since the plans’ participants are not subject to future compensation increases, the plans’ PBO equals the accumulated benefit obligation (“ABO”). The APBO represents the actuarial present value of postretirement benefits attributed to employee services already rendered. The fair value of plan assets represents the current market value of assets held by an irrevocable trust fund for the sole benefit of participants. The measurement of the benefit obligations is based on the Company’s estimates and actuarial valuations. These valuations reflect the terms of the plan and use participant-specific information, such as compensation, age and years of service, as well as certain assumptions that require significant judgment, including estimates of discount rates, expected return on plan assets, rate of compensation increases, interest-crediting rates and mortality rates.

The Company uses December 31 as the measurement date for its defined benefit pension and other postretirement benefit plans.

Obligations and Funded Status—The following information is as of January 1, 2022 and January 2, 2021 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019: 

24

	2021				2020
	Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.
Change in benefit obligations:
Beginning of period	$	27,827	$	9,229	$	26,181	$	9,090
Service cost	58		194		71		176
Interest cost	550		189		733		242
Actuarial (gain) loss	(1,594)		1,143		2,425		676
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	25,266	$	9,790	$	27,827	$	9,229
Change in fair value of plan assets:
Beginning of period	$	19,058	$	—	$	18,242	$	—
Actual return on plan assets	1,304		—		1,916		—
Employer contributions	1,217		965		483		955
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	20,004	$	—	$	19,058	$	—
Funded status of plans	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Current liabilities	$	—	$	(723)	$	—	$	(636)
Noncurrent liabilities	(5,262)		(9,067)		(8,769)		(8,593)
Liability recognized	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Amounts recognized in accumulated other comprehensive income:
Net actuarial (gain) loss	$	8,261	$	3,591	$	10,689	$	2,707
Prior service cost	—		(1,449)		—		(1,690)
Total amount recognized	$	8,261	$	2,142	$	10,689	$	1,017

The amount recognized in accumulated other comprehensive income (“AOCI”) is the actuarial loss (credit) and prior service cost, which has not yet been recognized in periodic benefit cost.

	2021				2020				2019
	Pension		Healthcare		Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.		benefits		& Life Ins.
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	$	(2,000)	$	1,143	$	1,728	$	675	$	1,760	$	165
Amortization of prior year service cost	—		241		—		241		—		241
Amortization of gain	(428)		(259)		(326)		(89)		(202)		(39)
Total amount recognized	$	(2,428)	$	1,125	$	1,402	$	827	$	1,558	$	367
Components of net periodic benefit cost:
Service cost	$	58	$	194	$	71	$	176	$	60	$	166
Interest cost	550		189		733		242		928		321
Amortization of gain	428		259		326		89		202		39
Expected return on plan assets	(898)		—		(1,221)		—		(1,244)		—
Amortization of prior service credit	—		(241)		—		(241)		—		(241)
Net periodic (expense) benefit cost	$	138	$	401	$	(91)	$	266	$	(54)	$	285

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Assumptions—Weighted-average assumptions used to determine the benefit obligations as of year-end 2021 and 2020 are:

	2021		2020
		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	2.49% - 2.70%	2.30% - 2.50%	1.84% - 2.14%	1.80% - 1.82%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A

Weighted-average assumptions used to determine net periodic benefit cost for years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021		2020		2019
		Healthcare		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	1.84% - 2.14%	1.82% - 2.50%	2.78% - 2.96%	2.73% - 2.79%	3.90% - 4.02%	3.87% - 3.91%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A	7.00%	N/A

The expected long-term return on plan assets is based upon the Plans’ consideration of historical and forward-looking returns and the Company’s estimation of what a portfolio, with the target allocation described below, will earn over a long-term horizon. The discount rate is derived using the FTSE Pension Discount Curve.

Assumed health care cost trend rates were 8.0% as of year-end 2021 and 2020, grading to an ultimate trend rate of 4.5% in 2035. Assumed health care cost trend rates have a significant effect on the amounts reported for the Company’s healthcare and life insurance benefits plans.

Plan Assets—The defined benefit pension plans’ (the “Plans”) investment strategy is to minimize investment risk while generating acceptable returns. The Plans currently invest a relatively high proportion of the plan assets in fixed income securities, while the remainder is invested in equity securities, cash reserves and precious metals. The equity securities are diversified into funds with growth and value investment strategies. The target allocation for plan assets is as follows: equity securities—30%; fixed income securities—63%; cash reserves—5%; and precious metals—2%. The Plans’ current investment allocations are within the tolerance of the target allocation. The Company had no Level 3 investments as of or for the years ended January 1, 2022 and January 2, 2021.

At year-end 2021 and 2020, the Plans’ assets were invested predominantly in fixed-income securities and publicly traded equities, but may invest in other asset classes in the future subject to the parameters of the investment policy. The Plans’ investments in fixed-income assets include U.S. Treasury and U.S. agency securities and corporate bonds. The Plans’ investments in equity assets include U.S. and international securities and equity funds. The Company estimates the fair value of the Plans’ assets using various valuation techniques and, to the extent available, quoted market prices in active markets or observable market inputs. The descriptions and fair value methodologies for the Plans’ assets are as follows:

Fixed Income Securities—Corporate and government bonds are classified as Level 2 assets, as they are either valued at quoted market prices from observable pricing sources at the reporting date or valued based upon comparable securities with similar yields and credit ratings.

Equity Securities—Equity securities are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets.

Cash—The carrying amounts of cash approximate fair value due to the short-term maturity.

Precious Metals—Precious metals are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets.

The fair value of the Plans’ assets by asset class and fair value hierarchy level as of January 1, 2022 and January 2, 2021 are as follows:

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	2021
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,412	$	3,412	$	—
Intermediate—corporate	4,424		—		4,424
Short-term—government	1,727		1,727		—
Short-term—corporate	79		—		79
International	821		—		821
Equity securities:
U.S. Large cap value	1,912		1,912		—
U.S. Large cap growth	1,330		1,330		—
U.S. Mid cap value	750		750		—
U.S. Mid cap growth	526		526		—
U.S. Small cap value	730		730		—
U.S. Small cap growth	491		491		—
International	1,188		396		792
Emerging Markets	374		374		—
Commodities Broad Basket	1,058		202		856
Cash	1,182		1,182		—
Total	$	20,004	$	13,032	$	6,972

	2020
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,294	$	3,294	$	—
Intermediate—corporate	3,218		—		3,218
Short-term—government	705		705		—
Short-term—corporate	448		—		448
International	1,086		—		1,086
Equity securities:
U.S. Large cap value	1,516		1,516		—
U.S. Large cap growth	1,483		1,483		—
U.S. Mid cap value	631		631		—
U.S. Mid cap growth	619		619		—
U.S. Small cap value	663		663		—
U.S. Small cap growth	650		650		—
International	1,227		407		820
Emerging Markets	409		409		—
Commodities Broad Basket	1,002		182		820
Cash	2,107		2,107		—
Total	$	19,058	$	12,666	$	6,392

Cash Flows—The Company expects to contribute approximately $0.8 million and $0.7 million in 2022 to its pension plans and to its healthcare and life insurance benefits plans, respectively.

The estimated benefit payments for each of the next five years and the five-year period thereafter are as follows:

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	Pension		Healthcare and Life
	benefits		Insurance Benefits
2022	$	1,693	$	723
2023	1,695		716
2024	1,655		720
2025	1,615		730
2026	1,595		736
2027 - 2031	7,371		3,560

Multiemployer Pension Plans— In 2018, through an acquisition, the Company assumed an obligation to contribute to a number of multiemployer defined benefit pension plans under the terms of collective-bargaining agreements that cover its union-represented employees. The risks of participating in multiemployer pension plans are different from single-employer plans. Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. If a participating employer ceases contributing to the plan, the unfunded obligations of the plan are the responsibility of the remaining participating employers.

The Company's participation in these plans for the annual period ended December 31, 2021, is outlined in the table below. The ''EIN/Pension Plan Number" column provides the Employer Identification Number (EIN) and the three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 2021 and 2020 is for the plan 's year end at December 31, 2021, and December 31, 2020, respectively. The zone status is based on information the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded and plans in the green zone are at least 80% funded. The "FIP/RP Status Pending/Implemented" column indicates plans for which a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented. The "Surcharge Imposed" column indicates whether a surcharge has been imposed on contributions to the plan. The last column lists the expiration date(s) of the collective-bargaining agreement(s) to which the plans are subject. There have been no significant changes that affect the comparability of 2021 and 2020 contributions.

										Expiration Date of
		Pension Protection Act		FIP/RP Status	Contributions of Company					Collective-
Pension	EIN/ Pension	Zone Status		Pending/	($ in thousands)				Surcharge	Bargaining
Trust Fund	Plan Number	2021	2020	Implemented	2021		2020		Imposed	Agreement
Construction Industry Laborers Pension Fund	43-6060737/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	$	107	$	100	No	3/31/2026
Operating Engineers Local 101 Pension Plan	43-6059213/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	19		20		No	3/31/2026
Total Contributions					$	126	$	120

The Company was not listed as providing more than 5% of the total contributions for the Operating Engineers Local 101 Pension Plan or the Construction Industry Laborers Pension Fund for the plan years 2021 and 2020 per the plans' Forms 5500. As of the date of the filing of this annual report on Form 10-K, Forms 5500 were not available for the plan year ending December 31, 2021.

(14) Accrued Mining and Landfill Reclamation

The Company has asset retirement obligations arising from regulatory or contractual requirements to perform certain reclamation activities at the time that certain quarries and landfills are closed, which are primarily included in other noncurrent liabilities on the consolidated balance sheets. The current portion of the liabilities, $7.4 million and $10.0 million as of January 1, 2022 and January 2, 2021, respectively, is included in accrued expenses on the consolidated balance sheets. The total undiscounted anticipated costs for site reclamation as of January 1, 2022 and January 2, 2021 were $112.4 million and $112.8 million, respectively. The liabilities were initially measured at fair value and are subsequently adjusted for accretion expense,

28

payments and changes in the amount or timing of the estimated cash flows. The corresponding asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset and depreciated over the asset’s remaining useful life. The following table presents the activity for the asset retirement obligations for the years ended January 1, 2022 and January 2, 2021:

	2021		2020
Beginning balance	$	43,603	$	36,676
Acquired obligations	337		861
Change in cost estimate	1,427		6,523
Settlement of reclamation obligations	(3,240)		(3,095)
Accretion expense	2,924		2,638
Ending balance	$	45,051	$	43,603

(15) 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 current pending or threatened claims and litigation will not have a material effect on the Company’s consolidated financial position, results of operations or liquidity. The Company records legal fees as incurred.

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 currently not able to predict the ultimate outcome or cost of the investigation.

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.

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.

(16) Leases

We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements we have entered into or reassessed, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of ASU No. 2016-2, Leases (Topic 842). Assets acquired under finance leases are included in property, plant and equipment.

Many of our leases include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows:

29

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

30

The Company has lease agreements associated with quarry facilities under which royalty payments are made. The payments are generally based on tons sold in a particular period; however, certain agreements have minimum annual payments. Royalty expense recorded in cost of revenue during the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $34.8 million, $29.2 million and $24.3 million, respectively. Minimum contractual commitments for the subsequent five years under royalty agreements are as follows:

	Royalty
	Agreements
2022	$	10,975
2023	10,954
2024	10,466
2025	10,158
2026	9,100

(17) Fair Value of Financial Instruments

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 fair value of contingent consideration as of January 1, 2022 and January 2, 2021 was:

	2021		2020
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	129	$	654
Acquisition-related liabilities and Other noncurrent liabilities:
Contingent consideration	$	1,239	$	1,209

The fair value accounting guidance establishes the following fair value hierarchy that prioritizes the inputs used to measure fair value:

Level  1 —  Quoted prices in active markets for identical assets and liabilities.

Level 2 —  Observable inputs, other than quoted prices, for similar assets or liabilities in active markets.

Level 3 —  Unobservable inputs, which includes the use of valuation models.

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 January 1, 2022 and January 2, 2021 were:

	January 1, 2022				January 2, 2021
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 1
Long-term debt(1)	$	1,653,085	$	1,609,298	$	1,971,087	$	1,915,425
Level 3
Current portion of deferred consideration and noncompete obligations(2)	12,981		12,981		7,173		7,173
Long term portion of deferred consideration and noncompete obligations(3)	32,130		32,130		11,037		11,037

______________________

(1)    $6.4 million was included in current portion of debt as of January 1, 2022 and January 2, 2021.

(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.

31

Level 1 fair values are used to value investments in publicly-traded entities and assumed obligations for publicly-traded long-term debt.

Level 2 fair values are typically used to value acquired receivables, inventories, machinery and equipment, land, buildings, deferred income tax assets and liabilities, liabilities for asset retirement obligations, environmental remediation and compliance obligations. Additionally, Level 2 fair values are typically used to value assumed contracts at other-than-market rates.

Level 3 fair values are used to value acquired mineral reserves and leased mineral interests and other identifiable intangible assets. The fair values of mineral reserves and leased mineral interests are determined using an excess earnings approach, which requires management to estimate future cash flows. The estimate of future cash flows is based on available historical information and forecasts determined by management, but is inherently uncertain. Key assumptions in estimating future cash flows include sales price, volumes and expected profit margins, net of capital requirements. The present value of the projected net cash flows represents the fair value assigned to mineral reserves and mineral interests. The discount rate is a significant assumption used in the valuation model and is based on the required rate of return that a hypothetical market participant would assume if purchasing the acquired business.

The Level 3 fair values of contingent consideration were based on projected probability-weighted cash payments and a 9.5% 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. There were no material adjustments to the fair value of contingent consideration in 2021 or 2020. The fair values of the deferred consideration and noncompete obligations were determined based on 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.

(18) 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, the Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of its 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 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021		2020		2019
Revenue*:
West	$	1,262,061	$	1,262,196	$	1,122,338
East	849,374		799,633		809,098
Cement	298,234		270,622		290,704
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

32

	2021		2020		2019
Income from operations before taxes	$	191,920	$	121,800	$	94,982
Interest expense	92,178		103,291		115,988
Depreciation, depletion and amortization	226,442		218,682		214,886
Accretion	2,924		2,638		2,216
Loss on debt financings	6,016		4,064		14,565
Gain on sale of businesses	(20,011)		—		—
Non-cash compensation	19,705		28,857		20,403
Other	908		2,957		(3,800)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240
Total Adjusted EBITDA by Segment:
West	$	271,560	$	271,052	$	204,868
East	181,483		162,275		187,625
Cement	117,159		92,956		103,438
Corporate and other	(50,120)		(43,994)		(36,691)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240

	2021		2020		2019
Purchases of property, plant and equipment
West	$	94,056	$	67,500	$	71,397
East	89,727		92,528		77,894
Cement	26,962		15,071		25,691
Total reportable segments	210,745		175,099		174,982
Corporate and other	1,237		2,150		2,513
Total purchases of property, plant and equipment	$	211,982	$	177,249	$	177,495

	2021		2020		2019
Depreciation, depletion, amortization and accretion:
West	$	99,470	$	93,866	$	93,256
East	86,623		86,205		81,403
Cement	39,024		37,267		38,447
Total reportable segments	225,117		217,338		213,106
Corporate and other	4,249		3,982		3,996
Total depreciation, depletion, amortization and accretion	$	229,366	$	221,320	$	217,102

	2021		2020		2019
Total assets:
West	$	1,512,298	$	1,503,382	$	1,379,684
East	1,292,638		1,303,742		1,288,835
Cement	844,086		850,835		868,528
Total reportable segments	3,649,022		3,657,959		3,537,047
Corporate and other	386,537		419,175		319,176
Total	$	4,035,559	$	4,077,134	$	3,856,223

(19) Senior Notes’ 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. Certain other partially-owned subsidiaries and a non-U.S. entity do not

33

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.

34

Condensed Consolidating Balance Sheets

January 1, 2022

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	365,044	$	2,264	$	18,337	$	(4,684)	$	380,961
Accounts receivable, net	94		264,888		22,185		59		287,226
Intercompany receivables	366,619		1,746,909		—		(2,113,528)		—
Cost and estimated earnings in excess of billings	—		6,942		658		—		7,600
Inventories	—		175,211		5,549		—		180,760
Other current assets	3,036		8,920		1,107		—		13,063
Total current assets	734,793		2,205,134		47,836		(2,118,153)		869,610
Property, plant and equipment, net	10,013		1,742,721		90,174		—		1,842,908
Goodwill	—		1,104,019		60,731		—		1,164,750
Intangible assets, net	—		64,466		4,930		—		69,396
Operating lease right-of-use assets	5,612		19,693		4,845		—		30,150
Other assets	4,417,039		220,500		576		(4,579,370)		58,745
Total assets	$	5,167,457	$	5,356,533	$	209,092	$	(6,697,523)	$	4,035,559
Liabilities and Members' Interest
Current liabilities:
Current portion of debt	$	6,354	$	—	$	—	$	—	$	6,354
Current portion of acquisition-related liabilities	—		13,110		—		—		13,110
Accounts payable	6,284		114,405		8,095		59		128,843
Accrued expenses	55,440		94,858		2,522		(4,684)		148,136
Current operating lease liabilities	780		5,053		664		—		6,497
Intercompany payables	1,607,816		502,334		3,378		(2,113,528)		—
Billings in excess of costs and estimated earnings	—		6,960		441		—		7,401
Total current liabilities	1,676,674		736,720		15,100		(2,118,153)		310,341
Long-term debt	1,591,019		—		—		—		1,591,019
Acquisition-related liabilities	—		33,369		—		—		33,369
Noncurrent operating lease liabilities	9,647		15,101		4,132		—		28,880
Other noncurrent liabilities	5,173		227,348		118,906		(164,421)		187,006
Total liabilities	3,282,513		1,012,538		138,138		(2,282,574)		2,150,615
Total members' interest	1,884,944		4,343,995		70,954		(4,414,949)		1,884,944
Total liabilities and members' interest	$	5,167,457	$	5,356,533	$	209,092	$	(6,697,523)	$	4,035,559

35

Condensed Consolidating Balance Sheets

January 2, 2021

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	401,074	$	10,287	$	10,461	$	(3,641)	$	418,181
Accounts receivable, net	4		230,199		24,384		109		254,696
Intercompany receivables	404,459		1,303,293		—		(1,707,752)		—
Cost and estimated earnings in excess of billings	—		7,504		1,162		—		8,666
Inventories	—		193,417		6,891		—		200,308
Other current assets	2,840		6,797		1,791		—		11,428
Total current assets	808,377		1,751,497		44,689		(1,711,284)		893,279
Property, plant and equipment, net	9,410		1,746,045		94,714		—		1,850,169
Goodwill	—		1,142,083		60,208		—		1,202,291
Intangible assets, net	—		47,852		—		—		47,852
Operating lease right-of-use assets	2,615		21,880		4,048		—		28,543
Other assets	4,022,729		207,699		493		(4,175,921)		55,000
Total assets	$	4,843,131	$	4,917,056	$	204,152	$	(5,887,205)	$	4,077,134
Liabilities and Members' Interest
Current liabilities:
Current portion of debt	$	6,354	$	—	$	—	$	—	$	6,354
Current portion of acquisition-related liabilities	—		7,827		—		—		7,827
Accounts payable	3,889		108,805		8,619		109		121,422
Accrued expenses	54,108		106,320		4,014		(3,641)		160,801
Current operating lease liabilities	913		6,114		1,161		—		8,188
Intercompany payables	1,215,043		485,401		7,308		(1,707,752)		—
Billings in excess of costs and estimated earnings	—		15,508		991		—		16,499
Total current liabilities	1,280,307		729,975		22,093		(1,711,284)		321,091
Long-term debt	1,892,347		—		—		—		1,892,347
Acquisition-related liabilities	—		12,246		—		—		12,246
Noncurrent operating lease liabilities	2,567		16,062		2,871		—		21,500
Other noncurrent liabilities	5,142		208,540		117,921		(164,421)		167,182
Total liabilities	3,180,363		966,823		142,885		(1,875,705)		2,414,366
Total members' interest	1,662,768		3,950,233		61,267		(4,011,500)		1,662,768
Total liabilities and members' interest	$	4,843,131	$	4,917,056	$	204,152	$	(5,887,205)	$	4,077,134

36

Condensed Consolidating Statements of Operations and Comprehensive Income

Year Ended January 1, 2022

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Revenue	$	—	$	2,307,127	$	116,408	$	(13,866)	$	2,409,669
Cost of revenue (excluding items shown separately below)	—		1,665,196		85,080		(13,866)		1,736,410
General and administrative expenses	70,384		116,374		4,070		—		190,828
Depreciation, depletion, amortization and accretion	4,249		213,900		11,217		—		229,366
Operating (loss) income	(74,633)		311,657		16,041		—		253,065
Other income, net	(382,983)		(15,891)		(588)		388,440		(11,022)
Interest expense (income)	135,206		(48,529)		5,501		—		92,178
Gain on sale of business	—		(20,011)		—		—		(20,011)
Income from operation before taxes	173,144		396,088		11,128		(388,440)		191,920
Income tax expense	2,173		16,079		2,697		—		20,949
Net income attributable to Summit LLC	$	170,971	$	380,009	$	8,431	$	(388,440)	$	170,971
Comprehensive income attributable to member of Summit Materials, LLC	$	173,528	$	378,706	$	7,177	$	(385,883)	$	173,528

37

Condensed Consolidating Statements of Operations and Comprehensive Income

Year ended January 2, 2021

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Revenue	$	—	$	2,259,865	$	89,752	$	(17,166)	$	2,332,451
Cost of revenue (excluding items shown separately below)	—		1,663,957		63,863		(17,166)		1,710,654
General and administrative expenses	72,504		96,526		6,274		—		175,304
Depreciation, depletion, amortization and accretion	3,983		210,038		7,299		—		221,320
Operating (loss) income	(76,487)		289,344		12,316		—		225,173
Other (income) loss, net	(328,914)		(2,473)		(198)		331,667		82
Interest expense (income)	130,176		(31,402)		4,517		—		103,291
Income from operation before taxes	122,251		323,219		7,997		(331,667)		121,800
Income tax expense (benefit)	1,514		(4,737)		4,286		—		1,063
Net income attributable to Summit LLC	$	120,737	$	327,956	$	3,711	$	(331,667)	$	120,737
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	123,125	$	330,185	$	(906)	$	(329,279)	$	123,125

38

Condensed Consolidating Statements of Operations and Comprehensive Income

Year ended December 28, 2019

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Revenue	$	—	$	2,139,457	$	94,879	$	(12,196)	$	2,222,140
Cost of revenue (excluding items shown separately below)	—		1,587,374		70,838		(12,196)		1,646,016
General and administrative expenses	58,099		81,434		5,931		—		145,464
Depreciation, depletion, amortization and accretion	3,997		207,277		5,828		—		217,102
Operating (loss) income	(62,096)		263,372		12,282		—		213,558
Other (income) loss, net	(279,517)		(8,767)		(790)		291,662		2,588
Interest expense (income)	127,734		(16,561)		4,815		—		115,988
Income from continuing operations before taxes	89,687		288,700		8,257		(291,662)		94,982
Income tax (benefit) expense	1,090		3,377		1,918		—		6,385
Net income attributable to member of Summit Materials, LLC	$	88,597	$	285,323	$	6,339	$	(291,662)	$	88,597
Comprehensive income attributable to member of Summit Materials, LLC	$	91,242	$	287,394	$	1,623	$	(289,017)	$	91,242

39

Condensed Consolidating Statements of Cash Flows

For the year ended January 1, 2022

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Net cash (used in) provided by operating activities	$	(136,008)	$	471,106	$	26,831	$	—	$	361,929
Cash flow from investing activities:
Acquisitions, net of cash acquired	—		(19,513)		—		—		(19,513)
Purchase of property, plant and equipment	(1,237)		(201,038)		(9,707)		—		(211,982)
Proceeds from the sale of property, plant, and equipment	—		10,894		780		—		11,674
Proceeds from the sale of a business	—		128,337		—		—		128,337
Other	—		236		—		—		236
Net cash used for investing activities	(1,237)		(81,084)		(8,927)		—		(91,248)
Cash flow from financing activities:
Proceeds from investment by member	29,685		2,766		—		—		32,451
Loans received from and payments made on loans from other Summit Companies	381,393		(370,940)		(9,410)		(1,043)		—
Payments on long-term debt	(306,355)		(22,011)		(644)		—		(329,010)
Payments on acquisition-related liabilities	—		(7,860)		—		—		(7,860)
Distributions from partnership	(2,500)		—		—		—		(2,500)
Other	(1,008)		—		—		—		(1,008)
Net cash provided by (used in) financing activities	101,215		(398,045)		(10,054)		(1,043)		(307,927)
Impact of cash on foreign currency	—		—		26		—		26
Net (decrease) increase in cash	(36,030)		(8,023)		7,876		(1,043)		(37,220)
Cash — Beginning of period	401,074		10,287		10,461		(3,641)		418,181
Cash — End of period	$	365,044	$	2,264	$	18,337	$	(4,684)	$	380,961

40

Condensed Consolidating Statements of Cash Flows

For the year ended January 2, 2021

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Net cash (used in) provided by operating activities	$	(135,895)	$	502,595	$	42,169	$	—	$	408,869
Cash flow from investing activities:
Acquisitions, net of cash acquired	—		(92,085)		(31,392)		—		(123,477)
Purchase of property, plant and equipment	(2,150)		(173,228)		(1,871)		—		(177,249)
Proceeds from the sale of property, plant, and equipment	—		13,935		83		—		14,018
Other	—		1,121		—		—		1,121
Net cash used for investing activities	(2,150)		(250,257)		(33,180)		—		(285,587)
Cash flow from financing activities:
Proceeds from investment by member	(91,142)		87,925		4,260		—		1,043
Net proceeds from debt issuance	700,000		—		—		—		700,000
Loans received from and payments made on loans from other Summit Companies	298,656		(288,711)		(12,781)		2,836		—
Payments on long-term debt	(657,942)		(15,911)		(192)		—		(674,045)
Payments on acquisition-related liabilities	—		(30,757)		—		—		(30,757)
Financing costs	(9,605)		—		—		—		(9,605)
Distributions from partnership	(2,500)		—		—		—		(2,500)
Other	(822)		(85)		—		—		(907)
Net cash provided by (used in) financing activities	236,645		(247,539)		(8,713)		2,836		(16,771)
Impact of cash on foreign currency	—		—		351		—		351
Net increase in cash	98,600		4,799		627		2,836		106,862
Cash — Beginning of period	302,474		5,488		9,834		(6,477)		311,319
Cash — End of period	$	401,074	$	10,287	$	10,461	$	(3,641)	$	418,181

41

Condensed Consolidating Statements of Cash Flows

For the year ended December 28, 2019

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Net cash (used in) provided by operating activities	$	(112,019)	$	431,323	$	17,880	$	—	$	337,184
Cash flow from investing activities:
Acquisitions, net of cash acquired	—		(5,392)		—		—		(5,392)
Purchase of property, plant and equipment	(2,513)		(163,652)		(11,330)		—		(177,495)
Proceeds from the sale of property, plant, and equipment	—		21,083		90		—		21,173
Proceeds from the sale of a business	—		—		—		—		—
Other	—		(1,095)		—		—		(1,095)
Net cash used for investing activities	(2,513)		(149,056)		(11,240)		—		(162,809)
Cash flow from financing activities:
Proceeds from investment by member	(21,614)		40,690		—		—		19,076
Net proceeds from debt issuance	300,000		—		—		—		300,000
Loans received from and payments made on loans from other Summit Companies	287,029		(280,836)		(4,586)		(1,607)		—
Payments on long-term debt	(256,354)		(13,650)		(225)		—		(270,229)
Payments on acquisition-related liabilities	—		(31,383)		—		—		(31,383)
Financing costs	(6,312)		—		—		—		(6,312)
Distributions from partnership	(2,500)		—		—		—		(2,500)
Other	(462)		(40)		—		—		(502)
Net cash provided by financing activities	299,787		(285,219)		(4,811)		(1,607)		8,150
Impact of cash on foreign currency	—		—		286		—		286
Net (decrease) increase in cash	185,255		(2,952)		2,115		(1,607)		182,811
Cash — Beginning of period	117,219		8,440		7,719		(4,870)		128,508
Cash — End of period	$	302,474	$	5,488	$	9,834	$	(6,477)	$	311,319

42

XML

Cover - USD ($) $ in Billions	12 Months Ended
	Jan. 01, 2022	Feb. 21, 2022	Jul. 03, 2021
Document Information [Line Items]
Document Type	10-K
Document Annual Report	true
Document Period End Date	Jan. 01, 2022
Current Fiscal Year End Date	--01-01
Document Transition Report	false
Entity File Number	001-36873
Entity Registrant Name	SUMMIT MATERIALS, INC.
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	47-1984212
Entity Address, Address Line One	1550 Wynkoop Street
Entity Address, Address Line Two	3rd Floor
Entity Address, City or Town	Denver
Entity Address, State or Province	CO
Entity Address, Postal Zip Code	80202
City Area Code	303
Local Phone Number	893-0012
Title of 12(b) Security	Class A Common Stock (par value $.01 per share)
Trading Symbol	SUM
Security Exchange Name	NYSE
Entity Well-known Seasoned Issuer	Yes
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Large Accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Public Float			$ 4.1
Documents Incorporated by Reference	Certain information required by Items 10, 11, 12, 13 and 14 of Part III incorporate information by reference from Summit Materials, Inc.’s definitive proxy statement relating to its 2022 annual meeting of stockholders to be filed with the Securities and Exchange Commission within 120 days after the close of Summit Materials, Inc.’s most recent fiscal year.
Entity Central Index Key	0001621563
Amendment Flag	false
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	FY
Common Class A
Document Information [Line Items]
Entity Common Stock, Shares Outstanding (in shares)		118,730,256
Common Class B
Document Information [Line Items]
Entity Common Stock, Shares Outstanding (in shares)		99
Summit Materials, LLC
Document Information [Line Items]
Entity File Number	333-187556
Entity Registrant Name	SUMMIT MATERIALS, LLC
Entity Incorporation, State or Country Code	DE
Entity Tax Identification Number	26-4138486
Entity Well-known Seasoned Issuer	No
Entity Voluntary Filers	No
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Non-accelerated Filer
Entity Small Business	false
Entity Emerging Growth Company	false
ICFR Auditor Attestation Flag	true
Entity Shell Company	false
Entity Central Index Key	0001571371
Amendment Flag	false
Document Fiscal Year Focus	2021
Document Fiscal Period Focus	FY

XML

Audit Information	12 Months Ended
	Jan. 01, 2022
Auditor [Line Items]
Auditor Name	KPMG LLP
Auditor Location	Denver, CO
Auditor Firm ID	185
Summit Materials, LLC
Auditor [Line Items]
Auditor Name	KPMG LLP
Auditor Location	Denver, CO
Auditor Firm ID	185

XML

Consolidated Balance Sheets - Summit Materials Inc - USD ($) $ in Thousands	Jan. 01, 2022	Jan. 02, 2021
Current assets:
Cash and cash equivalents	$ 380,961	$ 418,181
Accounts receivable, net	287,226	254,696
Costs and estimated earnings in excess of billings	7,600	8,666
Inventories	180,760	200,308
Other current assets	13,063	11,428
Total current assets	869,610	893,279
Property, plant and equipment	1,842,908	1,850,169
Goodwill	1,163,750	1,201,291
Intangible assets	69,396	47,852
Deferred tax assets	204,566	231,877
Operating lease right-of-use assets	30,150	28,543
Other assets	58,745	55,000
Total assets	4,239,125	4,308,011
Current liabilities:
Current portion of debt	6,354	6,354
Current portion of acquisition-related liabilities	13,110	10,265
Accounts payable	128,232	120,813
Accrued expenses	147,476	160,570
Current operating lease liabilities	6,497	8,188
Billings in excess of costs and estimated earnings	7,401	16,499
Total current liabilities	309,070	322,689
Long-term debt	1,591,019	1,892,347
Acquisition-related liabilities	33,369	12,246
Tax receivable agreement liability	326,548	321,680
Noncurrent operating lease liabilities	28,880	21,500
Other noncurrent liabilities	127,027	121,281
Total liabilities	2,415,913	2,691,743
Commitments and contingencies
Stockholders' equity / Member's interest
Additional paid-in capital	1,326,340	1,264,681
Accumulated earnings	478,956	326,772
Accumulated other comprehensive income	7,083	5,203
Stockholders’ equity	1,813,567	1,597,801
Noncontrolling interest in Summit Holdings	9,645	18,467
Total stockholders’ equity	1,823,212	1,616,268
Total liabilities and stockholders' equity / member's interest	4,239,125	4,308,011
Common Class A
Stockholders' equity / Member's interest
Common stock	1,188	1,145
Common Class B
Stockholders' equity / Member's interest
Common stock	$ 0	$ 0

XML

Consolidated Balance Sheets - Summit Materials Inc (Parenthetical) - $ / shares	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
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)	118,705,108	114,390,595	113,309,385
Common stock, shares outstanding (in shares)	118,705,108	114,390,595
Common Class B
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	99
Common stock, shares outstanding (in shares)	99	99

XML

Consolidated Balance Sheets - Summit Materials LLC - USD ($) $ in Thousands	Jan. 01, 2022	Jan. 02, 2021
Current assets:
Cash and cash equivalents	$ 380,961	$ 418,181
Accounts receivable, net	287,226	254,696
Costs and estimated earnings in excess of billings	7,600	8,666
Inventories	180,760	200,308
Other current assets	13,063	11,428
Total current assets	869,610	893,279
Property, plant and equipment	1,842,908	1,850,169
Goodwill	1,163,750	1,201,291
Intangible assets	69,396	47,852
Operating lease right-of-use assets	30,150	28,543
Other assets	58,745	55,000
Total assets	4,239,125	4,308,011
Current liabilities:
Current portion of debt	6,354	6,354
Current portion of acquisition-related liabilities	13,110	10,265
Accounts payable	128,232	120,813
Accrued expenses	147,476	160,570
Current operating lease liabilities	6,497	8,188
Billings in excess of costs and estimated earnings	7,401	16,499
Total current liabilities	309,070	322,689
Long-term debt	1,591,019	1,892,347
Acquisition-related liabilities	33,369	12,246
Noncurrent operating lease liabilities	28,880	21,500
Other noncurrent liabilities	127,027	121,281
Total liabilities	2,415,913	2,691,743
Commitments and contingencies
Stockholders' equity / Member's interest
Accumulated earnings	478,956	326,772
Accumulated other comprehensive income	7,083	5,203
Total liabilities and stockholders' equity / member's interest	4,239,125	4,308,011
Summit Materials, LLC
Current assets:
Cash and cash equivalents	380,961	418,181
Accounts receivable, net	287,226	254,696
Costs and estimated earnings in excess of billings	7,600	8,666
Inventories	180,760	200,308
Other current assets	13,063	11,428
Total current assets	869,610	893,279
Property, plant and equipment	1,842,908	1,850,169
Goodwill	1,164,750	1,202,291
Intangible assets	69,396	47,852
Operating lease right-of-use assets	30,150	28,543
Other assets	58,745	55,000
Total assets	4,035,559	4,077,134
Current liabilities:
Current portion of debt	6,354	6,354
Current portion of acquisition-related liabilities	13,110	7,827
Accounts payable	128,843	121,422
Accrued expenses	148,136	160,801
Current operating lease liabilities	6,497	8,188
Billings in excess of costs and estimated earnings	7,401	16,499
Total current liabilities	310,341	321,091
Long-term debt	1,591,019	1,892,347
Acquisition-related liabilities	33,369	12,246
Noncurrent operating lease liabilities	28,880	21,500
Other noncurrent liabilities	187,006	167,182
Total liabilities	2,150,615	2,414,366
Stockholders' equity / Member's interest
Members' equity	1,507,859	1,459,211
Accumulated earnings	393,111	222,140
Accumulated other comprehensive income	(16,026)	(18,583)
Total members' interest	1,884,944	1,662,768
Total liabilities and stockholders' equity / member's interest	$ 4,035,559	$ 4,077,134

XML

Consolidated Statements of Operations - Summit Materials Inc - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Revenue:
Revenue	$ 2,409,669	$ 2,332,451	$ 2,222,140
Cost of revenue (excluding items shown separately below):
Cost of revenue	1,736,410	1,710,654	1,646,016
General and administrative expenses	196,728	182,873	156,129
Depreciation, depletion, amortization and accretion	229,366	221,320	217,102
Gain on sale of property, plant and equipment	(5,900)	(7,569)	(10,665)
Operating income	253,065	225,173	213,558
Interest expense	92,240	103,595	116,509
Loss on debt financings	6,016	4,064	14,565
Tax receivable agreement benefit	(6,779)	(7,559)	16,237
Gain on sale of businesses	(20,011)	0	0
Other income, net	(17,038)	(3,982)	(11,977)
Income from operations before taxes	198,637	129,055	78,224
Income tax expense (benefit)	44,356	(12,185)	17,101
Net income	154,281	141,240	61,123
Net income attributable to Summit Holdings	2,097	3,273	2,057
Net income attributable to Summit Inc/LLC	$ 152,184	$ 137,967	$ 59,066
Common Class A
Earnings per share of Class A common stock:
Basic (USD per share)	$ 1.29	$ 1.21	$ 0.53
Diluted (USD per share)	$ 1.28	$ 1.20	$ 0.52
Weighted average shares of Class A common stock:
Basic (in shares)	117,436,234	114,014,749	112,204,067
Diluted (in shares)	118,741,932	114,631,768	112,684,718
Common Class A and Restricted Stock
Earnings per share of Class A common stock:
Basic (USD per share)	$ 1.29	$ 1.21	$ 0.53
Weighted average shares of Class A common stock:
Basic (in shares)	117,650,080	114,227,192	112,204,067
Excluding delivery and subcontract revenue
Revenue:
Revenue	$ 2,232,696	$ 2,134,754	$ 2,030,647
Cost of revenue (excluding items shown separately below):
Cost of revenue	1,559,437	1,512,957	1,454,523
Product
Revenue:
Revenue	1,923,285	1,824,679	1,724,462
Cost of revenue (excluding items shown separately below):
Cost of revenue	1,314,416	1,254,849	1,199,403
Service
Revenue:
Revenue	309,411	310,075	306,185
Cost of revenue (excluding items shown separately below):
Cost of revenue	245,021	258,108	255,120
Delivery and subcontract revenue
Revenue:
Revenue	176,973	197,697	191,493
Cost of revenue (excluding items shown separately below):
Cost of revenue	$ 176,973	$ 197,697	$ 191,493

XML

Consolidated Statements of Operations - Summit Materials LLC - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Revenue:
Revenue	$ 2,409,669	$ 2,332,451	$ 2,222,140
Cost of revenue (excluding items shown separately below):
Cost of revenue	1,736,410	1,710,654	1,646,016
General and administrative expenses	196,728	182,873	156,129
Depreciation, depletion, amortization and accretion	229,366	221,320	217,102
Gain on sale of property, plant and equipment	(5,900)	(7,569)	(10,665)
Operating income	253,065	225,173	213,558
Interest expense	92,240	103,595	116,509
Loss on debt financings	6,016	4,064	14,565
Gain on sale of businesses	(20,011)	0	0
Other income, net	(17,038)	(3,982)	(11,977)
Income from operations before taxes	198,637	129,055	78,224
Income tax expense (benefit)	44,356	(12,185)	17,101
Net income attributable to Summit Inc/LLC	152,184	137,967	59,066
Summit Materials, LLC
Revenue:
Revenue	2,409,669	2,332,451	2,222,140
Cost of revenue (excluding items shown separately below):
Cost of revenue	1,736,410	1,710,654	1,646,016
General and administrative expenses	196,728	182,873	156,129
Depreciation, depletion, amortization and accretion	229,366	221,320	217,102
Gain on sale of property, plant and equipment	(5,900)	(7,569)	(10,665)
Operating income	253,065	225,173	213,558
Interest expense	92,178	103,291	115,988
Loss on debt financings	6,016	4,064	14,565
Gain on sale of businesses	(20,011)	0	0
Other income, net	(17,038)	(3,982)	(11,977)
Income from operations before taxes	191,920	121,800	94,982
Income tax expense (benefit)	20,949	1,063	6,385
Net income attributable to Summit Inc/LLC	170,971	120,737	88,597
Excluding delivery and subcontract revenue
Revenue:
Revenue	2,232,696	2,134,754	2,030,647
Cost of revenue (excluding items shown separately below):
Cost of revenue	1,559,437	1,512,957	1,454,523
Excluding delivery and subcontract revenue | Summit Materials, LLC
Revenue:
Revenue	2,232,696	2,134,754	2,030,647
Cost of revenue (excluding items shown separately below):
Cost of revenue	1,559,437	1,512,957	1,454,523
Product
Revenue:
Revenue	1,923,285	1,824,679	1,724,462
Cost of revenue (excluding items shown separately below):
Cost of revenue	1,314,416	1,254,849	1,199,403
Product | Summit Materials, LLC
Revenue:
Revenue	1,923,285	1,824,679	1,724,462
Cost of revenue (excluding items shown separately below):
Cost of revenue	1,314,416	1,254,849	1,199,403
Service
Revenue:
Revenue	309,411	310,075	306,185
Cost of revenue (excluding items shown separately below):
Cost of revenue	245,021	258,108	255,120
Service | Summit Materials, LLC
Revenue:
Revenue	309,411	310,075	306,185
Cost of revenue (excluding items shown separately below):
Cost of revenue	245,021	258,108	255,120
Delivery and subcontract revenue
Revenue:
Revenue	176,973	197,697	191,493
Cost of revenue (excluding items shown separately below):
Cost of revenue	176,973	197,697	191,493
Delivery and subcontract revenue | Summit Materials, LLC
Revenue:
Revenue	176,973	197,697	191,493
Cost of revenue (excluding items shown separately below):
Cost of revenue	$ 176,973	$ 197,697	$ 191,493

XML

Consolidated Statements of Comprehensive Income - Summit Materials Inc - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Statement of Comprehensive Income [Abstract]
Net income	$ 154,281	$ 141,240	$ 61,123
Other comprehensive income (loss):
Postretirement liability adjustment	1,303	(2,229)	(1,925)
Foreign currency translation adjustment	1,254	4,617	4,716
Income on cash flow hedges	0	0	(146)
Less tax effect of other comprehensive loss items	(615)	(575)	0
Other comprehensive income	1,942	1,813	2,645
Comprehensive income	156,223	143,053	63,768
Less comprehensive income attributable to Summit Holdings	2,159	3,331	3,935
Comprehensive income attributable to Summit Materials, Inc. / Summit Materials, LLC	$ 154,064	$ 139,722	$ 59,833

XML

Consolidated Statements of Comprehensive Income - Summit Materials LLC - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Net income	$ 154,281	$ 141,240	$ 61,123
Other comprehensive income (loss):
Postretirement liability adjustment	1,303	(2,229)	(1,925)
Foreign currency translation adjustment	1,254	4,617	4,716
Income on cash flow hedges	0	0	(146)
Other comprehensive income	1,942	1,813	2,645
Comprehensive income attributable to Summit Materials, Inc. / Summit Materials, LLC	154,064	139,722	59,833
Summit Materials, LLC
Net income	170,971	120,737	88,597
Other comprehensive income (loss):
Postretirement liability adjustment	1,303	(2,229)	(1,925)
Foreign currency translation adjustment	1,254	4,617	4,716
Income on cash flow hedges	0	0	(146)
Other comprehensive income	2,557	2,388	2,645
Comprehensive income attributable to Summit Materials, Inc. / Summit Materials, LLC	$ 173,528	$ 123,125	$ 91,242

XML

Consolidated Statements of Cash Flows - Summit Materials Inc - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Cash flow from operating activities:
Net income	$ 154,281	$ 141,240	$ 61,123
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion	235,278	227,817	222,862
Share-based compensation expense	19,705	28,857	20,403
Net gain on asset and business disposals	(25,559)	(7,548)	(10,294)
Non-cash loss on debt financings	2,116	4,064	2,850
Change in deferred tax asset, net	24,685	(18,384)	16,012
Other	(2,249)	619	(2,135)
Decrease (increase) in operating assets, net of acquisitions and dispositions:
Accounts receivable, net	(31,292)	5,467	(37,049)
Inventories	3,815	3,339	8,582
Costs and estimated earnings in excess of billings	(394)	4,535	5,558
Other current assets	(2,483)	472	5,465
Other assets	7,748	10,264	5,085
(Decrease) increase in operating liabilities, net of acquisitions and dispositions:
Accounts payable	4,593	(4,231)	18,903
Accrued expenses	(7,030)	15,476	7,640
Billings in excess of costs and estimated earnings	(7,138)	2,616	1,988
Tax receivable agreement liability	4,868	(5,285)	17,291
Other liabilities	(19,015)	(449)	(7,100)
Net cash provided by operating activities	361,929	408,869	337,184
Cash flow from investing activities:
Acquisitions, net of cash acquired	(19,513)	(123,477)	(5,392)
Purchases of property, plant and equipment	(211,982)	(177,249)	(177,495)
Proceeds from the sale of property, plant and equipment	11,674	14,018	21,173
Proceeds from sale of businesses	128,337	0	0
Other	236	1,121	(1,095)
Net cash used in investing activities	(91,248)	(285,587)	(162,809)
Cash flow from financing activities:
Proceeds from debt issuances	0	700,000	300,000
Debt issuance costs	0	(9,605)	(6,312)
Payments on debt	(329,010)	(674,045)	(270,229)
Payments on acquisition-related liabilities	(10,360)	(33,257)	(33,883)
Proceeds from stock option exercises	32,451	1,043	19,076
Other	(1,008)	(907)	(502)
Net cash used in financing activities	(307,927)	(16,771)	8,150
Impact of foreign currency on cash	26	351	286
Net (decrease) increase in cash	(37,220)	106,862	182,811
Cash and cash equivalents—beginning of period	418,181	311,319	128,508
Cash and cash equivalents—end of period	$ 380,961	$ 418,181	$ 311,319

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Consolidated Statements of Cash Flows - Summit Materials LLC - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Cash flow from operating activities:
Net income	$ 154,281	$ 141,240	$ 61,123
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion	235,278	227,817	222,862
Share-based compensation expense	19,705	28,857	20,403
Net gain on asset and business disposals	(25,559)	(7,548)	(10,294)
Non-cash loss on debt financings	2,116	4,064	2,850
Change in deferred tax asset, net	24,685	(18,384)	16,012
Other	(2,249)	619	(2,135)
Decrease (increase) in operating assets, net of acquisitions and dispositions:
Accounts receivable, net	(31,292)	5,467	(37,049)
Inventories	3,815	3,339	8,582
Costs and estimated earnings in excess of billings	(394)	4,535	5,558
Other current assets	(2,483)	472	5,465
Other assets	7,748	10,264	5,085
(Decrease) increase in operating liabilities, net of acquisitions and dispositions:
Accounts payable	4,593	(4,231)	18,903
Accrued expenses	(7,030)	15,476	7,640
Billings in excess of costs and estimated earnings	(7,138)	2,616	1,988
Other liabilities	(19,015)	(449)	(7,100)
Net cash provided by operating activities	361,929	408,869	337,184
Cash flow from investing activities:
Acquisitions, net of cash acquired	(19,513)	(123,477)	(5,392)
Purchases of property, plant and equipment	(211,982)	(177,249)	(177,495)
Proceeds from the sale of property, plant and equipment	11,674	14,018	21,173
Proceeds from sale of businesses	128,337	0	0
Other	236	1,121	(1,095)
Net cash used in investing activities	(91,248)	(285,587)	(162,809)
Cash flow from financing activities:
Proceeds from debt issuances	0	700,000	300,000
Debt issuance costs	0	(9,605)	(6,312)
Payments on debt	(329,010)	(674,045)	(270,229)
Payments on acquisition-related liabilities	(10,360)	(33,257)	(33,883)
Other	(1,008)	(907)	(502)
Net cash used in financing activities	(307,927)	(16,771)	8,150
Impact of foreign currency on cash	26	351	286
Net (decrease) increase in cash	(37,220)	106,862	182,811
Cash and cash equivalents—beginning of period	418,181	311,319	128,508
Cash and cash equivalents—end of period	380,961	418,181	311,319
Summit Materials, LLC
Cash flow from operating activities:
Net income	170,971	120,737	88,597
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion	235,216	227,513	222,341
Share-based compensation expense	19,705	28,857	20,403
Net gain on asset and business disposals	(25,559)	(7,548)	(10,294)
Non-cash loss on debt financings	2,116	4,064	2,850
Change in deferred tax asset, net	12,496	(2,862)	6,350
Other	(2,249)	619	(2,135)
Decrease (increase) in operating assets, net of acquisitions and dispositions:
Accounts receivable, net	(31,292)	5,467	(37,049)
Inventories	3,815	3,339	8,582
Costs and estimated earnings in excess of billings	(394)	4,535	5,558
Other current assets	(2,483)	472	5,465
Other assets	7,748	10,264	5,085
(Decrease) increase in operating liabilities, net of acquisitions and dispositions:
Accounts payable	4,593	(4,231)	18,208
Accrued expenses	(6,601)	15,476	8,335
Billings in excess of costs and estimated earnings	(7,138)	2,616	1,988
Other liabilities	(19,015)	(449)	(7,100)
Net cash provided by operating activities	361,929	408,869	337,184
Cash flow from investing activities:
Acquisitions, net of cash acquired	(19,513)	(123,477)	(5,392)
Purchases of property, plant and equipment	(211,982)	(177,249)	(177,495)
Proceeds from the sale of property, plant and equipment	11,674	14,018	21,173
Proceeds from sale of businesses	128,337	0	0
Other	236	1,121	(1,095)
Net cash used in investing activities	(91,248)	(285,587)	(162,809)
Cash flow from financing activities:
Capital contributions by member	32,451	1,043	19,076
Proceeds from debt issuances	0	700,000	300,000
Debt issuance costs	0	(9,605)	(6,312)
Payments on debt	(329,010)	(674,045)	(270,229)
Payments on acquisition-related liabilities	(7,860)	(30,757)	(31,383)
Distributions	(2,500)	(2,500)	(2,500)
Other	(1,008)	(907)	(502)
Net cash used in financing activities	(307,927)	(16,771)	8,150
Impact of foreign currency on cash	26	351	286
Net (decrease) increase in cash	(37,220)	106,862	182,811
Cash and cash equivalents—beginning of period	418,181	311,319	128,508
Cash and cash equivalents—end of period	$ 380,961	$ 418,181	$ 311,319

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Consolidated Statements of Changes in Stockholders' Equity - Summit Materials Inc - USD ($) $ in Thousands	Total	Common Class A	Common Class B	Accumulated Earnings/Deficit	Accumulated Other Comprehensive Income (Loss)	Common Stock Common Class A	Common Stock Common Class B	Additional Paid-in Capital	Noncontrolling Interest	Summit Materials, LLC	Summit Materials, LLC Accumulated Earnings/Deficit	Summit Materials, LLC Accumulated Other Comprehensive Income (Loss)
Beginning balance stockholders' equity at Dec. 29, 2018	$ 1,342,145			$ 129,739	$ 2,681	$ 1,117	$ 0	$ 1,194,204	$ 14,404
Beginning balance stockholders' equity (in shares) at Dec. 29, 2018						111,658,927	99
Increase (Decrease) In Stockholders' Equity [Rollforward]
Net income	61,123			59,066					2,057	$ 88,597	$ 88,597
LP Unit exchanges (in shares)						185,861
LP Unit exchanges	0					$ 2		971	(973)
Other comprehensive income, net of tax	2,645				767				1,878	2,645		$ 2,645
Stock option exercises (in shares)						1,065,446
Stock option exercises	19,076					$ 11		19,065
Share-based compensation	20,403							20,403		20,403
Shares redeemed to settle taxes and other (in shares)						399,151	0
Shares redeemed to settle taxes and other	(619)					$ 4		(623)		(502)
Ending balance stockholders' equity at Dec. 28, 2019	1,444,773			188,805	3,448	$ 1,134	$ 0	1,234,020	17,366			(20,971)
Ending balance stockholders' equity (in shares) at Dec. 28, 2019		113,309,385				113,309,385	99
Increase (Decrease) In Stockholders' Equity [Rollforward]
Net income	141,240			137,967					3,273	120,737	120,737
LP Unit exchanges (in shares)		376,487				376,487
LP Unit exchanges	0					$ 4		2,226	(2,230)
Other comprehensive income, net of tax	$ 1,813				1,755				58	2,388		2,388
Stock option exercises (in shares)	54,517	54,517				54,517
Stock option exercises	$ 1,043					$ 1		1,042
Share-based compensation	28,857							28,857		28,857
Shares redeemed to settle taxes and other (in shares)		650,206				650,206	0
Shares redeemed to settle taxes and other	(1,458)					$ 6		(1,464)		(907)
Ending balance stockholders' equity at Jan. 02, 2021	1,616,268			326,772	5,203	$ 1,145	$ 0	1,264,681	18,467			(18,583)
Ending balance stockholders' equity (in shares) at Jan. 02, 2021		114,390,595	99			114,390,595	99
Increase (Decrease) In Stockholders' Equity [Rollforward]
Net income	154,281									170,971	$ 170,971
LP Unit exchanges (in shares)		1,559,164
Other comprehensive income, net of tax	1,942									2,557		2,557
Stock option exercises (in shares)		1,745,940
Share-based compensation										19,705
Shares redeemed to settle taxes and other (in shares)		1,009,409
Shares redeemed to settle taxes and other										$ (1,008)
Ending balance stockholders' equity at Jan. 01, 2022	$ 1,823,212			$ 478,956	$ 7,083	$ 1,188	$ 0	$ 1,326,340	$ 9,645			$ (16,026)
Ending balance stockholders' equity (in shares) at Jan. 01, 2022		118,705,108	99			118,705,108	99

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Consolidated Statements of Changes in Member's Interest - Summit Materials LLC - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Jan. 01, 2022	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Increase (Decrease) In Stockholders' Equity [Rollforward]
Net income	$ 154,281	$ 154,281	$ 141,240	$ 61,123
Other comprehensive income, net of tax	1,942	1,942	1,813	2,645
Share-based compensation	19,705		28,857	20,403
Shares redeemed to settle taxes and other	(1,435)		(1,458)	(619)
Accumulated Earnings/Deficit
Increase (Decrease) In Stockholders' Equity [Rollforward]
Net income	152,184		137,967	59,066
Accumulated Other Comprehensive Income (Loss)
Increase (Decrease) In Stockholders' Equity [Rollforward]
Other comprehensive income, net of tax	1,880		1,755	767
Summit Materials, LLC
Increase (Decrease) In Stockholders' Equity [Rollforward]
Beginning balance members' interest		1,662,768	1,513,150	1,385,431
Net contributed capital		32,451	1,043	19,076
Net income		170,971	120,737	88,597
Other comprehensive income, net of tax		2,557	2,388	2,645
Distributions		(2,500)	(2,500)	(2,500)
Share-based compensation		19,705	28,857	20,403
Shares redeemed to settle taxes and other		(1,008)	(907)	(502)
Ending balance members' interest	1,884,944	1,884,944	1,662,768	1,513,150
Summit Materials, LLC | Members' equity
Increase (Decrease) In Stockholders' Equity [Rollforward]
Beginning balance members' interest		1,459,211	1,432,718	1,396,241
Net contributed capital		32,451	1,043	19,076
Distributions		(2,500)	(2,500)	(2,500)
Share-based compensation		19,705	28,857	20,403
Shares redeemed to settle taxes and other		(1,008)	(907)	(502)
Ending balance members' interest	1,507,859	1,507,859	1,459,211	1,432,718
Summit Materials, LLC | Accumulated Earnings/Deficit
Increase (Decrease) In Stockholders' Equity [Rollforward]
Beginning balance members' interest		222,140	101,403	12,806
Net income		170,971	120,737	88,597
Ending balance members' interest	393,111	393,111	222,140	101,403
Summit Materials, LLC | Accumulated Other Comprehensive Income (Loss)
Increase (Decrease) In Stockholders' Equity [Rollforward]
Beginning balance members' interest		(18,583)	(20,971)	(23,616)
Other comprehensive income, net of tax		2,557	2,388	2,645
Ending balance members' interest	$ (16,026)	$ (16,026)	$ (18,583)	$ (20,971)

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Summary of Organization and Significant Accounting Policies

12 Months Ended

Jan. 01, 2022

Company Information

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.

On September 23, 2014, Summit Inc. was formed as a Delaware corporation to be a holding company. Its sole material asset is a controlling equity interest in Summit Materials Holdings L.P. (“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 ("IPO"), Summit Inc. became a holding corporation operating and controlling all of the business and affairs of Summit Holdings and its subsidiaries. Summit Inc. owns the majority of the partnership interests of Summit Holdings (see note 11, Stockholders’ Equity).  Summit Materials, LLC (“Summit LLC”) an indirect wholly owned subsidiary of Summit Holdings, conducts the majority of our operations. Continental Cement Company, L.L.C. (“Continental Cement”) is also a wholly owned subsidiary of Summit LLC. Summit Materials Finance Corp. (“Summit Finance”), an indirect wholly owned subsidiary of Summit LLC, has jointly issued our Senior Notes as described below.

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, 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.

The Company’s fiscal year is based on a 52-53 week year with each quarter composed of 13 weeks ending on a Saturday. The year ended January 2, 2021 was a 53-week year.

For a summary of the changes in Summit Inc.’s ownership of Summit Holdings, see Note 11, 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. 

Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles (“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 21 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 the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted 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 2021, 2020 or 2019.

Accounts Receivable—Accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the collectability of individual accounts. In establishing the allowance, management considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, the current receivables aging and current payment terms. Balances that remain outstanding after reasonable collection efforts are exercised are written off through a charge to the valuation allowance.

The balances billed but not paid by customers, pursuant to retainage provisions included in contracts, are generally due upon completion of the contracts.

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.

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. 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 and the receipt and disposal of waste that is converted to fuel for use in our cement plants. 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 over time based on the proportion of costs incurred to date relative to the total estimated costs at completion, which approximates progress towards completion. Under this 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. The majority of our construction service contracts, and therefore, revenue, are opened and completed within one year, with most activity during the spring, summer and fall. 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 actual cost to total estimated cost 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 year ended January 1, 2022.

We recognize claims when the amount of the claim can be estimated reliably and it is legally enforceable. 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.

Inventories—Inventories consist of stone that has been removed from quarries and processed for future sale, cement, raw materials and finished concrete blocks. Inventories are valued at the lower of cost or net realizable value and are accounted for on a first-in first-out basis or an average cost basis. If items become obsolete or otherwise unusable or if quantities exceed what is projected to be sold within a reasonable period of time, they will be charged to costs of revenue in the period that the items are designated as obsolete or excess inventory. Stripping costs are costs of removing overburden and waste material to access aggregate materials and are expensed as incurred.

Property, Plant and Equipment, net—Property, plant and equipment are recorded at cost, less accumulated depreciation, depletion and amortization. Expenditures for additions and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Repair and maintenance costs that do not substantially expand productive capacity or extend the life of property, plant and equipment are expensed as incurred.

Landfill airspace is included in property, plant and equipment at cost and is amortized based on the portion of the airspace used during the period compared to the gross estimated value of available airspace, which is updated periodically as circumstances dictate. Management reassesses the landfill airspace capacity with any changes in value recorded in cost of

revenue. Capitalized landfill costs include expenditures for the acquisition of land and related airspace, engineering and permitting costs, cell construction costs and direct site improvement costs.

Upon disposal of an asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any gain or loss is included in general and administrative expenses.

The Company reviews the carrying value of property, plant and equipment for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. Such indicators may include, among others, deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have a negative effect on earnings and cash flows or a trend of negative or declining cash flows over multiple periods.

Property, plant and equipment is tested for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. As a result, the property, plant and equipment impairment test is at a significantly lower level than the level at which goodwill is tested for impairment. In markets where the Company does not produce downstream products, such as ready-mix concrete, asphalt paving mix and paving and related services, the lowest level of largely independent identifiable cash flows is at the individual aggregates operation or a group of aggregates operations collectively serving a local market or the cement operations. Conversely, in vertically-integrated markets, the cash flows of the downstream and upstream businesses are not largely independently identifiable and the vertically-integrated operations are considered the lowest level of largely independent identifiable cash flows.

Aggregates mineral bearing land and interests are included in property, plant and equipment. When leased mineral interests are acquired during a business combination, they are valued using an excess earnings approach for the life of the proven and probable reserves. Depletion expense is recorded using a units of production methodology.

Accrued Mining and Landfill Reclamation—The mining reclamation reserve and financial commitments for landfill closure and post-closure activities are based on management’s estimate of future cost requirements to reclaim property at both currently operating and closed sites. Estimates of these obligations have been developed based on management’s interpretation of current requirements and proposed regulatory changes and are intended to approximate fair value. Costs are estimated in current dollars, inflated until the expected time of payment, and then discounted back to present value using a credit-adjusted risk-free rate on obligations of similar maturity, adjusted to reflect the Company’s credit rating. Changes in the credit-adjusted risk-free rate do not change recorded liabilities. However, subsequent increases in the recognized obligations are measured using a current credit-adjusted risk-free rate. Decreases in the recognized obligations are measured at the initial credit-adjusted risk-free rate.

Significant changes in inflation rates, or the amount or, timing of future cost estimates typically result in both (1) a current adjustment to the recorded liability (and corresponding adjustment to the asset) and (2) a change in accretion of the liability and depreciation of the asset to be recorded prospectively over the remaining capacity of the unmined quarry or landfill.

Goodwill—Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired. Goodwill recorded in connection with the Company’s acquisitions is primarily attributable to the expected profitability, assembled workforces of the acquired businesses and the synergies expected to arise after the Company’s acquisition of those businesses. Goodwill is not amortized, but is tested annually for impairment as of the first day of the fourth quarter and at any time that events or circumstances indicate that goodwill may be impaired. A qualitative approach may first be applied to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, the two-step quantitative impairment test is then performed, otherwise further analysis is not required. The two-step impairment test first identifies potential goodwill impairment for each reporting unit and then, if necessary, measures the amount of the impairment loss.

Income Taxes—Summit Inc. is a corporation subject to income taxes in the United States. Certain subsidiaries, including Summit Holdings, or subsidiary groups of the Company are taxable separate from Summit Inc. The provision for income taxes, or Summit Inc.’s proportional share of the provision, are included in the Company’s consolidated financial statements.

The Company’s deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future. The computed deferred balances are based on enacted tax laws and applicable rates for the periods in which the differences are expected to affect taxable income. A

valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a valuation allowance had been recorded then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

The Company evaluates the tax positions taken on income tax returns that remain open and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized is recognized. Interest and penalties related to unrecognized tax benefits are recorded in income tax expense (benefit).

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 IPO, we entered into a TRA with the pre-IPO owners that requires us to pay the pre-IPO owners or their permitted assignees 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.

As noted above, 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. 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 liability 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.

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.

Prior Year Reclassifications—We reclassified $126.7 million and $119.7 million of fixed overhead expenses related to production activities from general and administrative expenses to cost of revenue for the years ended 2020 and 2019, respectively, to conform to the current year presentation.

New Accounting Standards—In August 2018, the FASB issued 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. We adopted this ASU in the first quarter of 2020 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

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 Benefits Plans, which modifies the disclosure requirements of 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. The adoption of this new ASU did not have a material impact on our consolidated financial results.

Summit Materials, LLC

Company Information

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,” “is,” “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”) 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.

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. Noncontrolling interests in consolidated subsidiaries represent a 20% ownership in Ohio Valley Asphalt, LLC and, prior to the initial public offering (“IPO”) and concurrent purchase of the noncontrolling interests Continental Cement Company, L.L.C. (“Continental Cement”), a 30% redeemable ownership in Continental Cement. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting.

The Company’s fiscal year is based on a 52-53 week year with each quarter composed of 13 weeks ending on a Saturday. The year ended January 2, 2021 was a 53-week year.

Use of Estimates— Preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles (“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 21 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 the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted 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 2021, 2020 or 2019.

Accounts Receivable—Accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the collectability of individual accounts. In establishing the allowance, management considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, the current receivables aging and current payment terms. Balances that remain outstanding after reasonable collection efforts are exercised are written off through a charge to the valuation allowance.

The balances billed but not paid by customers, pursuant to retainage provisions included in contracts, are generally due upon completion of the contracts.

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.

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. 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 and the receipt and disposal of waste that is converted to fuel for use in our cement plants. 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 over time based on the proportion of costs incurred to date relative to the total estimated costs at completion, which approximates progress towards completion. Under this 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. The majority of our construction service contracts, and therefore, revenue, are opened and completed within one year, with most activity during the spring, summer and fall. 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 actual cost to total estimated cost 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 year ended January 1, 2022.

We recognize claims when the amount of the claim can be estimated reliably and it is legally enforceable. 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.

Inventories—Inventories consist of stone that has been removed from quarries and processed for future sale, cement, raw materials and finished concrete blocks. Inventories are valued at the lower of cost or net realizable value and are accounted for on a first-in first-out basis or an average cost basis. If items become obsolete or otherwise unusable or if quantities exceed what is projected to be sold within a reasonable period of time, they will be charged to costs of revenue in the period that the items are designated as obsolete or excess inventory. Stripping costs are costs of removing overburden and waste material to access aggregate materials and are expensed as incurred.

Property, Plant and Equipment, net—Property, plant and equipment are recorded at cost, less accumulated depreciation, depletion and amortization. Expenditures for additions and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Repair and maintenance costs that do not substantially expand productive capacity or extend the life of property, plant and equipment are expensed as incurred.

Landfill airspace is included in property, plant and equipment at cost and is amortized based on the portion of the airspace used during the period compared to the gross estimated value of available airspace, which is updated periodically as circumstances dictate. Management reassesses the landfill airspace capacity with any changes in value recorded in cost of revenue. Capitalized landfill costs include expenditures for the acquisition of land and related airspace, engineering and permitting costs, cell construction costs and direct site improvement costs.

Upon disposal of an asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any gain or loss is included in general and administrative expenses.

The Company reviews the carrying value of property, plant and equipment for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. Such indicators may include, among others, deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have a negative effect on earnings and cash flows or a trend of negative or declining cash flows over multiple periods.

Property, plant and equipment is tested for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. As a result, the property, plant and equipment impairment test is at a significantly lower level than the level at which goodwill is tested for impairment. In markets where the Company does not produce downstream products, such as ready-mix concrete, asphalt paving mix and paving and related services, the lowest level of largely independent identifiable cash flows is at the individual aggregates operation or a group of aggregates operations collectively serving a local market or the cement operations. Conversely, in vertically-integrated markets, the cash flows of the downstream and upstream businesses are not largely independently identifiable and the vertically-integrated operations are considered the lowest level of largely independent identifiable cash flows.

Aggregates mineral bearing land and interests are included in property, plant and equipment. When leased mineral interests are acquired during a business combination, they are valued using an excess earnings approach for the life of the proven and probable reserves. Depletion expense is recorded using a units of production methodology.

Accrued Mining and Landfill Reclamation—The mining reclamation reserve and financial commitments for landfill closure and post-closure activities are based on management’s estimate of future cost requirements to reclaim property at both currently operating and closed sites. Estimates of these obligations have been developed based on management’s interpretation of current requirements and proposed regulatory changes and are intended to approximate fair value. Costs are estimated in current dollars, inflated until the expected time of payment, and then discounted back to present value using a credit-adjusted risk-free rate on obligations of similar maturity, adjusted to reflect the Company’s credit rating. Changes in the credit-adjusted risk-free rate do not change recorded liabilities. However, subsequent increases in the recognized obligations are measured using a current credit-adjusted risk-free rate. Decreases in the recognized obligations are measured at the initial credit-adjusted risk-free rate.

Significant changes in inflation rates, or the amount or, timing of future cost estimates typically result in both (1) a current adjustment to the recorded liability (and corresponding adjustment to the asset) and (2) a change in accretion of the liability and depreciation of the asset to be recorded prospectively over the remaining capacity of the unmined quarry or landfill.

Goodwill—Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired. Goodwill recorded in connection with the Company’s acquisitions is primarily attributable to the expected profitability, assembled workforces of the acquired businesses and the synergies expected to arise after the Company’s acquisition of those businesses. Goodwill is not amortized, but is tested annually for impairment as of the first day of the fourth quarter and at any time that events or circumstances indicate that goodwill may be impaired. A qualitative approach may first be applied to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, the two-step quantitative impairment test is then performed, otherwise further analysis is not required. The two-step impairment test first identifies potential goodwill impairment for each reporting unit and then, if necessary, measures the amount of the impairment loss.

Income Taxes—As a limited liability company, the Company’s federal and state income tax attributes are generally passed to its member. However, certain subsidiaries, or subsidiary groups, of the Company are taxable entities subject to income taxes in the United States and Canada, the provisions for which are included in the consolidated financial statements. Significant judgments and estimates are required in the determination of the consolidated income tax expense.

The Company’s deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future. The computed deferred balances are based on enacted tax laws and applicable rates for the periods in which the differences are expected to affect taxable income. A valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a

valuation allowance had been recorded then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

The Company evaluates the tax positions taken on income tax returns that remain open and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized is recognized. Interest and penalties related to unrecognized tax benefits are recorded in income tax expense (benefit).

Prior Year Reclassifications — We reclassified $126.7 million and $119.7 million of fixed overhead expenses related to production activities from general and administrative expenses to cost of revenue for the years ended 2020 and 2019, respectively, to conform to the current year presentation

New Accounting Standards — 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. We adopted this ASU in the first quarter of 2020 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

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 Benefits Plans, which modifies the disclosure requirements of 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. The adoption of this new ASU did not have a material impact on our consolidated financial results.

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Acquisitions and Dispositions

12 Months Ended

Jan. 01, 2022

Acquisitions and Dispositions

Acquisitions and Dispositions

The Company has completed numerous acquisitions since its formation. 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. Goodwill acquired during a business combination has an indefinite life and is not amortized. The following table summarizes the Company’s acquisitions by region and period:

	2021	2020	2019
West	—	2	2
East	3	1	—

The purchase price allocation, primarily the valuation of property, plant and equipment for the acquisitions completed during the year end ended 2021 have not yet been finalized due to the recent timing of the acquisitions, status of the valuation of property, plant and equipment and finalization of related tax returns. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	2021		2020
Financial assets	$	—	$	8,696
Inventories	2,406		2,856
Property, plant and equipment	19,668		130,042
Intangible assets	702		—
Other assets	98		2,790
Financial liabilities	(1,742)		(4,469)
Other long-term liabilities	(470)		(16,069)
Net assets acquired	20,662		123,846
Goodwill	—		—
Purchase price	20,662		123,846
Acquisition-related liabilities	(1,149)		—
Other	—		(369)
Net cash paid for acquisitions	$	19,513	$	123,477

Acquisition-Related Liabilities—A number of acquisition-related liabilities have been recorded subject to terms in the relevant purchase agreements, including deferred consideration and noncompete payments. Noncompete payments have been accrued where certain former owners of newly acquired companies have entered into standard noncompete arrangements. Subject to terms and conditions stated in these noncompete agreements, payments are generally made over a five-year period. Deferred consideration is purchase price consideration paid in the future as agreed to in the purchase agreement and is not contingent on future events. Deferred consideration is generally scheduled to be paid in years ranging from 5 to 20 years in annual installments. The remaining payments due under these noncompete and deferred consideration agreements are as follows:

2022	$	13,001
2023	12,167
2024	6,870
2025	7,317
2026	6,068
Thereafter	10,385
Total scheduled payments	55,808
Present value adjustments	(10,697)
Total noncompete obligations and deferred consideration	$	45,111

Accretion on the deferred consideration and noncompete obligations is recorded in interest expense.

During 2021, as part of the Company's Elevate Summit strategy to rationalize assets, the Company sold seven businesses in the East segment and one business in the West segment, resulting in total cash proceeds of $128.3 million and a net gain on disposition of business of $20.0 million.

Summit Materials, LLC

Acquisitions and Dispositions

Acquisitions and Dispositions

The Company has completed numerous acquisitions since its formation. 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. Goodwill acquired during a business combination has an indefinite life and is not amortized. The following table summarizes the Company’s acquisitions by region and period:

	2021	2020	2019
West	—	2	2
East	3	1	—

The purchase price allocation, primarily the valuation of property, plant and equipment for the acquisitions completed during the year end ended 2021 have not yet been finalized due to the recent timing of the acquisitions, status of the valuation of property, plant and equipment and finalization of related tax returns. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	2021		2020
Financial assets	$	—	$	8,696
Inventories	2,406		2,856
Property, plant and equipment	19,668		130,042
Intangible assets	702		—
Other assets	98		2,790
Financial liabilities	(1,742)		(4,469)
Other long-term liabilities	(470)		(16,069)
Net assets acquired	20,662		123,846
Goodwill	—		—
Purchase price	20,662		123,846
Acquisition-related liabilities	(1,149)		—
Other	—		(369)
Net cash paid for acquisitions	$	19,513	$	123,477

Acquisition-Related Liabilities—A number of acquisition-related liabilities have been recorded subject to terms in the relevant purchase agreements, including deferred consideration and noncompete payments. Noncompete payments have been accrued where certain former owners of newly acquired companies have entered into standard noncompete arrangements. Subject to terms and conditions stated in these noncompete agreements, payments are generally made over a five-year period. Deferred consideration is purchase price consideration paid in the future as agreed to in the purchase agreement and is not contingent on future events. Deferred consideration is generally scheduled to be paid in years ranging from 5 to 20 years in annual installments. The remaining payments due under these noncompete and deferred consideration agreements are as follows:

2022	$	13,001
2023	12,167
2024	6,870
2025	7,317
2026	6,068
Thereafter	10,385
Total scheduled payments	55,808
Present value adjustments	(10,697)
Total noncompete obligations and deferred consideration	$	45,111

Accretion on the deferred consideration and noncompete obligations is recorded in interest expense. 

During 2021, as part of the Company's Elevate Summit strategy to rationalize assets, the Company sold seven businesses in the East segment and one business in the West segment, resulting in total cash proceeds of $128.3 million and a net gain on disposition of business of $20.0 million.

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Goodwill

12 Months Ended

Jan. 01, 2022

Goodwill

Goodwill

As of January 1, 2022, the Company had 11 reporting units with goodwill for which the annual goodwill impairment test was completed. We perform the annual impairment test on the first day of the fourth quarter each year. We initially perform a qualitative analysis. As a result of this analysis, it was determined that it is more likely than not that the fair value of seven reporting units were greater than its carrying value. For the remaining reporting units we perform a two-step quantitative analysis. Step 1 of that analysis compares the estimated the fair value of the reporting units using an income approach (i.e., a discounted cash flow technique) and a market approach to the carrying value of the reporting unit. If the estimated fair value exceeds its carrying value, the goodwill of the reporting unit is not considered impaired. If the carrying value of the reporting unit exceeds its fair value, we proceed to the second step to measure the amount of potential impairment loss. Based on this analysis, it was determined that the reporting units’ fair values were greater than their carrying values and no impairment charges were recognized in 2021.

These estimates of a reporting unit’s fair value involve significant management estimates and assumptions, including but not limited to sales prices of similar assets, assumptions related to future profitability, cash flows, and discount rates. These estimates are based upon historical trends, management’s knowledge and experience and overall economic factors, including projections of future earnings potential. Developing discounted future cash flow estimates in applying the income approach required management to evaluate its intermediate to longer-term strategies, including, but not limited to, estimates about revenue growth, operating margins, capital requirements, inflation and working capital management. The development of appropriate rates to discount the estimated future cash flows required the selection of risk premiums, which can materially affect the present value of estimated future cash flows.

The following table presents goodwill by reportable segments and in total:

	West		East		Cement		Total
Balance—December 28, 2019	$	584,617	$	410,426	$	204,656	$	1,199,699
Acquisitions (1)	19		—		—		19
Foreign currency translation adjustments	1,573		—		—		1,573
Balance—January 2, 2021	$	586,209	$	410,426	$	204,656	$	1,201,291
Dispositions (2)	(16,222)		(21,841)		—		(38,063)
Foreign currency translation adjustments	522		—		—		522
Balance—January 1, 2022	$	570,509	$	388,585	$	204,656	$	1,163,750

______________________

(1)Reflects goodwill from 2020 acquisitions and working capital adjustments from prior year acquisitions.

(2)Reflects goodwill derecognition from dispositions completed during 2021.

Summit Materials, LLC

Goodwill

Goodwill

As of January 1, 2022, the Company had 11 reporting units with goodwill for which the annual goodwill impairment test was completed. We perform the annual impairment test on the first day of the fourth quarter each year. We initially perform a qualitative analysis. As a result of this analysis, it was determined that it is more likely than not that the fair value of seven reporting units were greater than its carrying value. For the remaining reporting units we perform a two-step quantitative analysis. Step 1 of that analysis compares the estimated the fair value of the reporting units using an income approach (i.e., a discounted cash flow technique) and a market approach to the carrying value of the reporting unit. If the estimated fair value exceeds its carrying value, the goodwill of the reporting unit is not considered impaired. If the carrying value of the reporting unit exceeds its fair value, we proceed to the second step to measure the amount of potential impairment loss. Based on this analysis, it was determined that the reporting units’ fair values were greater than their carrying values and no impairment charges were recognized in 2021.

These estimates of a reporting unit’s fair value involve significant management estimates and assumptions, including but not limited to sales prices of similar assets, assumptions related to future profitability, cash flows, and discount rates. These estimates are based upon historical trends, management’s knowledge and experience and overall economic factors, including projections of future earnings potential. Developing discounted future cash flow estimates in applying the income approach required management to evaluate its intermediate to longer-term strategies, including, but not limited to, estimates about revenue growth, operating margins, capital requirements, inflation and working capital management. The development of appropriate rates to discount the estimated future cash flows required the selection of risk premiums, which can materially affect the present value of estimated future cash flows.

The following table presents goodwill by reportable segments and in total:

	West		East		Cement		Total
Balance—December 28, 2019	$	585,617	$	410,426	$	204,656	$	1,200,699
Acquisitions (1)	19		—		—		19
Foreign currency translation adjustments	1,573		—		—		1,573
Balance—January 2, 2021	$	587,209	$	410,426	$	204,656	$	1,202,291
Dispositions (2)	(16,222)		(21,841)		—		(38,063)
Foreign currency translation adjustments	522		—		—		522
Balance—January 1, 2022	$	571,509	$	388,585	$	204,656	$	1,164,750

______________________

(1)Reflects goodwill from 2020 acquisitions and working capital adjustments from prior year acquisitions.

(2)Reflects goodwill derecognition from dispositions completed during 2021.

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Revenue Recognition

12 Months Ended

Jan. 01, 2022

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, and is recognized based on the proportion of costs incurred to date relative to the total estimated costs at completion. The majority of our construction service contracts, and therefore revenue, are opened and completed within one year, with the most activity during the spring, summer and fall.

Revenue by product for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 consisted of the following:

	2021		2020		2019
Revenue by product*:
Aggregates	$	573,157	$	498,007	$	469,670
Cement	282,081		257,629		266,235
Ready-mix concrete	702,062		668,060		607,622
Asphalt	311,046		349,350		330,750
Paving and related services	337,311		381,430		360,234
Other	204,012		177,975		187,629
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

The following table outlines the significant changes in contract assets and contract liability balances from January 2, 2021 to January 1, 2022. Also included in the table is the net change in the 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—January 2, 2021	$	8,666	$	16,499
Changes in revenue billed, contract price or cost estimates	(95)		(8,969)
Divestitures	(967)		(131)
Other	(4)		2
Balance—January 1, 2022	$	7,600	$	7,401

Accounts receivable, net consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Trade accounts receivable	$	230,714	$	191,871
Construction contract receivables	47,054		47,179
Retention receivables	13,094		18,824
Receivables from related parties	292		1,339
Accounts receivable	291,154		259,213
Less: Allowance for doubtful accounts	(3,928)		(4,517)
Accounts receivable, net	$	287,226	$	254,696

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, and is recognized based on the proportion of costs incurred to date relative to the total estimated costs at completion. The majority of our construction service contracts, and therefore revenue, are opened and completed within one year, with the most activity during the spring, summer and fall.

Revenue by product for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 consisted of the following:

	2021		2020		2019
Revenue by product*:
Aggregates	$	573,157	$	498,007	$	469,670
Cement	282,081		257,629		266,235
Ready-mix concrete	702,062		668,060		607,622
Asphalt	311,046		349,350		330,750
Paving and related services	337,311		381,430		360,234
Other	204,012		177,975		187,629
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

The following table outlines the significant changes in contract assets and contract liability balances from January 2, 2021 to January 1, 2022. Also included in the table is the net change in the 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—January 2, 2021	$	8,666	$	16,499
Changes in revenue billed, contract price or cost estimates	(95)		(8,969)
Divestitures	(967)		(131)
Other	(4)		2
Balance—January 1, 2022	$	7,600	$	7,401

Accounts receivable, net consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Trade accounts receivable	$	230,714	$	191,871
Construction contract receivables	47,054		47,179
Retention receivables	13,094		18,824
Receivables from related parties	292		1,339
Accounts receivable	291,154		259,213
Less: Allowance for doubtful accounts	(3,928)		(4,517)
Accounts receivable, net	$	287,226	$	254,696

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

12 Months Ended

Jan. 01, 2022

Inventory [Line Items]

Inventories

Inventories

Inventories consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Aggregate stockpiles	$	130,640	$	137,938
Finished goods	22,690		32,993
Work in process	8,277		9,281
Raw materials	19,153		20,096
Total	$	180,760	$	200,308

Summit Materials, LLC

Inventory [Line Items]

Inventories

Inventories

Inventories consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Aggregate stockpiles	$	130,640	$	137,938
Finished goods	22,690		32,993
Work in process	8,277		9,281
Raw materials	19,153		20,096
Total	$	180,760	$	200,308

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Property, Plant and Equipment, net and Intangibles, net

12 Months Ended

Jan. 01, 2022

Property, Plant and Equipment [Line Items]

Property, Plant and Equipment, net and Intangibles, net

Property, Plant and Equipment, net and Intangibles, net

Property, plant and equipment, net consisted of the following as of January 1, 2022 and January 2, 2021: 

	2021		2020
Mineral bearing land and leased interests	$	535,198	$	468,966
Land (non-mineral bearing)	196,843		197,432
Buildings and improvements	185,472		181,198
Plants, machinery and equipment	1,405,694		1,397,410
Mobile equipment and barges	560,515		543,133
Truck and auto fleet	54,700		56,163
Landfill airspace and improvements	52,258		52,202
Office equipment	47,389		45,942
Construction in progress	71,352		40,648
Property, plant and equipment	3,109,421		2,983,094
Less accumulated depreciation, depletion and amortization	(1,266,513)		(1,132,925)
Property, plant and equipment, net	$	1,842,908	$	1,850,169

Depreciation on property, plant and equipment, including assets subject to capital leases, is generally computed on a straight-line basis. Depletion of mineral reserves and leased mineral interests are computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves, which is updated periodically as circumstances dictate. Leasehold improvements are amortized on a straight-line basis over the lesser of the asset’s useful life or the remaining lease term. The estimated useful lives are generally as follows:

Buildings and improvements	10 - 30	years
Plant, machinery and equipment	7 - 20	years
Office equipment	3 - 7	years
Truck and auto fleet	5 - 8	years
Mobile equipment and barges	6 - 8	years
Landfill airspace and improvements	10 - 30	years
Other	4 - 20	years

Depreciation, depletion and amortization expense of property, plant and equipment was $195.1 million, $195.3 million and $196.8 million in the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively.

Property, plant and equipment at January 1, 2022 and January 2, 2021 included $69.0 million and $92.7 million, respectively, of finance leases for certain equipment and a building with accumulated amortization of $31.4 million and $32.8 million, respectively. The equipment leases generally have terms of less than five years and the building lease had an original term of 30 years. Approximately $17.6 million and $24.6 million of the future obligations associated with the finance leases are included in accrued expenses as of January 1, 2022 and January 2, 2021, respectively, and the present value of the remaining finance lease payments, $15.0 million and $31.7 million, respectively, is included in other noncurrent liabilities on the consolidated balance sheets. Future minimum rental commitments under long-term finance leases are $18.7 million, $7.8 million, $3.2 million, $2.6 million, and $1.0 million for the years ended 2022, 2023, 2024, 2025 and 2026, respectively.

Assets are assessed for impairment charges when identified for disposition. The net gain from asset dispositions recognized in general and administrative expenses in fiscal years 2021, 2020 and 2019 was $5.9 million, $7.6 million and $10.7 million, respectively. No material impairment charges have been recognized on assets held for use in fiscal 2021, 2020 or 2019.

Intangible Assets—The Company’s intangible assets subject to amortization are primarily composed of operating permits, mineral lease agreements and reserve rights. Operating permits relate to permitting and zoning rights acquired outside of a business combination. The assets related to mineral 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 or permits, or computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves. The following table shows intangible assets by type and in total: 

	January 1, 2022						January 2, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Operating permits	$	33,671	$	(2,467)	$	31,204	$	33,671	$	(1,207)	$	32,464
Mineral leases	19,927		(8,922)		11,005		19,225		(7,571)		11,654
Reserve rights	25,586		(3,329)		22,257		6,234		(2,504)		3,730
Other	5,481		(551)		4,930		586		(582)		4
Total intangible assets	$	84,665	$	(15,269)	$	69,396	$	59,716	$	(11,864)	$	47,852

Amortization expense in fiscal 2021, 2020 and 2019 was $3.7 million, $2.7 million and $2.1 million, respectively. The estimated amortization expense for intangible assets for each of the next five years and thereafter is as follows:

2022	$	4,145
2023	4,012
2024	3,916
2025	3,872
2026	3,727
Thereafter	49,724
Total	$	69,396

Summit Materials, LLC

Property, Plant and Equipment [Line Items]

Property, Plant and Equipment, net and Intangibles, net

Property, Plant and Equipment, net and Intangibles, net

Property, plant and equipment, net consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Mineral bearing land and leased interests	$	535,198	$	468,966
Land (non-mineral bearing)	196,843		197,432
Buildings and improvements	185,472		181,198
Plants, machinery and equipment	1,405,694		1,397,410
Mobile equipment and barges	560,515		543,133
Truck and auto fleet	54,700		56,163
Landfill airspace and improvements	52,258		52,202
Office equipment	47,389		45,942
Construction in progress	71,352		40,648
Property, plant and equipment	3,109,421		2,983,094
Less accumulated depreciation, depletion and amortization	(1,266,513)		(1,132,925)
Property, plant and equipment, net	$	1,842,908	$	1,850,169

Depreciation on property, plant and equipment, including assets subject to capital leases, is generally computed on a straight-line basis. Depletion of mineral reserves and leased mineral interests are computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves, which is updated periodically as circumstances dictate. Leasehold improvements are amortized on a straight-line basis over the lesser of the asset’s useful life or the remaining lease term. The estimated useful lives are generally as follows:

Buildings and improvements	10 - 30	years
Plant, machinery and equipment	7 - 20	years
Office equipment	3 - 7	years
Truck and auto fleet	5 - 8	years
Mobile equipment and barges	6 - 8	years
Landfill airspace and improvements	10 - 30	years
Other	4 - 20	years

Depreciation, depletion and amortization expense of property, plant and equipment was $195.1 million, $195.3 million and $196.8 million in the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively.

Property, plant and equipment at January 1, 2022 and January 2, 2021 included $69.0 million and $92.7 million, respectively, of finance leases for certain equipment and a building with accumulated amortization of $31.4 million and $32.8 million, respectively. The equipment leases generally have terms of less than five years and the building lease had an original term of 30 years. Approximately $17.6 million and $24.6 million of the future obligations associated with the finance leases are included in accrued expenses as of January 1, 2022 and January 2, 2021, respectively, and the present value of the remaining finance lease payments, $15.0 million and $31.7 million, respectively, is included in other noncurrent liabilities on the consolidated balance sheets. Future minimum rental commitments under long-term finance leases are $18.7 million, $7.8 million, $3.2 million, $2.6 million, and $1.0 million for the years ended 2022, 2023, 2024, 2025 and 2026, respectively.

Assets are assessed for impairment charges when identified for disposition. The net gain from asset dispositions recognized in general and administrative expenses in fiscal years 2021, 2020 and 2019 was $5.9 million, $7.6 million and $10.7 million, respectively. No material impairment charges have been recognized on assets held for use in fiscal 2021, 2020 or 2019.

Intangible Assets—The Company’s intangible assets subject to amortization are primarily composed of operating permits, mineral lease agreements and reserve rights. Operating permits relate to permitting and zoning rights acquired outside of a business combination. The assets related to mineral 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 or permits, or computed based on the portion of the reserves used during the period compared to the gross estimated value of proven and probable reserves. The following table shows intangible assets by type and in total:

	January 1, 2022						January 2, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Operating permits	$	33,671	$	(2,467)	$	31,204	$	33,671	$	(1,207)	$	32,464
Mineral leases	19,927		(8,922)		11,005		19,225		(7,571)		11,654
Reserve rights	25,586		(3,329)		22,257		6,234		(2,504)		3,730
Other	5,481		(551)		4,930		586		(582)		4
Total intangible assets	$	84,665	$	(15,269)	$	69,396	$	59,716	$	(11,864)	$	47,852

Amortization expense in fiscal 2021, 2020 and 2019 was $3.7 million, $2.7 million and $2.1 million, respectively. The estimated amortization expense for intangible assets for each of the next five years and thereafter is as follows:

2022	$	4,145
2023	4,012
2024	3,916
2025	3,872
2026	3,727
Thereafter	49,724
Total	$	69,396

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Accrued Expenses

12 Months Ended

Jan. 01, 2022

Schedule Of Accrued Expenses [Line Items]

Accrued Expenses

Accrued Expenses

Accrued expenses consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Interest	$	22,762	$	21,860
Payroll and benefits	38,894		46,026
Finance lease obligations	17,624		24,601
Insurance	20,480		18,355
Non-income taxes	19,409		15,669
Deferred asset purchase payments	4,912		9,749
Professional fees	1,524		828
Other (1)	21,871		23,482
Total	$	147,476	$	160,570

______________________

(1)Consists primarily of current portion of asset retirement obligations and miscellaneous accruals.

Summit Materials, LLC

Schedule Of Accrued Expenses [Line Items]

Accrued Expenses

Accrued Expenses

Accrued expenses consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Interest	$	22,762	$	21,860
Payroll and benefits	38,894		46,026
Finance lease obligations	17,624		24,601
Insurance	20,480		18,355
Non-income taxes	20,069		15,900
Deferred asset purchase payments	4,912		9,749
Professional fees	1,524		828
Other (1)	21,871		23,482
Total	$	148,136	$	160,801

______________________

(1)Consists primarily of current portion of asset retirement obligations and miscellaneous accruals.

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Debt

12 Months Ended

Jan. 01, 2022

Debt

DebtDebt consisted of the following as of January 1, 2022 and January 2, 2021: 

	2021		2020
Term Loan, due 2024:
$610.0 million and $616.3 million, net of $0.7 million and $0.9 million discount at January 1, 2022 and January 2, 2021, respectively	$	609,298	$	615,425
5 1⁄8% Senior Notes, due 2025	—		300,000
6 1⁄2% Senior Notes, due 2027	300,000		300,000
5 1⁄4% Senior Notes, due 2029	700,000		700,000
Total	1,609,298		1,915,425
Current portion of long-term debt	6,354		6,354
Long-term debt	$	1,602,944	$	1,909,071

The contractual payments of long-term debt, including current maturities, for the five years subsequent to January 1, 2022, are as follows:

2022	$	6,354
2023	6,354
2024	597,252
2025	—
2026	—
Thereafter	1,000,000
Total	1,609,960
Less: Original issue net discount	(662)
Less: Capitalized loan costs	(11,925)
Total debt	$	1,597,373

Senior Notes—On September 27, 2021, Summit LLC and Summit Finance (together, the “Issuers”) redeemed all $300.0 million in aggregate principal amount of their 5.125% senior notes due June 1, 2025 (the "2025 Notes") using existing cash on hand at a price equal to par plus an applicable premium and the indenture under which the 2025 Notes were issued was satisfied and discharged. As a result of the redemption, charges of $6.0 million were recognized in the quarter ended October 2, 2021, which included charges of $3.9 million for the applicable redemption premium and $2.1 million for the write-off of the deferred financing fees.

On August 11, 2020, the Issuers issued $700.0 million in aggregate principal amount of 5.250% senior notes due January 15, 2029 (the “2029 Notes”). The 2029 Notes were issued at 100.0% of their par value with proceeds of $690.4 million, net of related fees and expenses. The 2029 Notes were issued under an indenture dated August 11, 2020 (the "2020 Indenture"). The 2020 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 2020 Indenture also contains customary events of default. Interest on the 2029 Notes is payable semi-annually on January 15 and July 15 of each year commencing on January 15, 2021.

In August 2020, using the proceeds from the 2029 Notes, all of the outstanding $650.0 million 6.125% senior notes due 2023 (the “2023 Notes”) were redeemed at a price equal to par and the indenture under which the 2023 Notes were issued was satisfied and discharged. As a result of the extinguishment, charges of $4.1 million were recognized in the quarter ended September 26, 2020, which included charges of $0.8 million for the write-off of original issue discount and $3.3 million for the write-off of deferred financing fees.

On March 15, 2019, the Issuers issued $300.0 million in aggregate principal amount of 6.500% senior notes due March 15, 2027 (the “2027 Notes”). The 2027 Notes were issued at 100.0% of their par value with proceeds of $296.3 million, net of related fees and expenses. The 2027 Notes were issued under an indenture dated March 25, 2019, the terms of which are generally consistent with the 2020 Indenture. Interest on the 2027 Notes is payable semi-annually on March 15 and September 15 of each year commencing on September 15, 2019.

In March 2019, using the proceeds from the 2027 Notes, all of the outstanding $250.0 million 8.500% senior notes due 2022 (the “2022 Notes”) were redeemed at a price equal to par plus an applicable premium and the indenture under which the 2022 Notes were issued was satisfied and discharged. As a result of the extinguishment, charges of $14.6 million were recognized in the quarter ended March 30, 2019, which included charges of $11.7 million for the applicable redemption premium and $2.9 million for the write-off of deferred financing fees.

In 2017, 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. Interest on the 2025 Notes was payable semi-annually on June 1 and December 1 of each year commencing on December 1, 2017. The 2025 Notes were paid in full in September 2021 using cash on hand.

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 2027 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 2020 Indenture. The 2023 Notes were paid in full in August 2020 as noted above.

As of January 1, 2022 and January 2, 2021, the Company was in compliance with all 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 $345.0 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 February 25, 2019, Summit LLC entered into Incremental Amendment No. 4 to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”) which, among other things, increased the total amount available under the revolving credit facility to $345.0 million and extended the maturity date of the Credit Agreement with respect to the revolving credit commitments to February 25, 2024.

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 2.00% 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 January 1, 2022 or January 2, 2021. As of January 1, 2022, we had remaining borrowing capacity of $327.1 million under the revolving credit facility, which is net of $17.9 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 January 1, 2022 and January 2, 2021, Summit LLC was in compliance with all financial covenants under the Credit Agreement.

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 years ended January 1, 2022 and January 2, 2021:

	Deferred financing fees
Balance—December 28, 2019	$	15,436
Loan origination fees	9,605
Amortization	(3,336)
Write off of deferred financing fees	(3,338)
Balance—January 2, 2021	$	18,367
Amortization	(3,202)
Write off of deferred financing fees	(2,116)
Balance—January 1, 2022	$	13,049

Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC, which was amended on November 30, 2020, 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 0.20%, (iii) $1.5 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary and (iv) $10.0 million CAD revolving foreign exchange facility available to purchase foreign exchange forward contracts. There were no amounts outstanding under this agreement as of January 1, 2022 or January 2, 2021.

Summit Materials, LLC

Debt

Debt

Debt consisted of the following as of January 1, 2022 and January 2, 2021: 

	2021		2020
Term Loan, due 2024:
$610.0 million and $616.3 million, net of $0.7 million and $0.9 million discount at January 1, 2022 and January 2, 2021, respectively	$	609,298	$	615,425
5 1⁄8% Senior Notes, due 2025	—		300,000
6 1⁄2% Senior Notes, due 2027	300,000		300,000
5 1⁄4% Senior Notes, due 2029	700,000		700,000
Total	1,609,298		1,915,425
Current portion of long-term debt	6,354		6,354
Long-term debt	$	1,602,944	$	1,909,071

The contractual payments of long-term debt, including current maturities, for the five years subsequent to January 1, 2022, are as follows:

2022	$	6,354
2023	6,354
2024	597,252
2025	—
2026	—
Thereafter	1,000,000
Total	1,609,960
Less: Original issue net discount	(662)
Less: Capitalized loan costs	(11,925)
Total debt	$	1,597,373

Senior Notes—On September 27, 2021, Summit LLC and Summit Finance (together, the “Issuers”) redeemed all $300.0 million in aggregate principal amount of their 5.125% senior notes due June 1, 2025 (the "2025 Notes") using existing cash on hand at a price equal to par plus an applicable premium and the indenture under which the 2025 Notes were issued was satisfied and discharged. As a result of the redemption, charges of $6.0 million were recognized in the quarter ended October 2, 2021, which included charges of $3.9 million for the applicable redemption premium and $2.1 million for the write-off of the deferred financing fees.

On August 11, 2020, the Issuers issued $700.0 million in aggregate principal amount of 5.250% senior notes due January 15, 2029 (the “2029 Notes”). The 2029 Notes were issued at 100.0% of their par value with proceeds of $690.4 million, net of related fees and expenses. The 2029 Notes were issued under an indenture dated August 11, 2020 (the "2020 Indenture"). The 2020 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 2020 Indenture also contains customary events of default. Interest on the 2029 Notes is payable semi-annually on January 15 and July 15 of each year commencing on January 15, 2021.

In August 2020, using the proceeds from the 2029 Notes, all of the outstanding $650.0 million 6.125% senior notes due 2023 (the “2023 Notes”) were redeemed at a price equal to par and the indenture under which the 2023 Notes were issued was satisfied and discharged. As a result of the extinguishment, charges of $4.1 million were recognized in the quarter ended September 26, 2020, which included charges of $0.8 million for the write-off of original issue discount and $3.3 million for the write-off of deferred financing fees.

On March 15, 2019, the Issuers issued $300.0 million in aggregate principal amount of 6.500% senior notes due March 15, 2027 (the “2027 Notes”). The 2027 Notes were issued at 100.0% of their par value with proceeds of $296.3 million, net of related fees and expenses. The 2027 Notes were issued under an indenture dated March 25, 2019, the terms of which are generally consistent with the 2020 Indenture. Interest on the 2027 Notes is payable semi-annually on March 15 and September 15 of each year commencing on September 15, 2019.

In March 2019, using the proceeds from the 2027 Notes, all of the outstanding $250.0 million 8.500% senior notes due 2022 (the “2022 Notes”) were redeemed at a price equal to par plus an applicable premium and the indenture under which the 2022 Notes were issued was satisfied and discharged. As a result of the extinguishment, charges of $14.6 million were recognized in the quarter ended March 30, 2019, which included charges of $11.7 million for the applicable redemption premium and $2.9 million for the write-off of deferred financing fees.

In 2017, 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. Interest on the 2025 Notes was payable semi-annually on June 1 and December 1 of each year commencing on December 1, 2017. The 2025 Notes were paid in full in September 2021 using cash on hand.

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 2027 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 2020 Indenture. The 2023 Notes were paid in full in August 2020 as noted above.

As of January 1, 2022 and January 2, 2021, the Company was in compliance with all 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 $345.0 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 February 25, 2019, Summit LLC entered into Incremental Amendment No. 4 to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”) which, among other things, increased the total amount available under the revolving credit facility to $345.0 million and extended the maturity date of the Credit Agreement with respect to the revolving credit commitments to February 25, 2024.

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 2.00% 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 January 1, 2022 or January 2, 2021. As of January 1, 2022, we had remaining borrowing capacity of $327.1 million under the revolving credit facility, which is net of $17.9 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 January 1, 2022 and January 2, 2021, Summit LLC was in compliance with all financial covenants under the Credit Agreement.

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 years ended January 1, 2022 and January 2, 2021: 

	Deferred financing fees
Balance—December 28, 2019	$	15,436
Loan origination fees	9,605
Amortization	(3,336)
Write off of deferred financing fees	(3,338)
Balance—January 2, 2021	$	18,367
Amortization	(3,202)
Write off of deferred financing fees	(2,116)
Balance—January 1, 2022	$	13,049

Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC, which was amended on November 30, 2020, 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 0.20%, (iii) $1.5 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary and (iv) $10.0 million CAD revolving foreign exchange facility available to purchase foreign exchange forward contracts. There were no amounts outstanding under this agreement as of January 1, 2022 or January 2, 2021.

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Income Taxes

12 Months Ended

Jan. 01, 2022

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 consolidated financial statements. For the years ended January 1, 2022, January 2, 2021 and December 28, 2019, income taxes consisted of the following:

	2021		2020		2019
Provision for income taxes:
Current	$	8,030	$	3,827	$	69
Deferred	36,326		(16,012)		17,032
Income tax expense (benefit)	$	44,356	$	(12,185)	$	17,101

The effective tax rate on pre-tax income differs from the U.S. statutory rate of 21% for 2021, 2020 and 2019, respectively, due to the following:

	2021		2020		2019
Income tax expense (benefit) at federal statutory tax rate	$	41,273	$	27,100	$	16,427
Less: Income tax benefit at federal statutory tax rate for LLC entities	(459)		(593)		(658)
State and local income taxes	7,287		5,067		3,792
Permanent differences	(5,493)		(3,345)		(6,272)
Effective tax rate change	2,317		4,257		(2,006)
Basis differences from divestitures	3,766		—		—
Unrecognized tax benefits	—		(41,548)		18,885
Tax receivable agreement (benefit) expense	28		(6)		2,436
Change in valuation allowance	—		—		(17,691)
Other	(4,363)		(3,117)		2,188
Income tax expense (benefit)	$	44,356	$	(12,185)	$	17,101

The following table summarizes the components of the net deferred income tax asset (liability) as January 1, 2022 and January 2, 2021: 

	2021		2020
Deferred tax assets (liabilities):
Net intangible assets	$	177,220	$	199,497
Accelerated depreciation	(199,357)		(209,644)
Net operating loss	224,014		227,560
Investment in limited partnership	(38,548)		(33,139)
Mining reclamation reserve	3,341		3,306
Working capital (e.g., accrued compensation, prepaid assets)	39,571		45,972
Less valuation allowance	(1,675)		(1,675)
Deferred tax assets	204,566		231,877
Less foreign deferred tax liability (included in other noncurrent liabilities)	(16,939)		(18,393)
Net deferred tax asset	$	187,627	$	213,484

As of January 1, 2022, $365.1 million of our deferred tax assets subject to our TRA are included in the net intangible assets and the net operating loss line items above.

Our income tax expense (benefit) was $44.4 million, $(12.2) million and $17.1 million in the fiscal years ended 2021, 2020 and 2019, respectively. Our effective income tax rate in 2021 and 2020 was impacted by the IRS interpretative guidance of TCJA, a change in state tax rates and a change in the amount of our TRA liability.

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 net operating loss carryforwards that begin to expire in 2030. The Company updates the analysis, and adjusted the valuation allowance for interest expense carryforwards limited under the TCJA based on updated forecast models each year.

As of December 28, 2019 we had $41.5 million of unrecognized tax benefits that if recognized would affect the annual effective tax rate. Those benefits were subsequently recognized in the year ended January 2, 2021. We had no unrecognized tax benefits as of January 1, 2022 and January 2, 2021, respectively. We did not recognize interest or penalties related to this amount as it is offset by other attributes.

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 January 1, 2022, Summit Inc. had federal net operating loss carryforwards of $902 million, a portion of which expire between 2030 and 2038. As of January 1, 2022, $581 million of our federal net operating losses were under the terms of our TRA. As of January 1, 2022 and January 2, 2021, Summit Inc. had a valuation allowance on net deferred tax assets of $1.7 million and $1.7 million, respectively, where realization of our net operating losses are not more likely than not.

	2021		2020
Valuation Allowance:
Beginning balance	$	(1,675)	$	(1,675)
Current year decreases (increases) from operations	—		—
Ending balance	$	(1,675)	$	(1,675)

Tax Receivable Agreement— During 2015, the Company entered into a TRA with the holders of LP Units and certain other pre-initial public offering owners (“Investor Entities”) 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.

When LP Units are exchanged for an equal number of newly-issued shares of Summit Inc.’s Class A common stock, these exchanges result in new deferred tax assets. Using tax rates in effect as of each year end, $13.7 million and $2.4 million of deferred tax assets were created during the years ended January 1, 2022 and January 2, 2021, respectively, when LP Units were exchanged for shares of Class A common stock.

Each year, we update our estimate as to when TRA payments will be made. The timing and cash tax savings of those payments can cause variations in the future value of TRA tax attributes. As noted above, when payments are made under the TRA, a portion of the payment made will be characterized as imputed interest under IRS regulations. We also updated our estimate of the state income tax rate that will be in effect at the date the TRA payments are made. As a result of our updated state income tax rate, and the variance in TRA tax attributes noted above, we have decreased our TRA liability $6.8 million and increased by $7.6 million as of January 1, 2022 and January 2, 2021, respectively.

Our TRA liability as of January 1, 2022 and January 2, 2021 was $326.5 million and $321.7 million, respectively.

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 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 an assumed tax rate equal to the highest effective marginal combined U.S. federal, state and local income tax rate applicable to a corporate resident in New York, New York.

For the years ended January 1, 2022 and January 2, 2021, Summit Holdings did not pay any tax distributions to holders of its LP Units, other than Summit Inc.

C Corporation Subsidiaries — The effective income tax rate for the C corporations differ from the statutory federal rate primarily due to (1) tax depletion expense (benefit) in excess of the expense recorded under U.S. GAAP, (2) state income taxes and the effect of graduated tax rates, (3) differences between book and tax basis for divested businesses, (4) various other items such as limitations on meals and entertainment and other costs and (5) unrecognized tax benefits. The effective income tax rate for the Canadian subsidiary is not significantly different from its historical effective tax rate.

No material interest or penalties were recognized in income tax expense during the years ended January 1, 2022, January 2, 2021 or December 28, 2019. Tax years from 2015 to 2019 remain open and subject to audit by federal, Canadian, and state tax authorities.

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 member and is generally not subject to federal or state income tax. However, certain subsidiaries, or subsidiary groups, file federal, state, and Canadian income tax returns due to their status as C corporations or laws within that jurisdiction. The provision for income taxes is primarily composed of federal, state and local income taxes for the subsidiary entities that have C corporation status.

For the years ended January 1, 2022, January 2, 2021 and December 28, 2019, income taxes consisted of the following:

	2021		2020		2019
Provision for income taxes:
Current	$	8,459	$	3,827	$	69
Deferred	12,490		(2,764)		6,316
Income tax expense (benefit)	$	20,949	$	1,063	$	6,385

The effective tax rate on pre-tax income differs from the U.S. statutory rate of 21% for 2021, 2020 and 2019, respectively, due to the following:

	2021		2020		2019
Income tax expense (benefit) at federal statutory tax rate	$	40,303	$	25,577	$	19,947
Less: Income tax benefit at federal statutory tax rate for LLC entities	(27,821)		(17,647)		(15,387)
State and local income taxes	3,604		2,073		1,680
Permanent differences	427		2,479		13
Effective tax rate change	201		681		(725)
Divestment differences	3,766		—		—
Unrecognized tax benefits	—		(11,525)		5,038
Valuation allowance	—		—		(2,478)
Other	469		(575)		(1,703)
Income tax benefit	$	20,949	$	1,063	$	6,385

The following table summarizes the components of the net deferred income tax asset (liability) as January 1, 2022 and January 2, 2021:

	2021		2020
Deferred tax (liabilities) assets:
Accelerated depreciation	$	(65,149)	$	(70,588)
Net operating loss	11,602		26,929
Investment in limited partnership	(21,737)		(18,931)
Net intangible assets	(2,734)		(3,264)
Mining reclamation reserve	1,258		1,652
Working capital (e.g., accrued compensation, prepaid assets)	1,493		1,590
Net deferred tax liabilities	(75,267)		(62,612)
Less valuation allowance	(1,675)		(1,675)
Net deferred tax liability	$	(76,942)	$	(64,287)

The net deferred income tax liability as of January 1, 2022 and January 2, 2021, are included in other noncurrent liabilities on the consolidated balance sheets. As of January 1, 2022, Summit LLC had federal net operating loss carryforwards of $41.7 million, which expire between 2032 and 2037.

Valuation Allowance—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 (including the effect of available

carryback and carryforward periods) and tax-planning strategies. The deferred income tax asset related to net operating losses resides with two separate tax paying subsidiaries (or subsidiary groups) of Summit LLC. These tax payers have historically generated taxable income and forecast to continue generating taxable income; however, the use of a portion of the net operating may be limited.

	2021		2020
Valuation Allowance:
Beginning balance	$	(1,675)	$	(1,675)
Current year decreases (increases) from operations	—		—
Ending balance	$	(1,675)	$	(1,675)

As of January 1, 2022 and January 2, 2021, a $1.7 million and $1.7 million, respectively, valuation allowance has been recorded on net deferred tax assets where realization of our net operating losses are not more likely than not.

The Company does not have any unrecognized tax benefits as of January 1, 2022 or January 2, 2021. 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 years ended January 1, 2022 and January 2, 2021.

Tax years from 2016 to 2020 remain open and subject to audit by federal, Canadian, and state tax authorities. No income tax expense or benefit was recognized in other comprehensive loss in 2021, 2020 or 2019.

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 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 an assumed tax rate equal to the highest effective marginal combined U.S. federal, state and local income tax rate applicable to a corporate resident in New York, New York. No material distributions were made in the years ended January 1, 2022 and January 2, 2021.

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Earnings Per Share

12 Months Ended

Jan. 01, 2022

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 income per share:  

	2021		2020		2019
Net income attributable to Summit Inc.	$	152,184	$	137,967	$	59,066
Weighted average shares of Class A stock outstanding	117,436,234		114,014,749		112,204,067
Add: Nonvested restricted stock awards of retirement eligible shares	213,846		212,443		—
Weighted average basic shares outstanding	117,650,080		114,227,192		112,204,067
Basic earnings per share	$	1.29	$	1.21	$	0.53
Diluted net income attributable to Summit Inc.	$	152,184	$	137,967	$	59,066
Weighted average shares of Class A stock outstanding	117,436,234		114,014,749		112,204,067
Add: stock options	282,677		3,390		87,290
Add: warrants	17,674		—		4,206
Add: restricted stock units	816,966		520,871		342,620
Add: performance stock units	188,381		92,758		46,535
Weighted average dilutive shares outstanding	118,741,932		114,631,768		112,684,718
Diluted earnings per share	$	1.28	$	1.20	$	0.52

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

	2021	2020	2019
Antidilutive shares:
LP Units	1,867,853	3,060,248	3,372,706
Warrants	—	100,037	—

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Stockholder's Equity/Members' Interest

12 Months Ended

Jan. 01, 2022

Schedule of Capitalization, Equity [Line Items]

Stockholder's Equity

Stockholders’ Equity

Our capital stock consists of 1.0 billion shares of $0.01 par value Class A common stock authorized, of which 118,705,108 shares were issued and outstanding as of January 1, 2022. We also have authorized 250 million shares of $0.01 par value Class B common stock, of which 99 shares were issued and outstanding as of January 1, 2022. The Class B common stock entitles holders thereof, who are also holders of LP Units, with a number of votes that is equal to the number of LP Units they hold. The Class B common stock does not participate in dividends and does not have any liquidation rights.

From time to time, limited partners of Summit Holdings exchange 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 28, 2019	113,309,385	3,249,657	116,559,042	97.2	%
Exchanges during period	376,487	(376,487)	—
Stock option exercises	54,517	—	54,517
Other equity transactions	650,206	—	650,206
Balance — January 2, 2021	114,390,595	2,873,170	117,263,765	97.5	%
Exchanges during period	1,559,164	(1,559,164)	—
Stock option exercises	1,745,940	—	1,745,940
Other equity transactions	1,009,409	—	1,009,409
Balance — January 1, 2022	118,705,108	1,314,006	120,019,114	98.9	%

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		comprehensive
	retirement plans		adjustments		income (loss)
Balance — December 28 , 2019	$	2,171	$	1,277	$	3,448
Postretirement liability adjustment, net of tax	(1,638)		—		(1,638)
Foreign currency translation adjustment, net of tax	—		3,393		3,393
Balance — January 2, 2021	$	533	$	4,670	$	5,203
Postretirement liability adjustment, net of tax	975		—		975
Foreign currency translation adjustment, net of tax	—		905		905
Balance — January 1, 2022	$	1,508	$	5,575	$	7,083

Summit Materials, LLC

Schedule of Capitalization, Equity [Line Items]

Members' Interest

Members’ Interest

Summit LLC is a wholly owned indirect subsidiary of Summit Holdings, whose primary owner is 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”) 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.

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		income (loss)
Balance — December 28 , 2019	$	(6,317)	$	(14,654)	$	—	$	(20,971)
Postretirement liability adjustment	(2,229)		—		—		(2,229)
Foreign currency translation adjustment	—		4,617		—		4,617
Balance — January 2, 2021	$	(8,546)	$	(10,037)	$	—	$	(18,583)
Postretirement liability adjustment	1,303		—		—		1,303
Foreign currency translation adjustment	—		1,254		—		1,254
Balance — January 1, 2022	$	(7,243)	$	(8,783)	$	—	$	(16,026)

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Supplemental Cash Flow Information

12 Months Ended

Jan. 01, 2022

Schedule Of Cash Flow Supplemental [Line Items]

Supplemental Cash Flow Information

Supplemental Cash Flow Information

Supplemental cash flow information for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was as follows:

	2021		2020		2019
Cash payments:
Interest	$	81,592	$	99,551	$	104,614
Payments for income taxes, net	7,580		1,754		(919)
Operating cash payments on operating leases	10,955		10,452		10,618
Operating cash payments on finance leases	2,162		3,132		3,051
Finance cash payments on finance leases	17,278		14,408		13,164
Non cash financing activities:
Right of use assets obtained in exchange for operating lease obligations	$	11,528	$	4,849	$	5,842
Right of use assets obtained in exchange for finance leases obligations	1,125		18,016		23,965
Exchange of LP Units to shares of Class A common stock	48,425		8,227		3,847

Summit Materials, LLC

Schedule Of Cash Flow Supplemental [Line Items]

Supplemental Cash Flow Information

Supplemental Cash Flow Information

Supplemental cash flow information for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was as follows:

	2021		2020		2019
Cash payments:
Interest	$	81,592	$	99,551	$	104,614
Payments for income taxes, net	7,580		1,754		(919)
Operating cash payments on operating leases	10,955		10,452		10,618
Operating cash payments on finance leases	2,162		3,132		3,051
Finance cash payments on finance leases	17,278		14,408		13,164
Non cash financing activities:
Right of use assets obtained in exchange for operating lease obligations	$	11,528	$	4,849	$	5,842
Right of use assets obtained in exchange for finance leases obligations	1,125		18,016		23,965

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Stock-Based Compensation

12 Months Ended

Jan. 01, 2022

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Stock-Based Compensation

Stock-Based Compensation

Prior to the IPO and related Reorganization, the capital structure of Summit Holdings consisted of six different classes of limited partnership units, each of which was subject to unique distribution rights. In connection with the IPO and the related Reorganization, the limited partnership agreement of Summit Holdings was amended and restated to, among other things, modify its capital structure by creating LP Units. Holders of the LP Units periodically exchange their LP Units for shares of Class A common Stock of Summit Inc.

Omnibus Incentive Plan

In 2015, our Board of Directors and stockholders adopted the Summit Materials, Inc. 2015 Omnibus Incentive Plan (the "Plan"), which allows for grants of equity-based awards in the form of stock options, stock appreciation rights, restricted stock and restricted stock units, performance units, and other stock-based awards. The Plan authorizes the issuance of up to 13,500,000 shares of Class A common stock in the form of restricted stock units and stock options.

At the May 2021 Annual Meeting, stockholders approved an increase to the number of shares of the Company’s Class A common stock that may be issued under the Plan by 4,000,000 shares of Class A common stock from the 13,500,000 shares of Class A common stock which were previously authorized for issuance to a total of 17,500,000, of which 7.9 million shares of Class A common stock were available for future grants as of January 1, 2022.

Employee Stock Purchase Plan

At the May 2021 Annual Meeting, stockholders approved the Summit Materials, Inc. 2021 Employee Stock Purchase Plan (the “ESPP”), which authorized 5,500,000 shares of Class A common stock for issuance under the ESPP. All eligible employees may voluntarily enroll to purchase the Company’s Class A common stock through payroll deductions at a price equal to 85% of the lower of the fair market values of the stock as of the beginning or the end of six-month offering periods.

Compensation expense is measured as the discount the employee is entitled to upon purchase and is recognized over the offering period. As of January 1, 2022, 5.5 million shares of Class A common stock were reserved for future issuance through the ESPP.

Restricted Stock

Restricted Stock with Service-Based Vesting—Under the Plan, the Compensation Committee of the Board of Directors (the “Compensation Committee”) has granted restricted stock to members of the Board of Directors, executive officers and other key employees. These awards contain service conditions associated with continued employment or service. The terms of the restricted stock provide voting and regular dividend rights to holders of the awards. Upon vesting, the restrictions on the restricted stock lapse and the shares are considered issued and outstanding for accounting purposes.

In each of 2021, 2020 and 2019, the Compensation Committee granted restricted stock to executives and key employees under the Plan as part of our annual equity award program, which vest over a two or three year period, subject to continued employment or service.  From time to time, the Compensation Committee grants restricted stock to newly hired or promoted employees or other employees who have achieved extraordinary personal performance objectives.

Further, in each of 2021, 2020 and 2019, the Compensation Committee granted 34,672, 42,736 and 65,144 shares, respectively, to non-employee members of the Board of Directors for their annual service as directors. These restricted stock grants vest over a one year period.

In measuring compensation expense associated with the grant of restricted stock, we use the fair value of the award, determined as the closing stock price for our Class A common stock on the date of grant. Compensation expense is recorded monthly over the vesting period of the award.

Restricted stock with Service- and Market-Condition-Based Vesting—In 2021, 2020 and 2019, the Compensation Committee granted restricted stock to certain members of our executive team as part of their annual compensation package. The restricted stock vests at the end of a three year performance period, based on our total stock return (“TSR”) ranking relative to companies in the S&P Building & Construction Select Industry Index, subject to continued employment.

Compensation expense is recorded monthly over the vesting period of the awards. The following table summarizes information for the equity awards granted in 2021:

	Options			Restricted Stock Units			Performance Stock Units			Warrants
		Weighted			Weighted			Weighted			Weighted
		average grant-		Number of	average grant-		Number of	average grant-			average grant-
	Number of	date fair value		restricted	date fair value		performance	date fair value		Number of	date fair value
	options	per unit		stock units	per unit		stock units	per unit		warrants	per unit
Beginning balance—January 2, 2021	2,038,473	$	9.16	2,134,951	$	18.64	428,875	$	28.64	100,037	$	18.00
Granted	—	—		727,655	28.91		129,060	47.34		—	—
Forfeited/ Canceled	—	—		(360,349)	19.06		(147,578)	36.10		—	—
Exercised	(1,745,940)	9.30		—	—		—	—		(68,518)	18.00
Vested	—	—		(1,020,265)	19.82		—	—		—	—
Balance—January 1, 2022	292,533	$	9.22	1,481,992	$	22.76	410,357	$	31.84	31,519	$	18.00

The fair value of the time-vesting options granted was estimated as of the grant date using the Black-Scholes-Merton model, which requires the input of subjective assumptions, including the expected volatility and the expected term. No options to purchase common stock were granted in 2021, 2020 and 2019. The fair value of the performance stock units granted was estimated as of the grant date using Monte Carlo simulations, which requires the input of subjective assumptions, including the expected volatility and the expected term.

	Performance Stock Units
	2021	2020	2019
Risk-free interest rate	0.29%	0.85%	2.49%
Dividend yield	N/A	N/A	N/A
Volatility	70%	39%	36%
Expected term	3 years	3 years	3 years

The risk-free rate is based on the yield at the date of grant of a U.S. Treasury security with a maturity period approximating the expected term. As Summit Holdings has not historically and does not plan to issue regular dividends, a dividend yield of zero was used. The volatility assumption is based on reported data of a peer group of publicly traded companies for which historical information was available adjusted for the Company’s capital structure. The expected term is based on expectations about future exercises and represents the period of time that the units granted are expected to be outstanding.

Compensation expense for time-vesting interests granted is based on the grant date fair value. The Company recognizes compensation costs on a straight-line basis over the service period, which is generally the vesting period of the award. Forfeitures are recognized as they occur. Share-based compensation expense, which is recognized in general and administrative expenses, totaled $19.7 million, $28.9 million and $20.4 million in the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively. As of January 1, 2022, unrecognized compensation cost totaled $21.7 million. The weighted average remaining contractual term over which the unrecognized compensation cost is to be recognized is 1.8 years as of year-end 2021.

As of January 1, 2022, the intrinsic value of outstanding options, restricted stock units and performance stock units was $6.0 million, $59.5 million and $16.5 million, respectively, and the remaining contractual term was 3.9 years, 0.8 years and 1.1 years, respectively. The weighted average strike price of 0.3 million exercisable stock options outstanding as of January 1, 2022 was $19.75 per share.

Summit Materials, LLC

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Stock-Based Compensation

Stock-Based Compensation

Prior to the IPO and related Reorganization, the capital structure of Summit Holdings consisted of six different classes of limited partnership units, each of which was subject to unique distribution rights. In connection with the IPO and the related Reorganization, the limited partnership agreement of Summit Holdings was amended and restated to, among other things, modify its capital structure by creating LP Units. Holders of the LP Units periodically exchange their LP Units for shares of Class A common Stock of Summit Inc.

Omnibus Incentive Plan

In 2015, our Board of Directors and stockholders adopted the Summit Materials, Inc. 2015 Omnibus Incentive Plan (the "Plan"), which allows for grants of equity-based awards in the form of stock options, stock appreciation rights, restricted stock and restricted stock units, performance units, and other stock-based awards. The Plan authorizes the issuance of up to 13,500,000 shares of Class A common stock in the form of restricted stock units and stock options.

At Summit Inc.’s May 2021 annual meeting of stockholders (the “May 2021 Annual Meeting”), Summit Inc.'s stockholders approved an increase to the number of shares of Summit Inc. Class A common stock that may be issued under the Plan by 4,000,000 shares of Class A common stock from the 13,500,000 shares of Class A common stock which were previously authorized for issuance to a total of 17,500,000, of which 7.9 million shares of Class A common stock were available for future grants as of January 1, 2022.

Employee Stock Purchase Plan

At the May 2021 Annual Meeting, Summit Inc.'s stockholders approved the Summit Materials, Inc. 2021 Employee Stock Purchase Plan (the “ESPP”), which authorized 5,500,000 shares of Class A common stock for issuance under the ESPP. All eligible employees may voluntarily enroll to purchase the Class A common stock of Summit Inc. through payroll deductions at a price equal to 85% of the lower of the fair market values of the stock as of the beginning or the end of six-month offering periods. Compensation expense is measured as the discount the employee is entitled to upon purchase and is recognized over the offering period. As of January 1, 2022, 5.5 million shares of Class A common stock were reserved for future issuance through the ESPP.

Restricted Stock

Restricted Stock with Service-Based Vesting—Under the Plan, the Compensation Committee of the Board of Directors (the “Compensation Committee”) has granted restricted stock to members of the Board of Directors, executive officers and other key employees. These awards contain service conditions associated with continued employment or service. The terms of the restricted stock provide voting and regular dividend rights to holders of the awards. Upon vesting, the restrictions on the restricted stock lapse and the shares are considered issued and outstanding for accounting purposes.

In each of 2021, 2020 and 2019, the Compensation Committee granted restricted stock to executives and key employees under the Plan as part of our annual equity award program, which vest over a two or three year period, subject to continued employment or service. From time to time, the Compensation Committee grants restricted stock to newly hired or promoted employees or other employees who have achieved extraordinary personal performance objectives.

Further, in each of 2021, 2020 and 2019, the Compensation Committee granted 34,672, 42,736 and 65,144 shares, respectively, to non-employee members of the Board of Directors for their annual service as directors. These restricted stock grants vest over a one year period.

In measuring compensation expense associated with the grant of restricted stock, we use the fair value of the award, determined as the closing stock price for our Class A common stock on the date of grant. Compensation expense is recorded monthly over the vesting period of the award.

Restricted stock with Service- and Market-Condition-Based Vesting—In 2021, 2020 and 2019, the Compensation Committee granted restricted stock to certain members of our executive team as part of their annual compensation package. The restricted stock vests at the end of a three year performance period, based on our total stock return (“TSR”) ranking relative to companies in the S&P Building & Construction Select Industry Index, subject to continued employment.

Compensation expense is recorded monthly over the vesting period of the awards. The following table summarizes information for the equity awards granted in 2021:

	Options			Restricted Stock Units			Performance Stock Units			Warrants
		Weighted			Weighted			Weighted			Weighted
		average grant-		Number of	average grant-		Number of	average grant-			average grant-
	Number of	date fair value		restricted	date fair value		performance	date fair value		Number of	date fair value
	options	per unit		stock units	per unit		stock units	per unit		warrants	per unit
Beginning balance—January 2, 2021	2,038,473	$	9.16	2,134,951	$	18.64	428,875	$	28.64	100,037	$	18.00
Granted	—	—		727,655	28.91		129,060	47.34		—	—
Forfeited/ Canceled	—	—		(360,349)	19.06		(147,578)	36.10		—	—
Exercised	(1,745,940)	9.30		—	—		—	—		(68,518)	18.00
Vested	—	—		(1,020,265)	19.82		—	—		—	—
Balance—January 1, 2022	292,533	$	9.22	1,481,992	$	22.76	410,357	$	31.84	31,519	$	18.00

The fair value of the time-vesting options granted was estimated as of the grant date using the Black-Scholes-Merton model, which requires the input of subjective assumptions, including the expected volatility and the expected term. The fair value of the performance stock units granted was estimated as of the grant date using Monte Carlo simulations, which requires the input of subjective assumptions, including the expected volatility and the expected term. No options to purchase common stock were granted in 2021, 2020 and 2019.

	Performance Stock Units
	2021	2020	2019
Risk-free interest rate	0.29%	0.85%	2.49%
Dividend yield	N/A	N/A	N/A
Volatility	70%	39%	36%
Expected term	3 years	3 years	3 years

The risk-free rate is based on the yield at the date of grant of a U.S. Treasury security with a maturity period approximating the expected term. As Summit Holdings has not historically and does not plan to issue regular dividends, a dividend yield of zero was used. The volatility assumption is based on reported data of a peer group of publicly traded companies for which historical information was available adjusted for the Company’s capital structure. The expected term is based on expectations about future exercises and represents the period of time that the units granted are expected to be outstanding.

Compensation expense for time-vesting interests granted is based on the grant date fair value. The Company recognizes compensation costs on a straight-line basis over the service period, which is generally the vesting period of the award. Forfeitures are recognized as they occur. Share-based compensation expense, which is recognized in general and administrative expenses, totaled $19.7 million, $28.9 million and $20.4 million in the years ended January 1, 2022, January 2,

2021 and December 28, 2019, respectively. As of January 1, 2022, unrecognized compensation cost totaled $21.7 million. The weighted average remaining contractual term over which the unrecognized compensation cost is to be recognized is 1.8 years as of year-end 2021.

As of January 1, 2022, the intrinsic value of outstanding options, restricted stock units and performance stock units was $6.0 million, $59.5 million and $16.5 million, respectively, and the remaining contractual term was 3.9 years, 0.8 years and 1.1 years, respectively. The weighted average strike price of 0.3 million exercisable stock options outstanding as of January 1, 2022 was $19.75 per share.

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Employee Benefit Plans

12 Months Ended

Jan. 01, 2022

Defined Benefit Plan Disclosure [Line Items]

Employee Benefit Plans

Employee Benefit Plans

Defined Contribution Plan—The Company sponsors employee 401(k) savings plans for its employees, including certain union employees. The plans provide for various required and discretionary Company matches of employees’ eligible compensation contributed to the plans. The expense for the defined contribution plans was $10.9 million, $12.1 million and $11.7 million for the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively.

Defined Benefit and Other Postretirement Benefits Plans—The Company’s subsidiary, Continental Cement, sponsors two noncontributory defined benefit pension plans for hourly and salaried employees. The plans are closed to new participants and benefits are frozen. Pension benefits for eligible hourly employees are based on a monthly pension factor for each year of credited service. Pension benefits for eligible salaried employees are generally based on years of service and average eligible compensation. Continental Cement also sponsors two unfunded healthcare and life insurance benefits plans for certain eligible retired employees.

The funded status of the pension and other postretirement benefit plans is recognized in the consolidated balance sheets as the difference between the fair value of plan assets and the benefit obligations. For defined benefit pension plans, the benefit obligation is the projected benefit obligation (“PBO”) and for the healthcare and life insurance benefits plans, the benefit obligation is the accumulated postretirement benefit obligation (“APBO”). The PBO represents the actuarial present value of benefits expected to be paid upon retirement based on estimated future compensation levels. However, since the plans’ participants are not subject to future compensation increases, the plans’ PBO equals the accumulated benefit obligation (“ABO”). The APBO represents the actuarial present value of postretirement benefits attributed to employee services already rendered. The fair value of plan assets represents the current market value of assets held by an irrevocable trust fund for the sole benefit of participants. The measurement of the benefit obligations is based on the Company’s estimates and actuarial valuations. These valuations reflect the terms of the plan and use participant-specific information, such as compensation, age and years of service, as well as certain assumptions that require significant judgment, including estimates of discount rates, expected return on plan assets, rate of compensation increases, interest-crediting rates and mortality rates.

The Company uses December 31 as the measurement date for its defined benefit pension and other postretirement benefit plans.

Obligations and Funded Status—The following information is as of January 1, 2022 and January 2, 2021 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021				2020
	Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.
Change in benefit obligations:
Beginning of period	$	27,827	$	9,229	$	26,181	$	9,090
Service cost	58		194		71		176
Interest cost	550		189		733		242
Actuarial (gain) loss	(1,594)		1,143		2,425		676
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	25,266	$	9,790	$	27,827	$	9,229
Change in fair value of plan assets:
Beginning of period	$	19,058	$	—	$	18,242	$	—
Actual return on plan assets	1,304		—		1,916		—
Employer contributions	1,217		965		483		955
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	20,004	$	—	$	19,058	$	—
Funded status of plans	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Current liabilities	$	—	$	(723)	$	—	$	(636)
Noncurrent liabilities	(5,262)		(9,067)		(8,769)		(8,593)
Liability recognized	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Amounts recognized in accumulated other comprehensive income:
Net actuarial (gain) loss	$	8,261	$	3,591	$	10,689	$	2,707
Prior service cost	—		(1,449)		—		(1,690)
Total amount recognized	$	8,261	$	2,142	$	10,689	$	1,017

The amount recognized in accumulated other comprehensive income (“AOCI”) is the actuarial loss (credit) and prior service cost, which has not yet been recognized in periodic benefit cost.

	2021				2020				2019
	Pension		Healthcare		Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.		benefits		& Life Ins.
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	$	(2,000)	$	1,143	$	1,728	$	675	$	1,760	$	165
Amortization of prior year service cost	—		241		—		241		—		241
Amortization of gain	(428)		(259)		(326)		(89)		(202)		(39)
Total amount recognized	$	(2,428)	$	1,125	$	1,402	$	827	$	1,558	$	367

Components of net periodic benefit cost:
Service cost	$	58	$	194	$	71	$	176	$	60	$	166
Interest cost	550		189		733		242		928		321
Amortization of gain	428		259		326		89		202		39
Expected return on plan assets	(898)		—		(1,221)		—		(1,244)		—
Amortization of prior service credit	—		(241)		—		(241)		—		(241)
Net periodic (expense) benefit cost	$	138	$	401	$	(91)	$	266	$	(54)	$	285

Assumptions—Weighted-average assumptions used to determine the benefit obligations as of year-end 2021 and 2020 are:

	2021		2020
		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	2.49% - 2.70%	2.30% - 2.50%	1.84% - 2.14%	1.80% - 1.82%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A

Weighted-average assumptions used to determine net periodic benefit cost for years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021		2020		2019
		Healthcare		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	1.84% - 2.14%	1.82% - 2.50%	2.78% - 2.96%	2.73% - 2.79%	3.90% - 4.02%	3.87% - 3.91%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A	7.00%	N/A

The expected long-term return on plan assets is based upon the Plans’ consideration of historical and forward-looking returns and the Company’s estimation of what a portfolio, with the target allocation described below, will earn over a long-term horizon. The discount rate is derived using the FTSE Pension Discount Curve.

Assumed health care cost trend rates were 8.0% as of year-end 2021 and 2020, grading to an ultimate trend rate of 4.5% in 2035. Assumed health care cost trend rates have a significant effect on the amounts reported for the Company’s healthcare and life insurance benefits plans.

Plan Assets—The defined benefit pension plans’ (the “Plans”) investment strategy is to minimize investment risk while generating acceptable returns. The Plans currently invest a relatively high proportion of the plan assets in fixed income securities, while the remainder is invested in equity securities, cash reserves and precious metals. The equity securities are diversified into funds with growth and value investment strategies. The target allocation for plan assets is as follows: equity securities—30%; fixed income securities—63%; cash reserves—5%; and precious metals—2%. The Plans’ current investment allocations are within the tolerance of the target allocation. The Company had no Level 3 investments as of or for the years ended January 1, 2022 and January 2, 2021.

At year-end 2021 and 2020, the Plans’ assets were invested predominantly in fixed-income securities and publicly traded equities, but may invest in other asset classes in the future subject to the parameters of the investment policy. The Plans’ investments in fixed-income assets include U.S. Treasury and U.S. agency securities and corporate bonds. The Plans’ investments in equity assets include U.S. and international securities and equity funds. The Company estimates the fair value of the Plans’ assets using various valuation techniques and, to the extent available, quoted market prices in active markets or observable market inputs. The descriptions and fair value methodologies for the Plans’ assets are as follows:

Fixed Income Securities—Corporate and government bonds are classified as Level 2 assets, as they are either valued at quoted market prices from observable pricing sources at the reporting date or valued based upon comparable securities with similar yields and credit ratings.

Equity Securities—Equity securities are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets.

Cash—The carrying amounts of cash approximate fair value due to the short-term maturity.

Precious Metals—Precious metals are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets.

The fair value of the Plans’ assets by asset class and fair value hierarchy level as of January 1, 2022 and January 2, 2021 are as follows:

	2021
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,412	$	3,412	$	—
Intermediate—corporate	4,424		—		4,424
Short-term—government	1,727		1,727		—
Short-term—corporate	79		—		79
International	821		—		821
Equity securities:
U.S. Large cap value	1,912		1,912		—
U.S. Large cap growth	1,330		1,330		—
U.S. Mid cap value	750		750		—
U.S. Mid cap growth	526		526		—
U.S. Small cap value	730		730		—
U.S. Small cap growth	491		491		—
International	1,188		396		792
Emerging Markets	374		374		—
Commodities Broad Basket	1,058		202		856
Cash	1,182		1,182		—
Total	$	20,004	$	13,032	$	6,972

	2020
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,294	$	3,294	$	—
Intermediate—corporate	3,218		—		3,218
Short-term—government	705		705		—
Short-term—corporate	448		—		448
International	1,086		—		1,086
Equity securities:
U.S. Large cap value	1,516		1,516		—
U.S. Large cap growth	1,483		1,483		—
U.S. Mid cap value	631		631		—
U.S. Mid cap growth	619		619		—
U.S. Small cap value	663		663		—
U.S. Small cap growth	650		650		—
International	1,227		407		820
Emerging Markets	409		409		—
Commodities Broad Basket	1,002		182		820
Cash	2,107		2,107		—
Total	$	19,058	$	12,666	$	6,392

Cash Flows—The Company expects to contribute approximately $0.8 million and $0.7 million in 2022 to its pension plans and to its healthcare and life insurance benefits plans, respectively.

The estimated benefit payments for each of the next five years and the five-year period thereafter are as follows:

	Pension		Healthcare and Life
	benefits		Insurance Benefits
2022	$	1,693	$	723
2023	1,695		716
2024	1,655		720
2025	1,615		730
2026	1,595		736
2027 - 2031	7,371		3,560

Multiemployer Pension Plans— In 2018, through an acquisition, the Company assumed an obligation to contribute to a number of multiemployer defined benefit pension plans under the terms of collective-bargaining agreements that cover its union-represented employees. The risks of participating in multiemployer pension plans are different from single-employer plans. Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. If a participating employer ceases contributing to the plan, the unfunded obligations of the plan are the responsibility of the remaining participating employers.

The Company's participation in these plans for the annual period ended December 31, 2021, is outlined in the table below. The ''EIN/Pension Plan Number" column provides the Employer Identification Number (EIN) and the three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 2021 and 2020 is for the plan 's year end at December 31, 2021, and December 31, 2020, respectively. The zone status is based on information the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded and plans in the green zone are at least 80% funded. The "FIP/RP Status Pending/Implemented" column indicates plans for which a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented. The "Surcharge Imposed" column indicates whether a surcharge has been imposed on contributions to the plan. The last column lists the expiration date(s) of the collective-bargaining agreement(s) to which the plans are subject. There have been no significant changes that affect the comparability of 2021 and 2020 contributions.

										Expiration Date of
		Pension Protection Act		FIP/RP Status	Contributions of Company					Collective-
Pension	EIN/ Pension	Zone Status		Pending/	($ in thousands)				Surcharge	Bargaining
Trust Fund	Plan Number	2021	2020	Implemented	2021		2020		Imposed	Agreement
Construction Industry Laborers Pension Fund	43-6060737/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	$	107	$	100	No	3/31/2026
Operating Engineers Local 101 Pension Plan	43-6059213/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	19		20		No	3/31/2026
Total Contributions					$	126	$	120

The Company was not listed as providing more than 5% of the total contributions for the Operating Engineers Local 101 Pension Plan or the Construction Industry Laborers Pension Fund for the plan years 2021 and 2020 per the plans' Forms 5500. As of the date of the filing of this annual report on Form 10-K, Forms 5500 were not available for the plan year ending December 31, 2021.

Summit Materials, LLC

Defined Benefit Plan Disclosure [Line Items]

Employee Benefit Plans

Employee Benefit Plans

Defined Contribution Plan—The Company sponsors employee 401(k) savings plans for its employees, including certain union employees. The plans provide for various required and discretionary Company matches of employees’ eligible compensation contributed to the plans. The expense for the defined contribution plans was $10.9 million, $12.1 million and $11.7 million for the years ended January 1, 2022, January 2, 2021 and December 28, 2019, respectively.

Defined Benefit and Other Postretirement Benefits Plans—The Company’s subsidiary, Continental Cement, sponsors two noncontributory defined benefit pension plans for hourly and salaried employees. The plans are closed to new participants and benefits are frozen. Pension benefits for eligible hourly employees are based on a monthly pension factor for each year of credited service. Pension benefits for eligible salaried employees are generally based on years of service and average eligible compensation. Continental Cement also sponsors two unfunded healthcare and life insurance benefits plans for certain eligible retired employees.

The funded status of the pension and other postretirement benefit plans is recognized in the consolidated balance sheets as the difference between the fair value of plan assets and the benefit obligations. For defined benefit pension plans, the benefit obligation is the projected benefit obligation (“PBO”) and for the healthcare and life insurance benefits plans, the benefit obligation is the accumulated postretirement benefit obligation (“APBO”). The PBO represents the actuarial present value of benefits expected to be paid upon retirement based on estimated future compensation levels. However, since the plans’ participants are not subject to future compensation increases, the plans’ PBO equals the accumulated benefit obligation (“ABO”). The APBO represents the actuarial present value of postretirement benefits attributed to employee services already rendered. The fair value of plan assets represents the current market value of assets held by an irrevocable trust fund for the sole benefit of participants. The measurement of the benefit obligations is based on the Company’s estimates and actuarial valuations. These valuations reflect the terms of the plan and use participant-specific information, such as compensation, age and years of service, as well as certain assumptions that require significant judgment, including estimates of discount rates, expected return on plan assets, rate of compensation increases, interest-crediting rates and mortality rates.

The Company uses December 31 as the measurement date for its defined benefit pension and other postretirement benefit plans.

Obligations and Funded Status—The following information is as of January 1, 2022 and January 2, 2021 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019: 

	2021				2020
	Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.
Change in benefit obligations:
Beginning of period	$	27,827	$	9,229	$	26,181	$	9,090
Service cost	58		194		71		176
Interest cost	550		189		733		242
Actuarial (gain) loss	(1,594)		1,143		2,425		676
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	25,266	$	9,790	$	27,827	$	9,229
Change in fair value of plan assets:
Beginning of period	$	19,058	$	—	$	18,242	$	—
Actual return on plan assets	1,304		—		1,916		—
Employer contributions	1,217		965		483		955
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	20,004	$	—	$	19,058	$	—
Funded status of plans	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Current liabilities	$	—	$	(723)	$	—	$	(636)
Noncurrent liabilities	(5,262)		(9,067)		(8,769)		(8,593)
Liability recognized	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Amounts recognized in accumulated other comprehensive income:
Net actuarial (gain) loss	$	8,261	$	3,591	$	10,689	$	2,707
Prior service cost	—		(1,449)		—		(1,690)
Total amount recognized	$	8,261	$	2,142	$	10,689	$	1,017

The amount recognized in accumulated other comprehensive income (“AOCI”) is the actuarial loss (credit) and prior service cost, which has not yet been recognized in periodic benefit cost.

	2021				2020				2019
	Pension		Healthcare		Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.		benefits		& Life Ins.
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	$	(2,000)	$	1,143	$	1,728	$	675	$	1,760	$	165
Amortization of prior year service cost	—		241		—		241		—		241
Amortization of gain	(428)		(259)		(326)		(89)		(202)		(39)
Total amount recognized	$	(2,428)	$	1,125	$	1,402	$	827	$	1,558	$	367
Components of net periodic benefit cost:
Service cost	$	58	$	194	$	71	$	176	$	60	$	166
Interest cost	550		189		733		242		928		321
Amortization of gain	428		259		326		89		202		39
Expected return on plan assets	(898)		—		(1,221)		—		(1,244)		—
Amortization of prior service credit	—		(241)		—		(241)		—		(241)
Net periodic (expense) benefit cost	$	138	$	401	$	(91)	$	266	$	(54)	$	285

Assumptions—Weighted-average assumptions used to determine the benefit obligations as of year-end 2021 and 2020 are:

	2021		2020
		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	2.49% - 2.70%	2.30% - 2.50%	1.84% - 2.14%	1.80% - 1.82%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A

Weighted-average assumptions used to determine net periodic benefit cost for years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021		2020		2019
		Healthcare		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	1.84% - 2.14%	1.82% - 2.50%	2.78% - 2.96%	2.73% - 2.79%	3.90% - 4.02%	3.87% - 3.91%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A	7.00%	N/A

The expected long-term return on plan assets is based upon the Plans’ consideration of historical and forward-looking returns and the Company’s estimation of what a portfolio, with the target allocation described below, will earn over a long-term horizon. The discount rate is derived using the FTSE Pension Discount Curve.

Assumed health care cost trend rates were 8.0% as of year-end 2021 and 2020, grading to an ultimate trend rate of 4.5% in 2035. Assumed health care cost trend rates have a significant effect on the amounts reported for the Company’s healthcare and life insurance benefits plans.

Plan Assets—The defined benefit pension plans’ (the “Plans”) investment strategy is to minimize investment risk while generating acceptable returns. The Plans currently invest a relatively high proportion of the plan assets in fixed income securities, while the remainder is invested in equity securities, cash reserves and precious metals. The equity securities are diversified into funds with growth and value investment strategies. The target allocation for plan assets is as follows: equity securities—30%; fixed income securities—63%; cash reserves—5%; and precious metals—2%. The Plans’ current investment allocations are within the tolerance of the target allocation. The Company had no Level 3 investments as of or for the years ended January 1, 2022 and January 2, 2021.

At year-end 2021 and 2020, the Plans’ assets were invested predominantly in fixed-income securities and publicly traded equities, but may invest in other asset classes in the future subject to the parameters of the investment policy. The Plans’ investments in fixed-income assets include U.S. Treasury and U.S. agency securities and corporate bonds. The Plans’ investments in equity assets include U.S. and international securities and equity funds. The Company estimates the fair value of the Plans’ assets using various valuation techniques and, to the extent available, quoted market prices in active markets or observable market inputs. The descriptions and fair value methodologies for the Plans’ assets are as follows:

Fixed Income Securities—Corporate and government bonds are classified as Level 2 assets, as they are either valued at quoted market prices from observable pricing sources at the reporting date or valued based upon comparable securities with similar yields and credit ratings.

Equity Securities—Equity securities are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets.

Cash—The carrying amounts of cash approximate fair value due to the short-term maturity.

Precious Metals—Precious metals are valued at the closing market price reported on a U.S. exchange where the security is actively traded and are therefore classified as Level 1 assets.

The fair value of the Plans’ assets by asset class and fair value hierarchy level as of January 1, 2022 and January 2, 2021 are as follows:

	2021
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,412	$	3,412	$	—
Intermediate—corporate	4,424		—		4,424
Short-term—government	1,727		1,727		—
Short-term—corporate	79		—		79
International	821		—		821
Equity securities:
U.S. Large cap value	1,912		1,912		—
U.S. Large cap growth	1,330		1,330		—
U.S. Mid cap value	750		750		—
U.S. Mid cap growth	526		526		—
U.S. Small cap value	730		730		—
U.S. Small cap growth	491		491		—
International	1,188		396		792
Emerging Markets	374		374		—
Commodities Broad Basket	1,058		202		856
Cash	1,182		1,182		—
Total	$	20,004	$	13,032	$	6,972

	2020
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,294	$	3,294	$	—
Intermediate—corporate	3,218		—		3,218
Short-term—government	705		705		—
Short-term—corporate	448		—		448
International	1,086		—		1,086
Equity securities:
U.S. Large cap value	1,516		1,516		—
U.S. Large cap growth	1,483		1,483		—
U.S. Mid cap value	631		631		—
U.S. Mid cap growth	619		619		—
U.S. Small cap value	663		663		—
U.S. Small cap growth	650		650		—
International	1,227		407		820
Emerging Markets	409		409		—
Commodities Broad Basket	1,002		182		820
Cash	2,107		2,107		—
Total	$	19,058	$	12,666	$	6,392

Cash Flows—The Company expects to contribute approximately $0.8 million and $0.7 million in 2022 to its pension plans and to its healthcare and life insurance benefits plans, respectively.

The estimated benefit payments for each of the next five years and the five-year period thereafter are as follows:

	Pension		Healthcare and Life
	benefits		Insurance Benefits
2022	$	1,693	$	723
2023	1,695		716
2024	1,655		720
2025	1,615		730
2026	1,595		736
2027 - 2031	7,371		3,560

Multiemployer Pension Plans— In 2018, through an acquisition, the Company assumed an obligation to contribute to a number of multiemployer defined benefit pension plans under the terms of collective-bargaining agreements that cover its union-represented employees. The risks of participating in multiemployer pension plans are different from single-employer plans. Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. If a participating employer ceases contributing to the plan, the unfunded obligations of the plan are the responsibility of the remaining participating employers.

The Company's participation in these plans for the annual period ended December 31, 2021, is outlined in the table below. The ''EIN/Pension Plan Number" column provides the Employer Identification Number (EIN) and the three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 2021 and 2020 is for the plan 's year end at December 31, 2021, and December 31, 2020, respectively. The zone status is based on information the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded and plans in the green zone are at least 80% funded. The "FIP/RP Status Pending/Implemented" column indicates plans for which a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented. The "Surcharge Imposed" column indicates whether a surcharge has been imposed on contributions to the plan. The last column lists the expiration date(s) of the collective-bargaining agreement(s) to which the plans are subject. There have been no significant changes that affect the comparability of 2021 and 2020 contributions.

										Expiration Date of
		Pension Protection Act		FIP/RP Status	Contributions of Company					Collective-
Pension	EIN/ Pension	Zone Status		Pending/	($ in thousands)				Surcharge	Bargaining
Trust Fund	Plan Number	2021	2020	Implemented	2021		2020		Imposed	Agreement
Construction Industry Laborers Pension Fund	43-6060737/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	$	107	$	100	No	3/31/2026
Operating Engineers Local 101 Pension Plan	43-6059213/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	19		20		No	3/31/2026
Total Contributions					$	126	$	120

The Company was not listed as providing more than 5% of the total contributions for the Operating Engineers Local 101 Pension Plan or the Construction Industry Laborers Pension Fund for the plan years 2021 and 2020 per the plans' Forms 5500. As of the date of the filing of this annual report on Form 10-K, Forms 5500 were not available for the plan year ending December 31, 2021.

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Accrued Mining and Landfill Reclamation

12 Months Ended

Jan. 01, 2022

Asset Retirement Obligations [Line Items]

Accrued Mining and Landfill Reclamation

Accrued Mining and Landfill Reclamation

The Company has asset retirement obligations arising from regulatory or contractual requirements to perform certain reclamation activities at the time that certain quarries and landfills are closed, which are primarily included in other noncurrent liabilities on the consolidated balance sheets. The current portion of the liabilities, $7.4 million and $10.0 million as of January 1, 2022 and January 2, 2021, respectively, is included in accrued expenses on the consolidated balance sheets. The total undiscounted anticipated costs for site reclamation as of January 1, 2022 and January 2, 2021 were $112.4 million and $112.8 million, respectively. The liabilities were initially measured at fair value and are subsequently adjusted for accretion expense, payments and changes in the amount or timing of the estimated cash flows. The corresponding asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset and depreciated over the asset’s remaining useful

life. The following table presents the activity for the asset retirement obligations for the years ended January 1, 2022 and January 2, 2021: 

	2021		2020
Beginning balance	$	43,603	$	36,676
Acquired obligations	337		861
Change in cost estimate	1,427		6,523
Settlement of reclamation obligations	(3,240)		(3,095)
Accretion expense	2,924		2,638
Ending balance	$	45,051	$	43,603

Summit Materials, LLC

Asset Retirement Obligations [Line Items]

Accrued Mining and Landfill Reclamation

Accrued Mining and Landfill Reclamation

The Company has asset retirement obligations arising from regulatory or contractual requirements to perform certain reclamation activities at the time that certain quarries and landfills are closed, which are primarily included in other noncurrent liabilities on the consolidated balance sheets. The current portion of the liabilities, $7.4 million and $10.0 million as of January 1, 2022 and January 2, 2021, respectively, is included in accrued expenses on the consolidated balance sheets. The total undiscounted anticipated costs for site reclamation as of January 1, 2022 and January 2, 2021 were $112.4 million and $112.8 million, respectively. The liabilities were initially measured at fair value and are subsequently adjusted for accretion expense,

payments and changes in the amount or timing of the estimated cash flows. The corresponding asset retirement costs are capitalized as part of the carrying amount of the related long-lived asset and depreciated over the asset’s remaining useful life. The following table presents the activity for the asset retirement obligations for the years ended January 1, 2022 and January 2, 2021:

	2021		2020
Beginning balance	$	43,603	$	36,676
Acquired obligations	337		861
Change in cost estimate	1,427		6,523
Settlement of reclamation obligations	(3,240)		(3,095)
Accretion expense	2,924		2,638
Ending balance	$	45,051	$	43,603

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Commitments and Contingencies

12 Months Ended

Jan. 01, 2022

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 current pending or threatened claims and litigation will not have a material effect on the Company’s consolidated financial position, results of operations or liquidity. The Company records legal fees as incurred.

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 currently not able to predict the ultimate outcome or cost of the investigation.

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.

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 current pending or threatened claims and litigation will not have a material effect on the Company’s consolidated financial position, results of operations or liquidity. The Company records legal fees as incurred.

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 currently not able to predict the ultimate outcome or cost of the investigation.

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.

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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Leases

12 Months Ended

Jan. 01, 2022

Lessee, Lease, Description [Line Items]

Leases

Leases

We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements we have entered into or reassessed, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of ASU No. 2016-2, Leases (Topic 842). Assets acquired under finance leases are included in property, plant and equipment.

Many of our leases include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

The Company has lease agreements associated with quarry facilities under which royalty payments are made. The payments are generally based on tons sold in a particular period; however, certain agreements have minimum annual payments. Royalty expense recorded in cost of revenue during the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $34.8 million, $29.2 million and $24.3 million, respectively. Minimum contractual commitments for the subsequent five years under royalty agreements are as follows:

	Royalty
	Agreements
2022	$	10,975
2023	10,954
2024	10,466
2025	10,158
2026	9,100

Leases

Leases

We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements we have entered into or reassessed, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of ASU No. 2016-2, Leases (Topic 842). Assets acquired under finance leases are included in property, plant and equipment.

Many of our leases include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

The Company has lease agreements associated with quarry facilities under which royalty payments are made. The payments are generally based on tons sold in a particular period; however, certain agreements have minimum annual payments. Royalty expense recorded in cost of revenue during the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $34.8 million, $29.2 million and $24.3 million, respectively. Minimum contractual commitments for the subsequent five years under royalty agreements are as follows:

	Royalty
	Agreements
2022	$	10,975
2023	10,954
2024	10,466
2025	10,158
2026	9,100

Summit Materials, LLC

Lessee, Lease, Description [Line Items]

Leases

Leases

We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements we have entered into or reassessed, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of ASU No. 2016-2, Leases (Topic 842). Assets acquired under finance leases are included in property, plant and equipment.

Many of our leases include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

The Company has lease agreements associated with quarry facilities under which royalty payments are made. The payments are generally based on tons sold in a particular period; however, certain agreements have minimum annual payments. Royalty expense recorded in cost of revenue during the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $34.8 million, $29.2 million and $24.3 million, respectively. Minimum contractual commitments for the subsequent five years under royalty agreements are as follows:

	Royalty
	Agreements
2022	$	10,975
2023	10,954
2024	10,466
2025	10,158
2026	9,100

Leases

Leases

We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements we have entered into or reassessed, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of ASU No. 2016-2, Leases (Topic 842). Assets acquired under finance leases are included in property, plant and equipment.

Many of our leases include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

The Company has lease agreements associated with quarry facilities under which royalty payments are made. The payments are generally based on tons sold in a particular period; however, certain agreements have minimum annual payments. Royalty expense recorded in cost of revenue during the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was $34.8 million, $29.2 million and $24.3 million, respectively. Minimum contractual commitments for the subsequent five years under royalty agreements are as follows:

	Royalty
	Agreements
2022	$	10,975
2023	10,954
2024	10,466
2025	10,158
2026	9,100

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Fair Value of Financial Instruments

12 Months Ended

Jan. 01, 2022

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

Fair Value of Financial Instruments

Fair Value of Financial Instruments

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 fair value of contingent consideration as of January 1, 2022 and January 2, 2021 was: 

	2021		2020
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	129	$	654
Acquisition-related liabilities and Other noncurrent liabilities:
Contingent consideration	$	1,239	$	1,209

The fair value accounting guidance establishes the following fair value hierarchy that prioritizes the inputs used to measure fair value:

Level  1 —  Quoted prices in active markets for identical assets and liabilities.

Level 2 —  Observable inputs, other than quoted prices, for similar assets or liabilities in active markets.

Level 3 —  Unobservable inputs, which includes the use of valuation models.

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 January 1, 2022 and January 2, 2021 were: 

	January 1, 2022				January 2, 2021
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 1
Long-term debt(1)	$	1,653,085	$	1,609,298	$	1,971,087	$	1,915,425
Level 3
Current portion of deferred consideration and noncompete obligations(2)	12,981		12,981		9,611		9,611
Long term portion of deferred consideration and noncompete obligations(3)	32,130		32,130		11,037		11,037

_____________________

(1)$6.4 million was included in current portion of debt as of January 1, 2022 and January 2, 2021.

(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.

Level 1 fair values are used to value investments in publicly-traded entities and assumed obligations for publicly-traded long-term debt.

Level 2 fair values are typically used to value acquired receivables, inventories, machinery and equipment, land, buildings, deferred income tax assets and liabilities, liabilities for asset retirement obligations, environmental remediation and compliance obligations. Additionally, Level 2 fair values are typically used to value assumed contracts at other-than-market rates.

Level 3 fair values are used to value acquired mineral reserves and leased mineral interests and other identifiable intangible assets. The fair values of mineral reserves and leased mineral interests are determined using an excess earnings approach, which requires management to estimate future cash flows. The estimate of future cash flows is based on available historical information and forecasts determined by management, but is inherently uncertain. Key assumptions in estimating future cash flows include sales price, volumes and expected profit margins, net of capital requirements. The present value of the projected net cash flows represents the fair value assigned to mineral reserves and mineral interests. The discount rate is a significant assumption used in the valuation model and is based on the required rate of return that a hypothetical market participant would assume if purchasing the acquired business.

The Level 3 fair values of contingent consideration were based on projected probability-weighted cash payments and a 9.5% 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. There were no material adjustments to the fair value of contingent consideration in 2021 or 2020. The fair values of the deferred consideration and noncompete obligations were determined based on 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 of Financial Instruments

Fair Value of Financial Instruments

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 fair value of contingent consideration as of January 1, 2022 and January 2, 2021 was:

	2021		2020
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	129	$	654
Acquisition-related liabilities and Other noncurrent liabilities:
Contingent consideration	$	1,239	$	1,209

The fair value accounting guidance establishes the following fair value hierarchy that prioritizes the inputs used to measure fair value:

Level  1 —  Quoted prices in active markets for identical assets and liabilities.

Level 2 —  Observable inputs, other than quoted prices, for similar assets or liabilities in active markets.

Level 3 —  Unobservable inputs, which includes the use of valuation models.

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 January 1, 2022 and January 2, 2021 were:

	January 1, 2022				January 2, 2021
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 1
Long-term debt(1)	$	1,653,085	$	1,609,298	$	1,971,087	$	1,915,425
Level 3
Current portion of deferred consideration and noncompete obligations(2)	12,981		12,981		7,173		7,173
Long term portion of deferred consideration and noncompete obligations(3)	32,130		32,130		11,037		11,037

______________________

(1)    $6.4 million was included in current portion of debt as of January 1, 2022 and January 2, 2021.

(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.

Level 1 fair values are used to value investments in publicly-traded entities and assumed obligations for publicly-traded long-term debt.

Level 2 fair values are typically used to value acquired receivables, inventories, machinery and equipment, land, buildings, deferred income tax assets and liabilities, liabilities for asset retirement obligations, environmental remediation and compliance obligations. Additionally, Level 2 fair values are typically used to value assumed contracts at other-than-market rates.

Level 3 fair values are used to value acquired mineral reserves and leased mineral interests and other identifiable intangible assets. The fair values of mineral reserves and leased mineral interests are determined using an excess earnings approach, which requires management to estimate future cash flows. The estimate of future cash flows is based on available historical information and forecasts determined by management, but is inherently uncertain. Key assumptions in estimating future cash flows include sales price, volumes and expected profit margins, net of capital requirements. The present value of the projected net cash flows represents the fair value assigned to mineral reserves and mineral interests. The discount rate is a significant assumption used in the valuation model and is based on the required rate of return that a hypothetical market participant would assume if purchasing the acquired business.

The Level 3 fair values of contingent consideration were based on projected probability-weighted cash payments and a 9.5% 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. There were no material adjustments to the fair value of contingent consideration in 2021 or 2020. The fair values of the deferred consideration and noncompete obligations were determined based on 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.

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Segment Information

12 Months Ended

Jan. 01, 2022

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, the Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of its 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 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019: 

	2021		2020		2019
Revenue*:
West	$	1,262,061	$	1,262,196	$	1,122,338
East	849,374		799,633		809,098
Cement	298,234		270,622		290,704
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

	2021		2020		2019
Income from operations before taxes	$	198,637	$	129,055	$	78,224
Interest expense	92,240		103,595		116,509
Depreciation, depletion and amortization	226,442		218,682		214,886
Accretion	2,924		2,638		2,216
Loss on debt financings	6,016		4,064		14,565
Tax receivable agreement benefit	(6,779)		(7,559)		16,237
Gain on sale of businesses	(20,011)		—		—
Non-cash compensation	19,705		28,857		20,403
Other	908		2,957		(3,800)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240
Total Adjusted EBITDA by Segment:
West	$	271,560	$	271,052	$	204,868
East	181,483		162,275		187,625
Cement	117,159		92,956		103,438
Corporate and other	(50,120)		(43,994)		(36,691)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240

	2021		2020		2019
Purchases of property, plant and equipment
West	$	94,056	$	67,500	$	71,397
East	89,727		92,528		77,894
Cement	26,962		15,071		25,691
Total reportable segments	210,745		175,099		174,982
Corporate and other	1,237		2,150		2,513
Total purchases of property, plant and equipment	$	211,982	$	177,249	$	177,495

	2021		2020		2019
Depreciation, depletion, amortization and accretion:
West	$	99,470	$	93,866	$	93,256
East	86,623		86,205		81,403
Cement	39,024		37,267		38,447
Total reportable segments	225,117		217,338		213,106
Corporate and other	4,249		3,982		3,996
Total depreciation, depletion, amortization and accretion	$	229,366	$	221,320	$	217,102

	2021		2020		2019
Total assets:
West	$	1,512,298	$	1,503,382	$	1,379,684
East	1,292,638		1,303,742		1,288,835
Cement	844,086		850,835		868,528
Total reportable segments	3,649,022		3,657,959		3,537,047
Corporate and other	590,103		650,052		530,509
Total	$	4,239,125	$	4,308,011	$	4,067,556

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, the Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of its 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 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021		2020		2019
Revenue*:
West	$	1,262,061	$	1,262,196	$	1,122,338
East	849,374		799,633		809,098
Cement	298,234		270,622		290,704
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

	2021		2020		2019
Income from operations before taxes	$	191,920	$	121,800	$	94,982
Interest expense	92,178		103,291		115,988
Depreciation, depletion and amortization	226,442		218,682		214,886
Accretion	2,924		2,638		2,216
Loss on debt financings	6,016		4,064		14,565
Gain on sale of businesses	(20,011)		—		—
Non-cash compensation	19,705		28,857		20,403
Other	908		2,957		(3,800)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240
Total Adjusted EBITDA by Segment:
West	$	271,560	$	271,052	$	204,868
East	181,483		162,275		187,625
Cement	117,159		92,956		103,438
Corporate and other	(50,120)		(43,994)		(36,691)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240

	2021		2020		2019
Purchases of property, plant and equipment
West	$	94,056	$	67,500	$	71,397
East	89,727		92,528		77,894
Cement	26,962		15,071		25,691
Total reportable segments	210,745		175,099		174,982
Corporate and other	1,237		2,150		2,513
Total purchases of property, plant and equipment	$	211,982	$	177,249	$	177,495

	2021		2020		2019
Depreciation, depletion, amortization and accretion:
West	$	99,470	$	93,866	$	93,256
East	86,623		86,205		81,403
Cement	39,024		37,267		38,447
Total reportable segments	225,117		217,338		213,106
Corporate and other	4,249		3,982		3,996
Total depreciation, depletion, amortization and accretion	$	229,366	$	221,320	$	217,102

	2021		2020		2019
Total assets:
West	$	1,512,298	$	1,503,382	$	1,379,684
East	1,292,638		1,303,742		1,288,835
Cement	844,086		850,835		868,528
Total reportable segments	3,649,022		3,657,959		3,537,047
Corporate and other	386,537		419,175		319,176
Total	$	4,035,559	$	4,077,134	$	3,856,223

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Senior Notes' Guarantor and Non-Guarantor Financial Information

12 Months Ended

Jan. 01, 2022

Summit Materials, LLC

Condensed Financial Statements, Captions [Line Items]

Senior Notes' Guarantor and Non-Guarantor Financial Information

Senior Notes’ 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. 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

January 1, 2022

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	365,044	$	2,264	$	18,337	$	(4,684)	$	380,961
Accounts receivable, net	94		264,888		22,185		59		287,226
Intercompany receivables	366,619		1,746,909		—		(2,113,528)		—
Cost and estimated earnings in excess of billings	—		6,942		658		—		7,600
Inventories	—		175,211		5,549		—		180,760
Other current assets	3,036		8,920		1,107		—		13,063
Total current assets	734,793		2,205,134		47,836		(2,118,153)		869,610
Property, plant and equipment, net	10,013		1,742,721		90,174		—		1,842,908
Goodwill	—		1,104,019		60,731		—		1,164,750
Intangible assets, net	—		64,466		4,930		—		69,396
Operating lease right-of-use assets	5,612		19,693		4,845		—		30,150
Other assets	4,417,039		220,500		576		(4,579,370)		58,745
Total assets	$	5,167,457	$	5,356,533	$	209,092	$	(6,697,523)	$	4,035,559
Liabilities and Members' Interest
Current liabilities:
Current portion of debt	$	6,354	$	—	$	—	$	—	$	6,354
Current portion of acquisition-related liabilities	—		13,110		—		—		13,110
Accounts payable	6,284		114,405		8,095		59		128,843
Accrued expenses	55,440		94,858		2,522		(4,684)		148,136
Current operating lease liabilities	780		5,053		664		—		6,497
Intercompany payables	1,607,816		502,334		3,378		(2,113,528)		—
Billings in excess of costs and estimated earnings	—		6,960		441		—		7,401
Total current liabilities	1,676,674		736,720		15,100		(2,118,153)		310,341
Long-term debt	1,591,019		—		—		—		1,591,019
Acquisition-related liabilities	—		33,369		—		—		33,369
Noncurrent operating lease liabilities	9,647		15,101		4,132		—		28,880
Other noncurrent liabilities	5,173		227,348		118,906		(164,421)		187,006
Total liabilities	3,282,513		1,012,538		138,138		(2,282,574)		2,150,615
Total members' interest	1,884,944		4,343,995		70,954		(4,414,949)		1,884,944
Total liabilities and members' interest	$	5,167,457	$	5,356,533	$	209,092	$	(6,697,523)	$	4,035,559

Condensed Consolidating Balance Sheets

January 2, 2021

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	401,074	$	10,287	$	10,461	$	(3,641)	$	418,181
Accounts receivable, net	4		230,199		24,384		109		254,696
Intercompany receivables	404,459		1,303,293		—		(1,707,752)		—
Cost and estimated earnings in excess of billings	—		7,504		1,162		—		8,666
Inventories	—		193,417		6,891		—		200,308
Other current assets	2,840		6,797		1,791		—		11,428
Total current assets	808,377		1,751,497		44,689		(1,711,284)		893,279
Property, plant and equipment, net	9,410		1,746,045		94,714		—		1,850,169
Goodwill	—		1,142,083		60,208		—		1,202,291
Intangible assets, net	—		47,852		—		—		47,852
Operating lease right-of-use assets	2,615		21,880		4,048		—		28,543
Other assets	4,022,729		207,699		493		(4,175,921)		55,000
Total assets	$	4,843,131	$	4,917,056	$	204,152	$	(5,887,205)	$	4,077,134
Liabilities and Members' Interest
Current liabilities:
Current portion of debt	$	6,354	$	—	$	—	$	—	$	6,354
Current portion of acquisition-related liabilities	—		7,827		—		—		7,827
Accounts payable	3,889		108,805		8,619		109		121,422
Accrued expenses	54,108		106,320		4,014		(3,641)		160,801
Current operating lease liabilities	913		6,114		1,161		—		8,188
Intercompany payables	1,215,043		485,401		7,308		(1,707,752)		—
Billings in excess of costs and estimated earnings	—		15,508		991		—		16,499
Total current liabilities	1,280,307		729,975		22,093		(1,711,284)		321,091
Long-term debt	1,892,347		—		—		—		1,892,347
Acquisition-related liabilities	—		12,246		—		—		12,246
Noncurrent operating lease liabilities	2,567		16,062		2,871		—		21,500
Other noncurrent liabilities	5,142		208,540		117,921		(164,421)		167,182
Total liabilities	3,180,363		966,823		142,885		(1,875,705)		2,414,366
Total members' interest	1,662,768		3,950,233		61,267		(4,011,500)		1,662,768
Total liabilities and members' interest	$	4,843,131	$	4,917,056	$	204,152	$	(5,887,205)	$	4,077,134

Condensed Consolidating Statements of Operations and Comprehensive Income

Year Ended January 1, 2022

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Revenue	$	—	$	2,307,127	$	116,408	$	(13,866)	$	2,409,669
Cost of revenue (excluding items shown separately below)	—		1,665,196		85,080		(13,866)		1,736,410
General and administrative expenses	70,384		116,374		4,070		—		190,828
Depreciation, depletion, amortization and accretion	4,249		213,900		11,217		—		229,366
Operating (loss) income	(74,633)		311,657		16,041		—		253,065
Other income, net	(382,983)		(15,891)		(588)		388,440		(11,022)
Interest expense (income)	135,206		(48,529)		5,501		—		92,178
Gain on sale of business	—		(20,011)		—		—		(20,011)
Income from operation before taxes	173,144		396,088		11,128		(388,440)		191,920
Income tax expense	2,173		16,079		2,697		—		20,949
Net income attributable to Summit LLC	$	170,971	$	380,009	$	8,431	$	(388,440)	$	170,971
Comprehensive income attributable to member of Summit Materials, LLC	$	173,528	$	378,706	$	7,177	$	(385,883)	$	173,528

Condensed Consolidating Statements of Operations and Comprehensive Income

Year ended January 2, 2021

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Revenue	$	—	$	2,259,865	$	89,752	$	(17,166)	$	2,332,451
Cost of revenue (excluding items shown separately below)	—		1,663,957		63,863		(17,166)		1,710,654
General and administrative expenses	72,504		96,526		6,274		—		175,304
Depreciation, depletion, amortization and accretion	3,983		210,038		7,299		—		221,320
Operating (loss) income	(76,487)		289,344		12,316		—		225,173
Other (income) loss, net	(328,914)		(2,473)		(198)		331,667		82
Interest expense (income)	130,176		(31,402)		4,517		—		103,291
Income from operation before taxes	122,251		323,219		7,997		(331,667)		121,800
Income tax expense (benefit)	1,514		(4,737)		4,286		—		1,063
Net income attributable to Summit LLC	$	120,737	$	327,956	$	3,711	$	(331,667)	$	120,737
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	123,125	$	330,185	$	(906)	$	(329,279)	$	123,125

Condensed Consolidating Statements of Operations and Comprehensive Income

Year ended December 28, 2019

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Revenue	$	—	$	2,139,457	$	94,879	$	(12,196)	$	2,222,140
Cost of revenue (excluding items shown separately below)	—		1,587,374		70,838		(12,196)		1,646,016
General and administrative expenses	58,099		81,434		5,931		—		145,464
Depreciation, depletion, amortization and accretion	3,997		207,277		5,828		—		217,102
Operating (loss) income	(62,096)		263,372		12,282		—		213,558
Other (income) loss, net	(279,517)		(8,767)		(790)		291,662		2,588
Interest expense (income)	127,734		(16,561)		4,815		—		115,988
Income from continuing operations before taxes	89,687		288,700		8,257		(291,662)		94,982
Income tax (benefit) expense	1,090		3,377		1,918		—		6,385
Net income attributable to member of Summit Materials, LLC	$	88,597	$	285,323	$	6,339	$	(291,662)	$	88,597
Comprehensive income attributable to member of Summit Materials, LLC	$	91,242	$	287,394	$	1,623	$	(289,017)	$	91,242

Condensed Consolidating Statements of Cash Flows

For the year ended January 1, 2022

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Net cash (used in) provided by operating activities	$	(136,008)	$	471,106	$	26,831	$	—	$	361,929
Cash flow from investing activities:
Acquisitions, net of cash acquired	—		(19,513)		—		—		(19,513)
Purchase of property, plant and equipment	(1,237)		(201,038)		(9,707)		—		(211,982)
Proceeds from the sale of property, plant, and equipment	—		10,894		780		—		11,674
Proceeds from the sale of a business	—		128,337		—		—		128,337
Other	—		236		—		—		236
Net cash used for investing activities	(1,237)		(81,084)		(8,927)		—		(91,248)
Cash flow from financing activities:
Proceeds from investment by member	29,685		2,766		—		—		32,451
Loans received from and payments made on loans from other Summit Companies	381,393		(370,940)		(9,410)		(1,043)		—
Payments on long-term debt	(306,355)		(22,011)		(644)		—		(329,010)
Payments on acquisition-related liabilities	—		(7,860)		—		—		(7,860)
Distributions from partnership	(2,500)		—		—		—		(2,500)
Other	(1,008)		—		—		—		(1,008)
Net cash provided by (used in) financing activities	101,215		(398,045)		(10,054)		(1,043)		(307,927)
Impact of cash on foreign currency	—		—		26		—		26
Net (decrease) increase in cash	(36,030)		(8,023)		7,876		(1,043)		(37,220)
Cash — Beginning of period	401,074		10,287		10,461		(3,641)		418,181
Cash — End of period	$	365,044	$	2,264	$	18,337	$	(4,684)	$	380,961

Condensed Consolidating Statements of Cash Flows

For the year ended January 2, 2021

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Net cash (used in) provided by operating activities	$	(135,895)	$	502,595	$	42,169	$	—	$	408,869
Cash flow from investing activities:
Acquisitions, net of cash acquired	—		(92,085)		(31,392)		—		(123,477)
Purchase of property, plant and equipment	(2,150)		(173,228)		(1,871)		—		(177,249)
Proceeds from the sale of property, plant, and equipment	—		13,935		83		—		14,018
Other	—		1,121		—		—		1,121
Net cash used for investing activities	(2,150)		(250,257)		(33,180)		—		(285,587)
Cash flow from financing activities:
Proceeds from investment by member	(91,142)		87,925		4,260		—		1,043
Net proceeds from debt issuance	700,000		—		—		—		700,000
Loans received from and payments made on loans from other Summit Companies	298,656		(288,711)		(12,781)		2,836		—
Payments on long-term debt	(657,942)		(15,911)		(192)		—		(674,045)
Payments on acquisition-related liabilities	—		(30,757)		—		—		(30,757)
Financing costs	(9,605)		—		—		—		(9,605)
Distributions from partnership	(2,500)		—		—		—		(2,500)
Other	(822)		(85)		—		—		(907)
Net cash provided by (used in) financing activities	236,645		(247,539)		(8,713)		2,836		(16,771)
Impact of cash on foreign currency	—		—		351		—		351
Net increase in cash	98,600		4,799		627		2,836		106,862
Cash — Beginning of period	302,474		5,488		9,834		(6,477)		311,319
Cash — End of period	$	401,074	$	10,287	$	10,461	$	(3,641)	$	418,181

Condensed Consolidating Statements of Cash Flows

For the year ended December 28, 2019

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Net cash (used in) provided by operating activities	$	(112,019)	$	431,323	$	17,880	$	—	$	337,184
Cash flow from investing activities:
Acquisitions, net of cash acquired	—		(5,392)		—		—		(5,392)
Purchase of property, plant and equipment	(2,513)		(163,652)		(11,330)		—		(177,495)
Proceeds from the sale of property, plant, and equipment	—		21,083		90		—		21,173
Proceeds from the sale of a business	—		—		—		—		—
Other	—		(1,095)		—		—		(1,095)
Net cash used for investing activities	(2,513)		(149,056)		(11,240)		—		(162,809)
Cash flow from financing activities:
Proceeds from investment by member	(21,614)		40,690		—		—		19,076
Net proceeds from debt issuance	300,000		—		—		—		300,000
Loans received from and payments made on loans from other Summit Companies	287,029		(280,836)		(4,586)		(1,607)		—
Payments on long-term debt	(256,354)		(13,650)		(225)		—		(270,229)
Payments on acquisition-related liabilities	—		(31,383)		—		—		(31,383)
Financing costs	(6,312)		—		—		—		(6,312)
Distributions from partnership	(2,500)		—		—		—		(2,500)
Other	(462)		(40)		—		—		(502)
Net cash provided by financing activities	299,787		(285,219)		(4,811)		(1,607)		8,150
Impact of cash on foreign currency	—		—		286		—		286
Net (decrease) increase in cash	185,255		(2,952)		2,115		(1,607)		182,811
Cash — Beginning of period	117,219		8,440		7,719		(4,870)		128,508
Cash — End of period	$	302,474	$	5,488	$	9,834	$	(6,477)	$	311,319

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Summary of Organization and Significant Accounting Policies (Policies)

12 Months Ended

Jan. 01, 2022

Company Information

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, 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.

The Company’s fiscal year is based on a 52-53 week year with each quarter composed of 13 weeks ending on a Saturday. The year ended January 2, 2021 was a 53-week year.

For a summary of the changes in Summit Inc.’s ownership of Summit Holdings, see Note 11, 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.

Use of Estimates

Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles (“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 21 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 the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted 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.

Accounts Receivable

Accounts Receivable—Accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the collectability of individual accounts. In establishing the allowance, management considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, the current receivables aging and current payment terms. Balances that remain outstanding after reasonable collection efforts are exercised are written off through a charge to the valuation allowance.

The balances billed but not paid by customers, pursuant to retainage provisions included in contracts, are generally due upon completion of the contracts.

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.

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. 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 and the receipt and disposal of waste that is converted to fuel for use in our cement plants. 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 over time based on the proportion of costs incurred to date relative to the total estimated costs at completion, which approximates progress towards completion. Under this 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. The majority of our construction service contracts, and therefore, revenue, are opened and completed within one year, with most activity during the spring, summer and fall. 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 actual cost to total estimated cost 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 year ended January 1, 2022.

We recognize claims when the amount of the claim can be estimated reliably and it is legally enforceable. 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.

Inventories

Inventories—Inventories consist of stone that has been removed from quarries and processed for future sale, cement, raw materials and finished concrete blocks. Inventories are valued at the lower of cost or net realizable value and are accounted for on a first-in first-out basis or an average cost basis. If items become obsolete or otherwise unusable or if quantities exceed what is projected to be sold within a reasonable period of time, they will be charged to costs of revenue in the period that the items are designated as obsolete or excess inventory. Stripping costs are costs of removing overburden and waste material to access aggregate materials and are expensed as incurred.

Property, Plant and Equipment, net

Property, Plant and Equipment, net—Property, plant and equipment are recorded at cost, less accumulated depreciation, depletion and amortization. Expenditures for additions and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Repair and maintenance costs that do not substantially expand productive capacity or extend the life of property, plant and equipment are expensed as incurred.

Landfill airspace is included in property, plant and equipment at cost and is amortized based on the portion of the airspace used during the period compared to the gross estimated value of available airspace, which is updated periodically as circumstances dictate. Management reassesses the landfill airspace capacity with any changes in value recorded in cost of

revenue. Capitalized landfill costs include expenditures for the acquisition of land and related airspace, engineering and permitting costs, cell construction costs and direct site improvement costs.

Upon disposal of an asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any gain or loss is included in general and administrative expenses.

The Company reviews the carrying value of property, plant and equipment for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. Such indicators may include, among others, deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have a negative effect on earnings and cash flows or a trend of negative or declining cash flows over multiple periods.

Property, plant and equipment is tested for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. As a result, the property, plant and equipment impairment test is at a significantly lower level than the level at which goodwill is tested for impairment. In markets where the Company does not produce downstream products, such as ready-mix concrete, asphalt paving mix and paving and related services, the lowest level of largely independent identifiable cash flows is at the individual aggregates operation or a group of aggregates operations collectively serving a local market or the cement operations. Conversely, in vertically-integrated markets, the cash flows of the downstream and upstream businesses are not largely independently identifiable and the vertically-integrated operations are considered the lowest level of largely independent identifiable cash flows.

Aggregates mineral bearing land and interests are included in property, plant and equipment. When leased mineral interests are acquired during a business combination, they are valued using an excess earnings approach for the life of the proven and probable reserves. Depletion expense is recorded using a units of production methodology.

Accrued Mining and Landfill Reclamation

Accrued Mining and Landfill Reclamation—The mining reclamation reserve and financial commitments for landfill closure and post-closure activities are based on management’s estimate of future cost requirements to reclaim property at both currently operating and closed sites. Estimates of these obligations have been developed based on management’s interpretation of current requirements and proposed regulatory changes and are intended to approximate fair value. Costs are estimated in current dollars, inflated until the expected time of payment, and then discounted back to present value using a credit-adjusted risk-free rate on obligations of similar maturity, adjusted to reflect the Company’s credit rating. Changes in the credit-adjusted risk-free rate do not change recorded liabilities. However, subsequent increases in the recognized obligations are measured using a current credit-adjusted risk-free rate. Decreases in the recognized obligations are measured at the initial credit-adjusted risk-free rate.

Significant changes in inflation rates, or the amount or, timing of future cost estimates typically result in both (1) a current adjustment to the recorded liability (and corresponding adjustment to the asset) and (2) a change in accretion of the liability and depreciation of the asset to be recorded prospectively over the remaining capacity of the unmined quarry or landfill.

Goodwill

Goodwill—Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired. Goodwill recorded in connection with the Company’s acquisitions is primarily attributable to the expected profitability, assembled workforces of the acquired businesses and the synergies expected to arise after the Company’s acquisition of those businesses. Goodwill is not amortized, but is tested annually for impairment as of the first day of the fourth quarter and at any time that events or circumstances indicate that goodwill may be impaired. A qualitative approach may first be applied to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, the two-step quantitative impairment test is then performed, otherwise further analysis is not required. The two-step impairment test first identifies potential goodwill impairment for each reporting unit and then, if necessary, measures the amount of the impairment loss.

Income Taxes

Income Taxes—Summit Inc. is a corporation subject to income taxes in the United States. Certain subsidiaries, including Summit Holdings, or subsidiary groups of the Company are taxable separate from Summit Inc. The provision for income taxes, or Summit Inc.’s proportional share of the provision, are included in the Company’s consolidated financial statements.

The Company’s deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future. The computed deferred balances are based on enacted tax laws and applicable rates for the periods in which the differences are expected to affect taxable income. A

valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a valuation allowance had been recorded then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

The Company evaluates the tax positions taken on income tax returns that remain open and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized is recognized. Interest and penalties related to unrecognized tax benefits are recorded in income tax expense (benefit).

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 IPO, we entered into a TRA with the pre-IPO owners that requires us to pay the pre-IPO owners or their permitted assignees 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.

As noted above, 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. 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 liability 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.

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.

New Accounting Standards

New Accounting Standards—In August 2018, the FASB issued 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. We adopted this ASU in the first quarter of 2020 and the adoption of this ASU did not have a material impact on the consolidated financial statements.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 Benefits Plans, which modifies the disclosure requirements of 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. The adoption of this new ASU did not have a material impact on our consolidated financial results.

Summit Materials, LLC

Company Information

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. Noncontrolling interests in consolidated subsidiaries represent a 20% ownership in Ohio Valley Asphalt, LLC and, prior to the initial public offering (“IPO”) and concurrent purchase of the noncontrolling interests Continental Cement Company, L.L.C. (“Continental Cement”), a 30% redeemable ownership in Continental Cement. The Company accounts for investments in entities for which it has an ownership of 20% to 50% using the equity method of accounting.

The Company’s fiscal year is based on a 52-53 week year with each quarter composed of 13 weeks ending on a Saturday. The year ended January 2, 2021 was a 53-week year.

Use of Estimates

Use of Estimates— Preparation of these consolidated financial statements in conformity with U.S. generally accepted accounting principles (“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 21 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 the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted 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.

Accounts Receivable

Accounts Receivable—Accounts receivable are stated at the amount management expects to collect from outstanding balances. Management provides for probable uncollectible amounts through a charge to earnings and a credit to a valuation allowance based on its assessment of the collectability of individual accounts. In establishing the allowance, management considers historical losses adjusted to take into account current market conditions and its customers’ financial condition, the amount of receivables in dispute, the current receivables aging and current payment terms. Balances that remain outstanding after reasonable collection efforts are exercised are written off through a charge to the valuation allowance.

The balances billed but not paid by customers, pursuant to retainage provisions included in contracts, are generally due upon completion of the contracts.

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.

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. 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 and the receipt and disposal of waste that is converted to fuel for use in our cement plants. 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 over time based on the proportion of costs incurred to date relative to the total estimated costs at completion, which approximates progress towards completion. Under this 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. The majority of our construction service contracts, and therefore, revenue, are opened and completed within one year, with most activity during the spring, summer and fall. 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 actual cost to total estimated cost 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 year ended January 1, 2022.

We recognize claims when the amount of the claim can be estimated reliably and it is legally enforceable. 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.

Inventories

Inventories—Inventories consist of stone that has been removed from quarries and processed for future sale, cement, raw materials and finished concrete blocks. Inventories are valued at the lower of cost or net realizable value and are accounted for on a first-in first-out basis or an average cost basis. If items become obsolete or otherwise unusable or if quantities exceed what is projected to be sold within a reasonable period of time, they will be charged to costs of revenue in the period that the items are designated as obsolete or excess inventory. Stripping costs are costs of removing overburden and waste material to access aggregate materials and are expensed as incurred.

Property, Plant and Equipment, net

Property, Plant and Equipment, net—Property, plant and equipment are recorded at cost, less accumulated depreciation, depletion and amortization. Expenditures for additions and improvements that significantly add to the productive capacity or extend the useful life of an asset are capitalized. Repair and maintenance costs that do not substantially expand productive capacity or extend the life of property, plant and equipment are expensed as incurred.

Landfill airspace is included in property, plant and equipment at cost and is amortized based on the portion of the airspace used during the period compared to the gross estimated value of available airspace, which is updated periodically as circumstances dictate. Management reassesses the landfill airspace capacity with any changes in value recorded in cost of revenue. Capitalized landfill costs include expenditures for the acquisition of land and related airspace, engineering and permitting costs, cell construction costs and direct site improvement costs.

Upon disposal of an asset, the cost and related accumulated depreciation are removed from the Company’s accounts and any gain or loss is included in general and administrative expenses.

The Company reviews the carrying value of property, plant and equipment for impairment whenever events or circumstances indicate that the carrying value of an asset may not be recoverable from the estimated future cash flows expected to result from its use and eventual disposition. Such indicators may include, among others, deterioration in general economic conditions, adverse changes in the markets in which an entity operates, increases in input costs that have a negative effect on earnings and cash flows or a trend of negative or declining cash flows over multiple periods.

Property, plant and equipment is tested for impairment at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets. As a result, the property, plant and equipment impairment test is at a significantly lower level than the level at which goodwill is tested for impairment. In markets where the Company does not produce downstream products, such as ready-mix concrete, asphalt paving mix and paving and related services, the lowest level of largely independent identifiable cash flows is at the individual aggregates operation or a group of aggregates operations collectively serving a local market or the cement operations. Conversely, in vertically-integrated markets, the cash flows of the downstream and upstream businesses are not largely independently identifiable and the vertically-integrated operations are considered the lowest level of largely independent identifiable cash flows.

Aggregates mineral bearing land and interests are included in property, plant and equipment. When leased mineral interests are acquired during a business combination, they are valued using an excess earnings approach for the life of the proven and probable reserves. Depletion expense is recorded using a units of production methodology.

Accrued Mining and Landfill Reclamation

Accrued Mining and Landfill Reclamation—The mining reclamation reserve and financial commitments for landfill closure and post-closure activities are based on management’s estimate of future cost requirements to reclaim property at both currently operating and closed sites. Estimates of these obligations have been developed based on management’s interpretation of current requirements and proposed regulatory changes and are intended to approximate fair value. Costs are estimated in current dollars, inflated until the expected time of payment, and then discounted back to present value using a credit-adjusted risk-free rate on obligations of similar maturity, adjusted to reflect the Company’s credit rating. Changes in the credit-adjusted risk-free rate do not change recorded liabilities. However, subsequent increases in the recognized obligations are measured using a current credit-adjusted risk-free rate. Decreases in the recognized obligations are measured at the initial credit-adjusted risk-free rate.

Significant changes in inflation rates, or the amount or, timing of future cost estimates typically result in both (1) a current adjustment to the recorded liability (and corresponding adjustment to the asset) and (2) a change in accretion of the liability and depreciation of the asset to be recorded prospectively over the remaining capacity of the unmined quarry or landfill.

Goodwill

Goodwill—Goodwill represents the purchase price paid in excess of the fair value of net tangible and intangible assets acquired. Goodwill recorded in connection with the Company’s acquisitions is primarily attributable to the expected profitability, assembled workforces of the acquired businesses and the synergies expected to arise after the Company’s acquisition of those businesses. Goodwill is not amortized, but is tested annually for impairment as of the first day of the fourth quarter and at any time that events or circumstances indicate that goodwill may be impaired. A qualitative approach may first be applied to determine whether it is more likely than not that the estimated fair value of a reporting unit is less than its carrying amount. If, as a result of the qualitative assessment, it is determined that an impairment is more likely than not, the two-step quantitative impairment test is then performed, otherwise further analysis is not required. The two-step impairment test first identifies potential goodwill impairment for each reporting unit and then, if necessary, measures the amount of the impairment loss.

Income Taxes

Income Taxes—As a limited liability company, the Company’s federal and state income tax attributes are generally passed to its member. However, certain subsidiaries, or subsidiary groups, of the Company are taxable entities subject to income taxes in the United States and Canada, the provisions for which are included in the consolidated financial statements. Significant judgments and estimates are required in the determination of the consolidated income tax expense.

The Company’s deferred income tax assets and liabilities are computed for differences between the tax basis and financial statement amounts that will result in taxable or deductible amounts in the future. The computed deferred balances are based on enacted tax laws and applicable rates for the periods in which the differences are expected to affect taxable income. A valuation allowance is recognized for deferred tax assets if it is more likely than not that some portion or all of the net deferred tax assets will not be realized. In making such a determination, all available positive and negative evidence is considered, including future reversals of existing taxable temporary differences, projected future taxable income, tax-planning strategies, and results of recent operations. If the Company determines it would be able to realize its deferred tax assets for which a

valuation allowance had been recorded then an adjustment would be made to the deferred tax asset valuation allowance, which would reduce the provision for income taxes.

The Company evaluates the tax positions taken on income tax returns that remain open and positions expected to be taken on the current year tax returns to identify uncertain tax positions. Unrecognized tax benefits on uncertain tax positions are recorded on the basis of a two-step process in which (1) the Company determines whether it is more likely than not that the tax positions will be sustained on the basis of the technical merits of the position and (2) for those tax positions that meet the more-likely-than-not recognition threshold, the largest amount of tax benefit that is more than 50 percent likely to be realized is recognized. Interest and penalties related to unrecognized tax benefits are recorded in income tax expense (benefit).

New Accounting Standards

New Accounting Standards — 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. We adopted this ASU in the first quarter of 2020 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

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 Benefits Plans, which modifies the disclosure requirements of 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. The adoption of this new ASU did not have a material impact on our consolidated financial results.

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Acquisitions and Dispositions (Tables)

12 Months Ended

Jan. 01, 2022

Summary of Acquisitions by Region

The following table summarizes the Company’s acquisitions by region and period:

	2021	2020	2019
West	—	2	2
East	3	1	—

Summary of Assets Acquired and Liabilities Assumed

The purchase price allocation, primarily the valuation of property, plant and equipment for the acquisitions completed during the year end ended 2021 have not yet been finalized due to the recent timing of the acquisitions, status of the valuation of property, plant and equipment and finalization of related tax returns. The following table summarizes aggregated information regarding the fair values of the assets acquired and liabilities assumed as of the respective acquisition dates:

	2021		2020
Financial assets	$	—	$	8,696
Inventories	2,406		2,856
Property, plant and equipment	19,668		130,042
Intangible assets	702		—
Other assets	98		2,790
Financial liabilities	(1,742)		(4,469)
Other long-term liabilities	(470)		(16,069)
Net assets acquired	20,662		123,846
Goodwill	—		—
Purchase price	20,662		123,846
Acquisition-related liabilities	(1,149)		—
Other	—		(369)
Net cash paid for acquisitions	$	19,513	$	123,477

Schedule of Remaining Payments Under Noncompete and Deferred Consideration Agreements

The remaining payments due under these noncompete and deferred consideration agreements are as follows:

2022	$	13,001
2023	12,167
2024	6,870
2025	7,317
2026	6,068
Thereafter	10,385
Total scheduled payments	55,808
Present value adjustments	(10,697)
Total noncompete obligations and deferred consideration	$	45,111

Summit Materials, LLC

Summary of Acquisitions by Region

The following table summarizes the Company’s acquisitions by region and period:

	2021	2020	2019
West	—	2	2
East	3	1	—

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:

	2021		2020
Financial assets	$	—	$	8,696
Inventories	2,406		2,856
Property, plant and equipment	19,668		130,042
Intangible assets	702		—
Other assets	98		2,790
Financial liabilities	(1,742)		(4,469)
Other long-term liabilities	(470)		(16,069)
Net assets acquired	20,662		123,846
Goodwill	—		—
Purchase price	20,662		123,846
Acquisition-related liabilities	(1,149)		—
Other	—		(369)
Net cash paid for acquisitions	$	19,513	$	123,477

Schedule of Remaining Payments Under Noncompete and Deferred Consideration Agreements

The remaining payments due under these noncompete and deferred consideration agreements are as follows:

2022	$	13,001
2023	12,167
2024	6,870
2025	7,317
2026	6,068
Thereafter	10,385
Total scheduled payments	55,808
Present value adjustments	(10,697)
Total noncompete obligations and deferred consideration	$	45,111

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Goodwill (Tables)

12 Months Ended

Jan. 01, 2022

Goodwill by Reportable Segment and in Total

The following table presents goodwill by reportable segments and in total:

	West		East		Cement		Total
Balance—December 28, 2019	$	584,617	$	410,426	$	204,656	$	1,199,699
Acquisitions (1)	19		—		—		19
Foreign currency translation adjustments	1,573		—		—		1,573
Balance—January 2, 2021	$	586,209	$	410,426	$	204,656	$	1,201,291
Dispositions (2)	(16,222)		(21,841)		—		(38,063)
Foreign currency translation adjustments	522		—		—		522
Balance—January 1, 2022	$	570,509	$	388,585	$	204,656	$	1,163,750

______________________

(1)Reflects goodwill from 2020 acquisitions and working capital adjustments from prior year acquisitions.

(2)Reflects goodwill derecognition from dispositions completed during 2021.

Summit Materials, LLC

Goodwill by Reportable Segment and in Total

The following table presents goodwill by reportable segments and in total:

	West		East		Cement		Total
Balance—December 28, 2019	$	585,617	$	410,426	$	204,656	$	1,200,699
Acquisitions (1)	19		—		—		19
Foreign currency translation adjustments	1,573		—		—		1,573
Balance—January 2, 2021	$	587,209	$	410,426	$	204,656	$	1,202,291
Dispositions (2)	(16,222)		(21,841)		—		(38,063)
Foreign currency translation adjustments	522		—		—		522
Balance—January 1, 2022	$	571,509	$	388,585	$	204,656	$	1,164,750

______________________

(1)Reflects goodwill from 2020 acquisitions and working capital adjustments from prior year acquisitions.

(2)Reflects goodwill derecognition from dispositions completed during 2021.

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Revenue Recognition (Tables)

12 Months Ended

Jan. 01, 2022

Revenue from External Customer [Line Items]

Summary of Revenue by Products

Revenue by product for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 consisted of the following:

	2021		2020		2019
Revenue by product*:
Aggregates	$	573,157	$	498,007	$	469,670
Cement	282,081		257,629		266,235
Ready-mix concrete	702,062		668,060		607,622
Asphalt	311,046		349,350		330,750
Paving and related services	337,311		381,430		360,234
Other	204,012		177,975		187,629
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

Summary of Contract Assets and Liabilities

The following table outlines the significant changes in contract assets and contract liability balances from January 2, 2021 to January 1, 2022. Also included in the table is the net change in the 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—January 2, 2021	$	8,666	$	16,499
Changes in revenue billed, contract price or cost estimates	(95)		(8,969)
Divestitures	(967)		(131)
Other	(4)		2
Balance—January 1, 2022	$	7,600	$	7,401

Summary of Accounts Receivable, Net

Accounts receivable, net consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Trade accounts receivable	$	230,714	$	191,871
Construction contract receivables	47,054		47,179
Retention receivables	13,094		18,824
Receivables from related parties	292		1,339
Accounts receivable	291,154		259,213
Less: Allowance for doubtful accounts	(3,928)		(4,517)
Accounts receivable, net	$	287,226	$	254,696

Summit Materials, LLC

Revenue from External Customer [Line Items]

Summary of Revenue by Products

Revenue by product for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 consisted of the following:

	2021		2020		2019
Revenue by product*:
Aggregates	$	573,157	$	498,007	$	469,670
Cement	282,081		257,629		266,235
Ready-mix concrete	702,062		668,060		607,622
Asphalt	311,046		349,350		330,750
Paving and related services	337,311		381,430		360,234
Other	204,012		177,975		187,629
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

Summary of Contract Assets and Liabilities

The following table outlines the significant changes in contract assets and contract liability balances from January 2, 2021 to January 1, 2022. Also included in the table is the net change in the 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—January 2, 2021	$	8,666	$	16,499
Changes in revenue billed, contract price or cost estimates	(95)		(8,969)
Divestitures	(967)		(131)
Other	(4)		2
Balance—January 1, 2022	$	7,600	$	7,401

Summary of Accounts Receivable, Net

Accounts receivable, net consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Trade accounts receivable	$	230,714	$	191,871
Construction contract receivables	47,054		47,179
Retention receivables	13,094		18,824
Receivables from related parties	292		1,339
Accounts receivable	291,154		259,213
Less: Allowance for doubtful accounts	(3,928)		(4,517)
Accounts receivable, net	$	287,226	$	254,696

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Inventories (Tables)

12 Months Ended

Jan. 01, 2022

Inventory [Line Items]

Components of Inventories

Inventories consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Aggregate stockpiles	$	130,640	$	137,938
Finished goods	22,690		32,993
Work in process	8,277		9,281
Raw materials	19,153		20,096
Total	$	180,760	$	200,308

Summit Materials, LLC

Inventory [Line Items]

Components of Inventories

Inventories consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Aggregate stockpiles	$	130,640	$	137,938
Finished goods	22,690		32,993
Work in process	8,277		9,281
Raw materials	19,153		20,096
Total	$	180,760	$	200,308

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Property, Plant and Equipment, net and Intangibles, net (Tables)

12 Months Ended

Jan. 01, 2022

Property, Plant and Equipment [Line Items]

Summary of Property, Plant and Equipment

Property, plant and equipment, net consisted of the following as of January 1, 2022 and January 2, 2021: 

	2021		2020
Mineral bearing land and leased interests	$	535,198	$	468,966
Land (non-mineral bearing)	196,843		197,432
Buildings and improvements	185,472		181,198
Plants, machinery and equipment	1,405,694		1,397,410
Mobile equipment and barges	560,515		543,133
Truck and auto fleet	54,700		56,163
Landfill airspace and improvements	52,258		52,202
Office equipment	47,389		45,942
Construction in progress	71,352		40,648
Property, plant and equipment	3,109,421		2,983,094
Less accumulated depreciation, depletion and amortization	(1,266,513)		(1,132,925)
Property, plant and equipment, net	$	1,842,908	$	1,850,169

The estimated useful lives are generally as follows:

Buildings and improvements	10 - 30	years
Plant, machinery and equipment	7 - 20	years
Office equipment	3 - 7	years
Truck and auto fleet	5 - 8	years
Mobile equipment and barges	6 - 8	years
Landfill airspace and improvements	10 - 30	years
Other	4 - 20	years

Intangible Assets by Type and in Total

The following table shows intangible assets by type and in total: 

	January 1, 2022						January 2, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Operating permits	$	33,671	$	(2,467)	$	31,204	$	33,671	$	(1,207)	$	32,464
Mineral leases	19,927		(8,922)		11,005		19,225		(7,571)		11,654
Reserve rights	25,586		(3,329)		22,257		6,234		(2,504)		3,730
Other	5,481		(551)		4,930		586		(582)		4
Total intangible assets	$	84,665	$	(15,269)	$	69,396	$	59,716	$	(11,864)	$	47,852

Estimated Amortization Expense for Intangible Assets

The estimated amortization expense for intangible assets for each of the next five years and thereafter is as follows:

2022	$	4,145
2023	4,012
2024	3,916
2025	3,872
2026	3,727
Thereafter	49,724
Total	$	69,396

Summit Materials, LLC

Property, Plant and Equipment [Line Items]

Summary of Property, Plant and Equipment

Property, plant and equipment, net consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Mineral bearing land and leased interests	$	535,198	$	468,966
Land (non-mineral bearing)	196,843		197,432
Buildings and improvements	185,472		181,198
Plants, machinery and equipment	1,405,694		1,397,410
Mobile equipment and barges	560,515		543,133
Truck and auto fleet	54,700		56,163
Landfill airspace and improvements	52,258		52,202
Office equipment	47,389		45,942
Construction in progress	71,352		40,648
Property, plant and equipment	3,109,421		2,983,094
Less accumulated depreciation, depletion and amortization	(1,266,513)		(1,132,925)
Property, plant and equipment, net	$	1,842,908	$	1,850,169

The estimated useful lives are generally as follows:

Buildings and improvements	10 - 30	years
Plant, machinery and equipment	7 - 20	years
Office equipment	3 - 7	years
Truck and auto fleet	5 - 8	years
Mobile equipment and barges	6 - 8	years
Landfill airspace and improvements	10 - 30	years
Other	4 - 20	years

Intangible Assets by Type and in Total

: 

	January 1, 2022						January 2, 2021
	Gross				Net		Gross				Net
	Carrying		Accumulated		Carrying		Carrying		Accumulated		Carrying
	Amount		Amortization		Amount		Amount		Amortization		Amount
Operating permits	$	33,671	$	(2,467)	$	31,204	$	33,671	$	(1,207)	$	32,464
Mineral leases	19,927		(8,922)		11,005		19,225		(7,571)		11,654
Reserve rights	25,586		(3,329)		22,257		6,234		(2,504)		3,730
Other	5,481		(551)		4,930		586		(582)		4
Total intangible assets	$	84,665	$	(15,269)	$	69,396	$	59,716	$	(11,864)	$	47,852

Estimated Amortization Expense for Intangible Assets

The estimated amortization expense for intangible assets for each of the next five years and thereafter is as follows:

2022	$	4,145
2023	4,012
2024	3,916
2025	3,872
2026	3,727
Thereafter	49,724
Total	$	69,396

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Accrued Expenses (Tables)

12 Months Ended

Jan. 01, 2022

Schedule Of Accrued Expenses [Line Items]

Components of Accrued Expenses

Accrued expenses consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Interest	$	22,762	$	21,860
Payroll and benefits	38,894		46,026
Finance lease obligations	17,624		24,601
Insurance	20,480		18,355
Non-income taxes	19,409		15,669
Deferred asset purchase payments	4,912		9,749
Professional fees	1,524		828
Other (1)	21,871		23,482
Total	$	147,476	$	160,570

______________________

(1)Consists primarily of current portion of asset retirement obligations and miscellaneous accruals.

Summit Materials, LLC

Schedule Of Accrued Expenses [Line Items]

Components of Accrued Expenses

Accrued expenses consisted of the following as of January 1, 2022 and January 2, 2021:

	2021		2020
Interest	$	22,762	$	21,860
Payroll and benefits	38,894		46,026
Finance lease obligations	17,624		24,601
Insurance	20,480		18,355
Non-income taxes	20,069		15,900
Deferred asset purchase payments	4,912		9,749
Professional fees	1,524		828
Other (1)	21,871		23,482
Total	$	148,136	$	160,801

______________________

(1)Consists primarily of current portion of asset retirement obligations and miscellaneous accruals.

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Debt (Tables)

12 Months Ended

Jan. 01, 2022

Schedule of Debt

Debt consisted of the following as of January 1, 2022 and January 2, 2021: 

	2021		2020
Term Loan, due 2024:
$610.0 million and $616.3 million, net of $0.7 million and $0.9 million discount at January 1, 2022 and January 2, 2021, respectively	$	609,298	$	615,425
5 1⁄8% Senior Notes, due 2025	—		300,000
6 1⁄2% Senior Notes, due 2027	300,000		300,000
5 1⁄4% Senior Notes, due 2029	700,000		700,000
Total	1,609,298		1,915,425
Current portion of long-term debt	6,354		6,354
Long-term debt	$	1,602,944	$	1,909,071

Schedule of Contractual Payments of Long-Term Debt

The contractual payments of long-term debt, including current maturities, for the five years subsequent to January 1, 2022, are as follows:

2022	$	6,354
2023	6,354
2024	597,252
2025	—
2026	—
Thereafter	1,000,000
Total	1,609,960
Less: Original issue net discount	(662)
Less: Capitalized loan costs	(11,925)
Total debt	$	1,597,373

Summary of Activity for Deferred Financing Fees

The following table presents the activity for the deferred financing fees for the years ended January 1, 2022 and January 2, 2021:

	Deferred financing fees
Balance—December 28, 2019	$	15,436
Loan origination fees	9,605
Amortization	(3,336)
Write off of deferred financing fees	(3,338)
Balance—January 2, 2021	$	18,367
Amortization	(3,202)
Write off of deferred financing fees	(2,116)
Balance—January 1, 2022	$	13,049

Summit Materials, LLC

Schedule of Debt

Debt consisted of the following as of January 1, 2022 and January 2, 2021: 

	2021		2020
Term Loan, due 2024:
$610.0 million and $616.3 million, net of $0.7 million and $0.9 million discount at January 1, 2022 and January 2, 2021, respectively	$	609,298	$	615,425
5 1⁄8% Senior Notes, due 2025	—		300,000
6 1⁄2% Senior Notes, due 2027	300,000		300,000
5 1⁄4% Senior Notes, due 2029	700,000		700,000
Total	1,609,298		1,915,425
Current portion of long-term debt	6,354		6,354
Long-term debt	$	1,602,944	$	1,909,071

Schedule of Contractual Payments of Long-Term Debt

The contractual payments of long-term debt, including current maturities, for the five years subsequent to January 1, 2022, are as follows:

2022	$	6,354
2023	6,354
2024	597,252
2025	—
2026	—
Thereafter	1,000,000
Total	1,609,960
Less: Original issue net discount	(662)
Less: Capitalized loan costs	(11,925)
Total debt	$	1,597,373

Summary of Activity for Deferred Financing Fees

The following table presents the activity for the deferred financing fees for the years ended January 1, 2022 and January 2, 2021: 

	Deferred financing fees
Balance—December 28, 2019	$	15,436
Loan origination fees	9,605
Amortization	(3,336)
Write off of deferred financing fees	(3,338)
Balance—January 2, 2021	$	18,367
Amortization	(3,202)
Write off of deferred financing fees	(2,116)
Balance—January 1, 2022	$	13,049

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Income Taxes (Tables)

12 Months Ended

Jan. 01, 2022

Income Taxes [Line Items]

Components of Income Tax Benefit

For the years ended January 1, 2022, January 2, 2021 and December 28, 2019, income taxes consisted of the following:

	2021		2020		2019
Provision for income taxes:
Current	$	8,030	$	3,827	$	69
Deferred	36,326		(16,012)		17,032
Income tax expense (benefit)	$	44,356	$	(12,185)	$	17,101

Schedule of Reconciliation of Income Tax (Benefit) Expense

The effective tax rate on pre-tax income differs from the U.S. statutory rate of 21% for 2021, 2020 and 2019, respectively, due to the following:

	2021		2020		2019
Income tax expense (benefit) at federal statutory tax rate	$	41,273	$	27,100	$	16,427
Less: Income tax benefit at federal statutory tax rate for LLC entities	(459)		(593)		(658)
State and local income taxes	7,287		5,067		3,792
Permanent differences	(5,493)		(3,345)		(6,272)
Effective tax rate change	2,317		4,257		(2,006)
Basis differences from divestitures	3,766		—		—
Unrecognized tax benefits	—		(41,548)		18,885
Tax receivable agreement (benefit) expense	28		(6)		2,436
Change in valuation allowance	—		—		(17,691)
Other	(4,363)		(3,117)		2,188
Income tax expense (benefit)	$	44,356	$	(12,185)	$	17,101

Components of Net Deferred Income Tax Liability

The following table summarizes the components of the net deferred income tax asset (liability) as January 1, 2022 and January 2, 2021: 

	2021		2020
Deferred tax assets (liabilities):
Net intangible assets	$	177,220	$	199,497
Accelerated depreciation	(199,357)		(209,644)
Net operating loss	224,014		227,560
Investment in limited partnership	(38,548)		(33,139)
Mining reclamation reserve	3,341		3,306
Working capital (e.g., accrued compensation, prepaid assets)	39,571		45,972
Less valuation allowance	(1,675)		(1,675)
Deferred tax assets	204,566		231,877
Less foreign deferred tax liability (included in other noncurrent liabilities)	(16,939)		(18,393)
Net deferred tax asset	$	187,627	$	213,484

Summary of Valuation Allowance

	2021		2020
Valuation Allowance:
Beginning balance	$	(1,675)	$	(1,675)
Current year decreases (increases) from operations	—		—
Ending balance	$	(1,675)	$	(1,675)

Summit Materials, LLC

Income Taxes [Line Items]

Components of Income Tax Benefit

For the years ended January 1, 2022, January 2, 2021 and December 28, 2019, income taxes consisted of the following:

	2021		2020		2019
Provision for income taxes:
Current	$	8,459	$	3,827	$	69
Deferred	12,490		(2,764)		6,316
Income tax expense (benefit)	$	20,949	$	1,063	$	6,385

Schedule of Reconciliation of Income Tax (Benefit) Expense

The effective tax rate on pre-tax income differs from the U.S. statutory rate of 21% for 2021, 2020 and 2019, respectively, due to the following:

	2021		2020		2019
Income tax expense (benefit) at federal statutory tax rate	$	40,303	$	25,577	$	19,947
Less: Income tax benefit at federal statutory tax rate for LLC entities	(27,821)		(17,647)		(15,387)
State and local income taxes	3,604		2,073		1,680
Permanent differences	427		2,479		13
Effective tax rate change	201		681		(725)
Divestment differences	3,766		—		—
Unrecognized tax benefits	—		(11,525)		5,038
Valuation allowance	—		—		(2,478)
Other	469		(575)		(1,703)
Income tax benefit	$	20,949	$	1,063	$	6,385

Components of Net Deferred Income Tax Liability

The following table summarizes the components of the net deferred income tax asset (liability) as January 1, 2022 and January 2, 2021:

	2021		2020
Deferred tax (liabilities) assets:
Accelerated depreciation	$	(65,149)	$	(70,588)
Net operating loss	11,602		26,929
Investment in limited partnership	(21,737)		(18,931)
Net intangible assets	(2,734)		(3,264)
Mining reclamation reserve	1,258		1,652
Working capital (e.g., accrued compensation, prepaid assets)	1,493		1,590
Net deferred tax liabilities	(75,267)		(62,612)
Less valuation allowance	(1,675)		(1,675)
Net deferred tax liability	$	(76,942)	$	(64,287)

Summary of Valuation Allowance

	2021		2020
Valuation Allowance:
Beginning balance	$	(1,675)	$	(1,675)
Current year decreases (increases) from operations	—		—
Ending balance	$	(1,675)	$	(1,675)

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Earnings Per Share (Tables)

12 Months Ended

Jan. 01, 2022

Earnings Per Share [Abstract]

Schedule of Basic Earnings Per Share

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

	2021		2020		2019
Net income attributable to Summit Inc.	$	152,184	$	137,967	$	59,066
Weighted average shares of Class A stock outstanding	117,436,234		114,014,749		112,204,067
Add: Nonvested restricted stock awards of retirement eligible shares	213,846		212,443		—
Weighted average basic shares outstanding	117,650,080		114,227,192		112,204,067
Basic earnings per share	$	1.29	$	1.21	$	0.53
Diluted net income attributable to Summit Inc.	$	152,184	$	137,967	$	59,066
Weighted average shares of Class A stock outstanding	117,436,234		114,014,749		112,204,067
Add: stock options	282,677		3,390		87,290
Add: warrants	17,674		—		4,206
Add: restricted stock units	816,966		520,871		342,620
Add: performance stock units	188,381		92,758		46,535
Weighted average dilutive shares outstanding	118,741,932		114,631,768		112,684,718
Diluted earnings per share	$	1.28	$	1.20	$	0.52

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:

	2021	2020	2019
Antidilutive shares:
LP Units	1,867,853	3,060,248	3,372,706
Warrants	—	100,037	—

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Stockholder's Equity/Members' Interest (Tables)

12 Months Ended

Jan. 01, 2022

Company Information

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 28, 2019	113,309,385	3,249,657	116,559,042	97.2	%
Exchanges during period	376,487	(376,487)	—
Stock option exercises	54,517	—	54,517
Other equity transactions	650,206	—	650,206
Balance — January 2, 2021	114,390,595	2,873,170	117,263,765	97.5	%
Exchanges during period	1,559,164	(1,559,164)	—
Stock option exercises	1,745,940	—	1,745,940
Other equity transactions	1,009,409	—	1,009,409
Balance — January 1, 2022	118,705,108	1,314,006	120,019,114	98.9	%

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		comprehensive
	retirement plans		adjustments		income (loss)
Balance — December 28 , 2019	$	2,171	$	1,277	$	3,448
Postretirement liability adjustment, net of tax	(1,638)		—		(1,638)
Foreign currency translation adjustment, net of tax	—		3,393		3,393
Balance — January 2, 2021	$	533	$	4,670	$	5,203
Postretirement liability adjustment, net of tax	975		—		975
Foreign currency translation adjustment, net of tax	—		905		905
Balance — January 1, 2022	$	1,508	$	5,575	$	7,083

Summit Materials, LLC

Company Information

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		income (loss)
Balance — December 28 , 2019	$	(6,317)	$	(14,654)	$	—	$	(20,971)
Postretirement liability adjustment	(2,229)		—		—		(2,229)
Foreign currency translation adjustment	—		4,617		—		4,617
Balance — January 2, 2021	$	(8,546)	$	(10,037)	$	—	$	(18,583)
Postretirement liability adjustment	1,303		—		—		1,303
Foreign currency translation adjustment	—		1,254		—		1,254
Balance — January 1, 2022	$	(7,243)	$	(8,783)	$	—	$	(16,026)

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Supplemental Cash Flow Information (Tables)

12 Months Ended

Jan. 01, 2022

Schedule Of Cash Flow Supplemental [Line Items]

Schedule of Supplemental Cash Flow Information

Supplemental cash flow information for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was as follows:

	2021		2020		2019
Cash payments:
Interest	$	81,592	$	99,551	$	104,614
Payments for income taxes, net	7,580		1,754		(919)
Operating cash payments on operating leases	10,955		10,452		10,618
Operating cash payments on finance leases	2,162		3,132		3,051
Finance cash payments on finance leases	17,278		14,408		13,164
Non cash financing activities:
Right of use assets obtained in exchange for operating lease obligations	$	11,528	$	4,849	$	5,842
Right of use assets obtained in exchange for finance leases obligations	1,125		18,016		23,965
Exchange of LP Units to shares of Class A common stock	48,425		8,227		3,847

Summit Materials, LLC

Schedule Of Cash Flow Supplemental [Line Items]

Schedule of Supplemental Cash Flow Information

Supplemental cash flow information for the years ended January 1, 2022, January 2, 2021 and December 28, 2019 was as follows:

	2021		2020		2019
Cash payments:
Interest	$	81,592	$	99,551	$	104,614
Payments for income taxes, net	7,580		1,754		(919)
Operating cash payments on operating leases	10,955		10,452		10,618
Operating cash payments on finance leases	2,162		3,132		3,051
Finance cash payments on finance leases	17,278		14,408		13,164
Non cash financing activities:
Right of use assets obtained in exchange for operating lease obligations	$	11,528	$	4,849	$	5,842
Right of use assets obtained in exchange for finance leases obligations	1,125		18,016		23,965

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Stock-Based Compensation (Tables)

12 Months Ended

Jan. 01, 2022

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Summary of Information for the Equity Awards Granted

The following table summarizes information for the equity awards granted in 2021:

	Options			Restricted Stock Units			Performance Stock Units			Warrants
		Weighted			Weighted			Weighted			Weighted
		average grant-		Number of	average grant-		Number of	average grant-			average grant-
	Number of	date fair value		restricted	date fair value		performance	date fair value		Number of	date fair value
	options	per unit		stock units	per unit		stock units	per unit		warrants	per unit
Beginning balance—January 2, 2021	2,038,473	$	9.16	2,134,951	$	18.64	428,875	$	28.64	100,037	$	18.00
Granted	—	—		727,655	28.91		129,060	47.34		—	—
Forfeited/ Canceled	—	—		(360,349)	19.06		(147,578)	36.10		—	—
Exercised	(1,745,940)	9.30		—	—		—	—		(68,518)	18.00
Vested	—	—		(1,020,265)	19.82		—	—		—	—
Balance—January 1, 2022	292,533	$	9.22	1,481,992	$	22.76	410,357	$	31.84	31,519	$	18.00

The fair value of the performance stock units granted was estimated as of the grant date using Monte Carlo simulations, which requires the input of subjective assumptions, including the expected volatility and the expected term.

	Performance Stock Units
	2021	2020	2019
Risk-free interest rate	0.29%	0.85%	2.49%
Dividend yield	N/A	N/A	N/A
Volatility	70%	39%	36%
Expected term	3 years	3 years	3 years

Summit Materials, LLC

Share-based Compensation Arrangement by Share-based Payment Award [Line Items]

Summary of Information for the Equity Awards Granted

The following table summarizes information for the equity awards granted in 2021:

	Options			Restricted Stock Units			Performance Stock Units			Warrants
		Weighted			Weighted			Weighted			Weighted
		average grant-		Number of	average grant-		Number of	average grant-			average grant-
	Number of	date fair value		restricted	date fair value		performance	date fair value		Number of	date fair value
	options	per unit		stock units	per unit		stock units	per unit		warrants	per unit
Beginning balance—January 2, 2021	2,038,473	$	9.16	2,134,951	$	18.64	428,875	$	28.64	100,037	$	18.00
Granted	—	—		727,655	28.91		129,060	47.34		—	—
Forfeited/ Canceled	—	—		(360,349)	19.06		(147,578)	36.10		—	—
Exercised	(1,745,940)	9.30		—	—		—	—		(68,518)	18.00
Vested	—	—		(1,020,265)	19.82		—	—		—	—
Balance—January 1, 2022	292,533	$	9.22	1,481,992	$	22.76	410,357	$	31.84	31,519	$	18.00

	Performance Stock Units
	2021	2020	2019
Risk-free interest rate	0.29%	0.85%	2.49%
Dividend yield	N/A	N/A	N/A
Volatility	70%	39%	36%
Expected term	3 years	3 years	3 years

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Employee Benefit Plans (Tables)

12 Months Ended

Jan. 01, 2022

Defined Benefit Plan Disclosure [Line Items]

Obligations and Funded Status

The following information is as of January 1, 2022 and January 2, 2021 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021				2020
	Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.
Change in benefit obligations:
Beginning of period	$	27,827	$	9,229	$	26,181	$	9,090
Service cost	58		194		71		176
Interest cost	550		189		733		242
Actuarial (gain) loss	(1,594)		1,143		2,425		676
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	25,266	$	9,790	$	27,827	$	9,229
Change in fair value of plan assets:
Beginning of period	$	19,058	$	—	$	18,242	$	—
Actual return on plan assets	1,304		—		1,916		—
Employer contributions	1,217		965		483		955
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	20,004	$	—	$	19,058	$	—
Funded status of plans	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Current liabilities	$	—	$	(723)	$	—	$	(636)
Noncurrent liabilities	(5,262)		(9,067)		(8,769)		(8,593)
Liability recognized	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Amounts recognized in accumulated other comprehensive income:
Net actuarial (gain) loss	$	8,261	$	3,591	$	10,689	$	2,707
Prior service cost	—		(1,449)		—		(1,690)
Total amount recognized	$	8,261	$	2,142	$	10,689	$	1,017

Amounts Recognized in Other Comprehensive (Income) Loss

The amount recognized in accumulated other comprehensive income (“AOCI”) is the actuarial loss (credit) and prior service cost, which has not yet been recognized in periodic benefit cost.

	2021				2020				2019
	Pension		Healthcare		Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.		benefits		& Life Ins.
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	$	(2,000)	$	1,143	$	1,728	$	675	$	1,760	$	165
Amortization of prior year service cost	—		241		—		241		—		241
Amortization of gain	(428)		(259)		(326)		(89)		(202)		(39)
Total amount recognized	$	(2,428)	$	1,125	$	1,402	$	827	$	1,558	$	367

Schedule of Net Benefit Costs

Components of net periodic benefit cost:
Service cost	$	58	$	194	$	71	$	176	$	60	$	166
Interest cost	550		189		733		242		928		321
Amortization of gain	428		259		326		89		202		39
Expected return on plan assets	(898)		—		(1,221)		—		(1,244)		—
Amortization of prior service credit	—		(241)		—		(241)		—		(241)
Net periodic (expense) benefit cost	$	138	$	401	$	(91)	$	266	$	(54)	$	285

Schedule of Assumptions Used

Weighted-average assumptions used to determine the benefit obligations as of year-end 2021 and 2020 are:

	2021		2020
		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	2.49% - 2.70%	2.30% - 2.50%	1.84% - 2.14%	1.80% - 1.82%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A

Weighted-average assumptions used to determine net periodic benefit cost for years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021		2020		2019
		Healthcare		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	1.84% - 2.14%	1.82% - 2.50%	2.78% - 2.96%	2.73% - 2.79%	3.90% - 4.02%	3.87% - 3.91%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A	7.00%	N/A

Fair Value of Company's Pension Plans' Assets

The fair value of the Plans’ assets by asset class and fair value hierarchy level as of January 1, 2022 and January 2, 2021 are as follows:

	2021
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,412	$	3,412	$	—
Intermediate—corporate	4,424		—		4,424
Short-term—government	1,727		1,727		—
Short-term—corporate	79		—		79
International	821		—		821
Equity securities:
U.S. Large cap value	1,912		1,912		—
U.S. Large cap growth	1,330		1,330		—
U.S. Mid cap value	750		750		—
U.S. Mid cap growth	526		526		—
U.S. Small cap value	730		730		—
U.S. Small cap growth	491		491		—
International	1,188		396		792
Emerging Markets	374		374		—
Commodities Broad Basket	1,058		202		856
Cash	1,182		1,182		—
Total	$	20,004	$	13,032	$	6,972

	2020
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,294	$	3,294	$	—
Intermediate—corporate	3,218		—		3,218
Short-term—government	705		705		—
Short-term—corporate	448		—		448
International	1,086		—		1,086
Equity securities:
U.S. Large cap value	1,516		1,516		—
U.S. Large cap growth	1,483		1,483		—
U.S. Mid cap value	631		631		—
U.S. Mid cap growth	619		619		—
U.S. Small cap value	663		663		—
U.S. Small cap growth	650		650		—
International	1,227		407		820
Emerging Markets	409		409		—
Commodities Broad Basket	1,002		182		820
Cash	2,107		2,107		—
Total	$	19,058	$	12,666	$	6,392

Estimated Benefit Payments

The estimated benefit payments for each of the next five years and the five-year period thereafter are as follows:

	Pension		Healthcare and Life
	benefits		Insurance Benefits
2022	$	1,693	$	723
2023	1,695		716
2024	1,655		720
2025	1,615		730
2026	1,595		736
2027 - 2031	7,371		3,560

Schedule of Multiemployer Plans

The Company's participation in these plans for the annual period ended December 31, 2021, is outlined in the table below. The ''EIN/Pension Plan Number" column provides the Employer Identification Number (EIN) and the three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 2021 and 2020 is for the plan 's year end at December 31, 2021, and December 31, 2020, respectively. The zone status is based on information the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded and plans in the green zone are at least 80% funded. The "FIP/RP Status Pending/Implemented" column indicates plans for which a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented. The "Surcharge Imposed" column indicates whether a surcharge has been imposed on contributions to the plan. The last column lists the expiration date(s) of the collective-bargaining agreement(s) to which the plans are subject. There have been no significant changes that affect the comparability of 2021 and 2020 contributions.

										Expiration Date of
		Pension Protection Act		FIP/RP Status	Contributions of Company					Collective-
Pension	EIN/ Pension	Zone Status		Pending/	($ in thousands)				Surcharge	Bargaining
Trust Fund	Plan Number	2021	2020	Implemented	2021		2020		Imposed	Agreement
Construction Industry Laborers Pension Fund	43-6060737/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	$	107	$	100	No	3/31/2026
Operating Engineers Local 101 Pension Plan	43-6059213/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	19		20		No	3/31/2026
Total Contributions					$	126	$	120

Summit Materials, LLC

Defined Benefit Plan Disclosure [Line Items]

Obligations and Funded Status

The following information is as of January 1, 2022 and January 2, 2021 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019:  

	2021				2020
	Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.
Change in benefit obligations:
Beginning of period	$	27,827	$	9,229	$	26,181	$	9,090
Service cost	58		194		71		176
Interest cost	550		189		733		242
Actuarial (gain) loss	(1,594)		1,143		2,425		676
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	25,266	$	9,790	$	27,827	$	9,229
Change in fair value of plan assets:
Beginning of period	$	19,058	$	—	$	18,242	$	—
Actual return on plan assets	1,304		—		1,916		—
Employer contributions	1,217		965		483		955
Benefits paid	(1,575)		(965)		(1,583)		(955)
End of period	$	20,004	$	—	$	19,058	$	—
Funded status of plans	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Current liabilities	$	—	$	(723)	$	—	$	(636)
Noncurrent liabilities	(5,262)		(9,067)		(8,769)		(8,593)
Liability recognized	$	(5,262)	$	(9,790)	$	(8,769)	$	(9,229)
Amounts recognized in accumulated other comprehensive income:
Net actuarial (gain) loss	$	8,261	$	3,591	$	10,689	$	2,707
Prior service cost	—		(1,449)		—		(1,690)
Total amount recognized	$	8,261	$	2,142	$	10,689	$	1,017

Amounts Recognized in Other Comprehensive (Income) Loss

	2021				2020				2019
	Pension		Healthcare		Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.		benefits		& Life Ins.
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	$	(2,000)	$	1,143	$	1,728	$	675	$	1,760	$	165
Amortization of prior year service cost	—		241		—		241		—		241
Amortization of gain	(428)		(259)		(326)		(89)		(202)		(39)
Total amount recognized	$	(2,428)	$	1,125	$	1,402	$	827	$	1,558	$	367
Components of net periodic benefit cost:
Service cost	$	58	$	194	$	71	$	176	$	60	$	166
Interest cost	550		189		733		242		928		321
Amortization of gain	428		259		326		89		202		39
Expected return on plan assets	(898)		—		(1,221)		—		(1,244)		—
Amortization of prior service credit	—		(241)		—		(241)		—		(241)
Net periodic (expense) benefit cost	$	138	$	401	$	(91)	$	266	$	(54)	$	285

Schedule of Net Benefit Costs

	2021				2020				2019
	Pension		Healthcare		Pension		Healthcare		Pension		Healthcare
	benefits		& Life Ins.		benefits		& Life Ins.		benefits		& Life Ins.
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	$	(2,000)	$	1,143	$	1,728	$	675	$	1,760	$	165
Amortization of prior year service cost	—		241		—		241		—		241
Amortization of gain	(428)		(259)		(326)		(89)		(202)		(39)
Total amount recognized	$	(2,428)	$	1,125	$	1,402	$	827	$	1,558	$	367
Components of net periodic benefit cost:
Service cost	$	58	$	194	$	71	$	176	$	60	$	166
Interest cost	550		189		733		242		928		321
Amortization of gain	428		259		326		89		202		39
Expected return on plan assets	(898)		—		(1,221)		—		(1,244)		—
Amortization of prior service credit	—		(241)		—		(241)		—		(241)
Net periodic (expense) benefit cost	$	138	$	401	$	(91)	$	266	$	(54)	$	285

Schedule of Assumptions Used

Weighted-average assumptions used to determine the benefit obligations as of year-end 2021 and 2020 are:

	2021		2020
		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	2.49% - 2.70%	2.30% - 2.50%	1.84% - 2.14%	1.80% - 1.82%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A

Weighted-average assumptions used to determine net periodic benefit cost for years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021		2020		2019
		Healthcare		Healthcare		Healthcare
	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.	Pension benefits	& Life Ins.
Discount rate	1.84% - 2.14%	1.82% - 2.50%	2.78% - 2.96%	2.73% - 2.79%	3.90% - 4.02%	3.87% - 3.91%
Expected long-term rate of return on plan assets	5.00%	N/A	7.00%	N/A	7.00%	N/A

Fair Value of Company's Pension Plans' Assets

The fair value of the Plans’ assets by asset class and fair value hierarchy level as of January 1, 2022 and January 2, 2021 are as follows:

	2021
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,412	$	3,412	$	—
Intermediate—corporate	4,424		—		4,424
Short-term—government	1,727		1,727		—
Short-term—corporate	79		—		79
International	821		—		821
Equity securities:
U.S. Large cap value	1,912		1,912		—
U.S. Large cap growth	1,330		1,330		—
U.S. Mid cap value	750		750		—
U.S. Mid cap growth	526		526		—
U.S. Small cap value	730		730		—
U.S. Small cap growth	491		491		—
International	1,188		396		792
Emerging Markets	374		374		—
Commodities Broad Basket	1,058		202		856
Cash	1,182		1,182		—
Total	$	20,004	$	13,032	$	6,972

	2020
			Quoted prices in active
	Total fair		markets for identical		Observable
	value		assets (Level 1)		inputs (Level 2)
Fixed income securities:
Intermediate—government	$	3,294	$	3,294	$	—
Intermediate—corporate	3,218		—		3,218
Short-term—government	705		705		—
Short-term—corporate	448		—		448
International	1,086		—		1,086
Equity securities:
U.S. Large cap value	1,516		1,516		—
U.S. Large cap growth	1,483		1,483		—
U.S. Mid cap value	631		631		—
U.S. Mid cap growth	619		619		—
U.S. Small cap value	663		663		—
U.S. Small cap growth	650		650		—
International	1,227		407		820
Emerging Markets	409		409		—
Commodities Broad Basket	1,002		182		820
Cash	2,107		2,107		—
Total	$	19,058	$	12,666	$	6,392

Estimated Benefit Payments

The estimated benefit payments for each of the next five years and the five-year period thereafter are as follows:

	Pension		Healthcare and Life
	benefits		Insurance Benefits
2022	$	1,693	$	723
2023	1,695		716
2024	1,655		720
2025	1,615		730
2026	1,595		736
2027 - 2031	7,371		3,560

Schedule of Multiemployer Plans

The Company's participation in these plans for the annual period ended December 31, 2021, is outlined in the table below. The ''EIN/Pension Plan Number" column provides the Employer Identification Number (EIN) and the three-digit plan number, if applicable. Unless otherwise noted, the most recent Pension Protection Act (PPA) zone status available in 2021 and 2020 is for the plan 's year end at December 31, 2021, and December 31, 2020, respectively. The zone status is based on information the Company received from the plan and is certified by the plan's actuary. Among other factors, plans in the red zone are generally less than 65% funded, plans in the yellow zone are less than 80% funded and plans in the green zone are at least 80% funded. The "FIP/RP Status Pending/Implemented" column indicates plans for which a financial improvement plan (FIP) or a rehabilitation plan (RP) is either pending or has been implemented. The "Surcharge Imposed" column indicates whether a surcharge has been imposed on contributions to the plan. The last column lists the expiration date(s) of the collective-bargaining agreement(s) to which the plans are subject. There have been no significant changes that affect the comparability of 2021 and 2020 contributions.

										Expiration Date of
		Pension Protection Act		FIP/RP Status	Contributions of Company					Collective-
Pension	EIN/ Pension	Zone Status		Pending/	($ in thousands)				Surcharge	Bargaining
Trust Fund	Plan Number	2021	2020	Implemented	2021		2020		Imposed	Agreement
Construction Industry Laborers Pension Fund	43-6060737/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	$	107	$	100	No	3/31/2026
Operating Engineers Local 101 Pension Plan	43-6059213/001	Green - as of December 31, 2020	Green - as of December 31, 2019	None	19		20		No	3/31/2026
Total Contributions					$	126	$	120

XML

Accrued Mining and Landfill Reclamation (Tables)

12 Months Ended

Jan. 01, 2022

Asset Retirement Obligations [Line Items]

Activity for Asset Retirement Obligations

The following table presents the activity for the asset retirement obligations for the years ended January 1, 2022 and January 2, 2021: 

	2021		2020
Beginning balance	$	43,603	$	36,676
Acquired obligations	337		861
Change in cost estimate	1,427		6,523
Settlement of reclamation obligations	(3,240)		(3,095)
Accretion expense	2,924		2,638
Ending balance	$	45,051	$	43,603

Summit Materials, LLC

Asset Retirement Obligations [Line Items]

Activity for Asset Retirement Obligations

The following table presents the activity for the asset retirement obligations for the years ended January 1, 2022 and January 2, 2021:

	2021		2020
Beginning balance	$	43,603	$	36,676
Acquired obligations	337		861
Change in cost estimate	1,427		6,523
Settlement of reclamation obligations	(3,240)		(3,095)
Accretion expense	2,924		2,638
Ending balance	$	45,051	$	43,603

XML

Leases (Tables)

12 Months Ended

Jan. 01, 2022

Lessee, Lease, Description [Line Items]

Schedule of Lease Cost

The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

Schedule of Lease Assets and Liabilities

The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

Schedule of Finance Lease Liability Maturities

The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

Schedule of Operating Lease Liability Maturities

The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

Schedule of Contractual Commitments for Royalty Agreements

Minimum contractual commitments for the subsequent five years under royalty agreements are as follows:

	Royalty
	Agreements
2022	$	10,975
2023	10,954
2024	10,466
2025	10,158
2026	9,100

Summit Materials, LLC

Lessee, Lease, Description [Line Items]

Schedule of Lease Cost

The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

Schedule of Lease Assets and Liabilities

The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

Schedule of Finance Lease Liability Maturities

The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

Schedule of Operating Lease Liability Maturities

The components of lease expense were as follows:

	2021			2020			2019
Operating lease cost	$	10,650		$	10,134		$	10,451
Variable lease cost	382			316			423
Short-term lease cost	42,764			44,066			38,417
Financing lease cost:
Amortization of right-of-use assets	9,902			12,598			11,062
Interest on lease liabilities	2,097			3,068			3,171
Total lease cost	$	65,795		$	70,182		$	63,524
	2021			2020
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets	$	30,150		$	28,543
Current operating lease liabilities	$	6,497		$	8,188
Noncurrent operating lease liabilities	28,880			21,500
Total operating lease liabilities	$	35,377		$	29,688
Finance leases:
Property and equipment, gross	$	68,982		$	92,679
Less accumulated depreciation	(31,404)			(32,828)
Property and equipment, net	$	37,578		$	59,851
Current finance lease liabilities	$	17,624		$	24,601
Long-term finance lease liabilities	14,982			31,727
Total finance lease liabilities	$	32,606		$	56,328
	2021			2020
Weighted average remaining lease term (years):
Operating leases	9.7			8.7
Finance lease	2.3			2.4
Weighted average discount rate:
Operating leases	4.4		%	5.3		%
Finance leases	5.2		%	5.2		%
Maturities of lease liabilities, as of January 1, 2022, were as follows:
	Operating Leases			Finance Leases
2022	$	7,819		$	18,737
2023	6,017			7,800
2024	4,612			3,209
2025	3,387			2,583
2026	2,763			990
Thereafter	19,967			1,843
Total lease payments	44,565			35,162
Less imputed interest	(9,188)			(2,556)
Present value of lease payments	$	35,377		$	32,606

Schedule of Contractual Commitments for Royalty Agreements

Minimum contractual commitments for the subsequent five years under royalty agreements are as follows:

	Royalty
	Agreements
2022	$	10,975
2023	10,954
2024	10,466
2025	10,158
2026	9,100

XML

Fair Value (Tables)

12 Months Ended

Jan. 01, 2022

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 as of January 1, 2022 and January 2, 2021 was: 

	2021		2020
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	129	$	654
Acquisition-related liabilities and Other noncurrent liabilities:
Contingent consideration	$	1,239	$	1,209

Schedule of Carrying Value and Fair Value of Financial Instruments

The carrying value and fair value of these financial instruments as of January 1, 2022 and January 2, 2021 were: 

	January 1, 2022				January 2, 2021
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 1
Long-term debt(1)	$	1,653,085	$	1,609,298	$	1,971,087	$	1,915,425
Level 3
Current portion of deferred consideration and noncompete obligations(2)	12,981		12,981		9,611		9,611
Long term portion of deferred consideration and noncompete obligations(3)	32,130		32,130		11,037		11,037

_____________________

(1)$6.4 million was included in current portion of debt as of January 1, 2022 and January 2, 2021.

(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 as of January 1, 2022 and January 2, 2021 was:

	2021		2020
Current portion of acquisition-related liabilities and Accrued expenses:
Contingent consideration	$	129	$	654
Acquisition-related liabilities and Other noncurrent liabilities:
Contingent consideration	$	1,239	$	1,209

Schedule of Carrying Value and Fair Value of Financial Instruments

The carrying value and fair value of these financial instruments as of January 1, 2022 and January 2, 2021 were:

	January 1, 2022				January 2, 2021
	Fair Value		Carrying Value		Fair Value		Carrying Value
Level 1
Long-term debt(1)	$	1,653,085	$	1,609,298	$	1,971,087	$	1,915,425
Level 3
Current portion of deferred consideration and noncompete obligations(2)	12,981		12,981		7,173		7,173
Long term portion of deferred consideration and noncompete obligations(3)	32,130		32,130		11,037		11,037

______________________

(1)    $6.4 million was included in current portion of debt as of January 1, 2022 and January 2, 2021.

(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)

12 Months Ended

Jan. 01, 2022

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 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019: 

	2021		2020		2019
Revenue*:
West	$	1,262,061	$	1,262,196	$	1,122,338
East	849,374		799,633		809,098
Cement	298,234		270,622		290,704
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

	2021		2020		2019
Income from operations before taxes	$	198,637	$	129,055	$	78,224
Interest expense	92,240		103,595		116,509
Depreciation, depletion and amortization	226,442		218,682		214,886
Accretion	2,924		2,638		2,216
Loss on debt financings	6,016		4,064		14,565
Tax receivable agreement benefit	(6,779)		(7,559)		16,237
Gain on sale of businesses	(20,011)		—		—
Non-cash compensation	19,705		28,857		20,403
Other	908		2,957		(3,800)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240
Total Adjusted EBITDA by Segment:
West	$	271,560	$	271,052	$	204,868
East	181,483		162,275		187,625
Cement	117,159		92,956		103,438
Corporate and other	(50,120)		(43,994)		(36,691)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240

	2021		2020		2019
Purchases of property, plant and equipment
West	$	94,056	$	67,500	$	71,397
East	89,727		92,528		77,894
Cement	26,962		15,071		25,691
Total reportable segments	210,745		175,099		174,982
Corporate and other	1,237		2,150		2,513
Total purchases of property, plant and equipment	$	211,982	$	177,249	$	177,495

	2021		2020		2019
Depreciation, depletion, amortization and accretion:
West	$	99,470	$	93,866	$	93,256
East	86,623		86,205		81,403
Cement	39,024		37,267		38,447
Total reportable segments	225,117		217,338		213,106
Corporate and other	4,249		3,982		3,996
Total depreciation, depletion, amortization and accretion	$	229,366	$	221,320	$	217,102

	2021		2020		2019
Total assets:
West	$	1,512,298	$	1,503,382	$	1,379,684
East	1,292,638		1,303,742		1,288,835
Cement	844,086		850,835		868,528
Total reportable segments	3,649,022		3,657,959		3,537,047
Corporate and other	590,103		650,052		530,509
Total	$	4,239,125	$	4,308,011	$	4,067,556

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 and for the years ended January 1, 2022, January 2, 2021 and December 28, 2019:

	2021		2020		2019
Revenue*:
West	$	1,262,061	$	1,262,196	$	1,122,338
East	849,374		799,633		809,098
Cement	298,234		270,622		290,704
Total revenue	$	2,409,669	$	2,332,451	$	2,222,140

______________________

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

	2021		2020		2019
Income from operations before taxes	$	191,920	$	121,800	$	94,982
Interest expense	92,178		103,291		115,988
Depreciation, depletion and amortization	226,442		218,682		214,886
Accretion	2,924		2,638		2,216
Loss on debt financings	6,016		4,064		14,565
Gain on sale of businesses	(20,011)		—		—
Non-cash compensation	19,705		28,857		20,403
Other	908		2,957		(3,800)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240
Total Adjusted EBITDA by Segment:
West	$	271,560	$	271,052	$	204,868
East	181,483		162,275		187,625
Cement	117,159		92,956		103,438
Corporate and other	(50,120)		(43,994)		(36,691)
Total Adjusted EBITDA	$	520,082	$	482,289	$	459,240

	2021		2020		2019
Purchases of property, plant and equipment
West	$	94,056	$	67,500	$	71,397
East	89,727		92,528		77,894
Cement	26,962		15,071		25,691
Total reportable segments	210,745		175,099		174,982
Corporate and other	1,237		2,150		2,513
Total purchases of property, plant and equipment	$	211,982	$	177,249	$	177,495

	2021		2020		2019
Depreciation, depletion, amortization and accretion:
West	$	99,470	$	93,866	$	93,256
East	86,623		86,205		81,403
Cement	39,024		37,267		38,447
Total reportable segments	225,117		217,338		213,106
Corporate and other	4,249		3,982		3,996
Total depreciation, depletion, amortization and accretion	$	229,366	$	221,320	$	217,102

	2021		2020		2019
Total assets:
West	$	1,512,298	$	1,503,382	$	1,379,684
East	1,292,638		1,303,742		1,288,835
Cement	844,086		850,835		868,528
Total reportable segments	3,649,022		3,657,959		3,537,047
Corporate and other	386,537		419,175		319,176
Total	$	4,035,559	$	4,077,134	$	3,856,223

XML

Senior Notes' Guarantor and Non-Guarantor Financial Information (Tables) - Summit Materials, LLC

12 Months Ended

Jan. 01, 2022

Condensed Financial Statements, Captions [Line Items]

Condensed Consolidating Balance Sheets

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	365,044	$	2,264	$	18,337	$	(4,684)	$	380,961
Accounts receivable, net	94		264,888		22,185		59		287,226
Intercompany receivables	366,619		1,746,909		—		(2,113,528)		—
Cost and estimated earnings in excess of billings	—		6,942		658		—		7,600
Inventories	—		175,211		5,549		—		180,760
Other current assets	3,036		8,920		1,107		—		13,063
Total current assets	734,793		2,205,134		47,836		(2,118,153)		869,610
Property, plant and equipment, net	10,013		1,742,721		90,174		—		1,842,908
Goodwill	—		1,104,019		60,731		—		1,164,750
Intangible assets, net	—		64,466		4,930		—		69,396
Operating lease right-of-use assets	5,612		19,693		4,845		—		30,150
Other assets	4,417,039		220,500		576		(4,579,370)		58,745
Total assets	$	5,167,457	$	5,356,533	$	209,092	$	(6,697,523)	$	4,035,559
Liabilities and Members' Interest
Current liabilities:
Current portion of debt	$	6,354	$	—	$	—	$	—	$	6,354
Current portion of acquisition-related liabilities	—		13,110		—		—		13,110
Accounts payable	6,284		114,405		8,095		59		128,843
Accrued expenses	55,440		94,858		2,522		(4,684)		148,136
Current operating lease liabilities	780		5,053		664		—		6,497
Intercompany payables	1,607,816		502,334		3,378		(2,113,528)		—
Billings in excess of costs and estimated earnings	—		6,960		441		—		7,401
Total current liabilities	1,676,674		736,720		15,100		(2,118,153)		310,341
Long-term debt	1,591,019		—		—		—		1,591,019
Acquisition-related liabilities	—		33,369		—		—		33,369
Noncurrent operating lease liabilities	9,647		15,101		4,132		—		28,880
Other noncurrent liabilities	5,173		227,348		118,906		(164,421)		187,006
Total liabilities	3,282,513		1,012,538		138,138		(2,282,574)		2,150,615
Total members' interest	1,884,944		4,343,995		70,954		(4,414,949)		1,884,944
Total liabilities and members' interest	$	5,167,457	$	5,356,533	$	209,092	$	(6,697,523)	$	4,035,559

Condensed Consolidating Balance Sheets

January 2, 2021

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Assets
Current assets:
Cash and cash equivalents	$	401,074	$	10,287	$	10,461	$	(3,641)	$	418,181
Accounts receivable, net	4		230,199		24,384		109		254,696
Intercompany receivables	404,459		1,303,293		—		(1,707,752)		—
Cost and estimated earnings in excess of billings	—		7,504		1,162		—		8,666
Inventories	—		193,417		6,891		—		200,308
Other current assets	2,840		6,797		1,791		—		11,428
Total current assets	808,377		1,751,497		44,689		(1,711,284)		893,279
Property, plant and equipment, net	9,410		1,746,045		94,714		—		1,850,169
Goodwill	—		1,142,083		60,208		—		1,202,291
Intangible assets, net	—		47,852		—		—		47,852
Operating lease right-of-use assets	2,615		21,880		4,048		—		28,543
Other assets	4,022,729		207,699		493		(4,175,921)		55,000
Total assets	$	4,843,131	$	4,917,056	$	204,152	$	(5,887,205)	$	4,077,134
Liabilities and Members' Interest
Current liabilities:
Current portion of debt	$	6,354	$	—	$	—	$	—	$	6,354
Current portion of acquisition-related liabilities	—		7,827		—		—		7,827
Accounts payable	3,889		108,805		8,619		109		121,422
Accrued expenses	54,108		106,320		4,014		(3,641)		160,801
Current operating lease liabilities	913		6,114		1,161		—		8,188
Intercompany payables	1,215,043		485,401		7,308		(1,707,752)		—
Billings in excess of costs and estimated earnings	—		15,508		991		—		16,499
Total current liabilities	1,280,307		729,975		22,093		(1,711,284)		321,091
Long-term debt	1,892,347		—		—		—		1,892,347
Acquisition-related liabilities	—		12,246		—		—		12,246
Noncurrent operating lease liabilities	2,567		16,062		2,871		—		21,500
Other noncurrent liabilities	5,142		208,540		117,921		(164,421)		167,182
Total liabilities	3,180,363		966,823		142,885		(1,875,705)		2,414,366
Total members' interest	1,662,768		3,950,233		61,267		(4,011,500)		1,662,768
Total liabilities and members' interest	$	4,843,131	$	4,917,056	$	204,152	$	(5,887,205)	$	4,077,134

Condensed Consolidating Statements of Operations and Comprehensive Income

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Revenue	$	—	$	2,307,127	$	116,408	$	(13,866)	$	2,409,669
Cost of revenue (excluding items shown separately below)	—		1,665,196		85,080		(13,866)		1,736,410
General and administrative expenses	70,384		116,374		4,070		—		190,828
Depreciation, depletion, amortization and accretion	4,249		213,900		11,217		—		229,366
Operating (loss) income	(74,633)		311,657		16,041		—		253,065
Other income, net	(382,983)		(15,891)		(588)		388,440		(11,022)
Interest expense (income)	135,206		(48,529)		5,501		—		92,178
Gain on sale of business	—		(20,011)		—		—		(20,011)
Income from operation before taxes	173,144		396,088		11,128		(388,440)		191,920
Income tax expense	2,173		16,079		2,697		—		20,949
Net income attributable to Summit LLC	$	170,971	$	380,009	$	8,431	$	(388,440)	$	170,971
Comprehensive income attributable to member of Summit Materials, LLC	$	173,528	$	378,706	$	7,177	$	(385,883)	$	173,528

Condensed Consolidating Statements of Operations and Comprehensive Income

Year ended January 2, 2021

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Revenue	$	—	$	2,259,865	$	89,752	$	(17,166)	$	2,332,451
Cost of revenue (excluding items shown separately below)	—		1,663,957		63,863		(17,166)		1,710,654
General and administrative expenses	72,504		96,526		6,274		—		175,304
Depreciation, depletion, amortization and accretion	3,983		210,038		7,299		—		221,320
Operating (loss) income	(76,487)		289,344		12,316		—		225,173
Other (income) loss, net	(328,914)		(2,473)		(198)		331,667		82
Interest expense (income)	130,176		(31,402)		4,517		—		103,291
Income from operation before taxes	122,251		323,219		7,997		(331,667)		121,800
Income tax expense (benefit)	1,514		(4,737)		4,286		—		1,063
Net income attributable to Summit LLC	$	120,737	$	327,956	$	3,711	$	(331,667)	$	120,737
Comprehensive income (loss) attributable to member of Summit Materials, LLC	$	123,125	$	330,185	$	(906)	$	(329,279)	$	123,125

Condensed Consolidating Statements of Operations and Comprehensive Income

Year ended December 28, 2019

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Revenue	$	—	$	2,139,457	$	94,879	$	(12,196)	$	2,222,140
Cost of revenue (excluding items shown separately below)	—		1,587,374		70,838		(12,196)		1,646,016
General and administrative expenses	58,099		81,434		5,931		—		145,464
Depreciation, depletion, amortization and accretion	3,997		207,277		5,828		—		217,102
Operating (loss) income	(62,096)		263,372		12,282		—		213,558
Other (income) loss, net	(279,517)		(8,767)		(790)		291,662		2,588
Interest expense (income)	127,734		(16,561)		4,815		—		115,988
Income from continuing operations before taxes	89,687		288,700		8,257		(291,662)		94,982
Income tax (benefit) expense	1,090		3,377		1,918		—		6,385
Net income attributable to member of Summit Materials, LLC	$	88,597	$	285,323	$	6,339	$	(291,662)	$	88,597
Comprehensive income attributable to member of Summit Materials, LLC	$	91,242	$	287,394	$	1,623	$	(289,017)	$	91,242

Condensed Consolidating Statements of Cash Flows

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Net cash (used in) provided by operating activities	$	(136,008)	$	471,106	$	26,831	$	—	$	361,929
Cash flow from investing activities:
Acquisitions, net of cash acquired	—		(19,513)		—		—		(19,513)
Purchase of property, plant and equipment	(1,237)		(201,038)		(9,707)		—		(211,982)
Proceeds from the sale of property, plant, and equipment	—		10,894		780		—		11,674
Proceeds from the sale of a business	—		128,337		—		—		128,337
Other	—		236		—		—		236
Net cash used for investing activities	(1,237)		(81,084)		(8,927)		—		(91,248)
Cash flow from financing activities:
Proceeds from investment by member	29,685		2,766		—		—		32,451
Loans received from and payments made on loans from other Summit Companies	381,393		(370,940)		(9,410)		(1,043)		—
Payments on long-term debt	(306,355)		(22,011)		(644)		—		(329,010)
Payments on acquisition-related liabilities	—		(7,860)		—		—		(7,860)
Distributions from partnership	(2,500)		—		—		—		(2,500)
Other	(1,008)		—		—		—		(1,008)
Net cash provided by (used in) financing activities	101,215		(398,045)		(10,054)		(1,043)		(307,927)
Impact of cash on foreign currency	—		—		26		—		26
Net (decrease) increase in cash	(36,030)		(8,023)		7,876		(1,043)		(37,220)
Cash — Beginning of period	401,074		10,287		10,461		(3,641)		418,181
Cash — End of period	$	365,044	$	2,264	$	18,337	$	(4,684)	$	380,961

Condensed Consolidating Statements of Cash Flows

For the year ended January 2, 2021

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Net cash (used in) provided by operating activities	$	(135,895)	$	502,595	$	42,169	$	—	$	408,869
Cash flow from investing activities:
Acquisitions, net of cash acquired	—		(92,085)		(31,392)		—		(123,477)
Purchase of property, plant and equipment	(2,150)		(173,228)		(1,871)		—		(177,249)
Proceeds from the sale of property, plant, and equipment	—		13,935		83		—		14,018
Other	—		1,121		—		—		1,121
Net cash used for investing activities	(2,150)		(250,257)		(33,180)		—		(285,587)
Cash flow from financing activities:
Proceeds from investment by member	(91,142)		87,925		4,260		—		1,043
Net proceeds from debt issuance	700,000		—		—		—		700,000
Loans received from and payments made on loans from other Summit Companies	298,656		(288,711)		(12,781)		2,836		—
Payments on long-term debt	(657,942)		(15,911)		(192)		—		(674,045)
Payments on acquisition-related liabilities	—		(30,757)		—		—		(30,757)
Financing costs	(9,605)		—		—		—		(9,605)
Distributions from partnership	(2,500)		—		—		—		(2,500)
Other	(822)		(85)		—		—		(907)
Net cash provided by (used in) financing activities	236,645		(247,539)		(8,713)		2,836		(16,771)
Impact of cash on foreign currency	—		—		351		—		351
Net increase in cash	98,600		4,799		627		2,836		106,862
Cash — Beginning of period	302,474		5,488		9,834		(6,477)		311,319
Cash — End of period	$	401,074	$	10,287	$	10,461	$	(3,641)	$	418,181

Condensed Consolidating Statements of Cash Flows

For the year ended December 28, 2019

			100%
			Owned		Non-
	Issuers		Guarantors		Guarantors		Eliminations		Consolidated
Net cash (used in) provided by operating activities	$	(112,019)	$	431,323	$	17,880	$	—	$	337,184
Cash flow from investing activities:
Acquisitions, net of cash acquired	—		(5,392)		—		—		(5,392)
Purchase of property, plant and equipment	(2,513)		(163,652)		(11,330)		—		(177,495)
Proceeds from the sale of property, plant, and equipment	—		21,083		90		—		21,173
Proceeds from the sale of a business	—		—		—		—		—
Other	—		(1,095)		—		—		(1,095)
Net cash used for investing activities	(2,513)		(149,056)		(11,240)		—		(162,809)
Cash flow from financing activities:
Proceeds from investment by member	(21,614)		40,690		—		—		19,076
Net proceeds from debt issuance	300,000		—		—		—		300,000
Loans received from and payments made on loans from other Summit Companies	287,029		(280,836)		(4,586)		(1,607)		—
Payments on long-term debt	(256,354)		(13,650)		(225)		—		(270,229)
Payments on acquisition-related liabilities	—		(31,383)		—		—		(31,383)
Financing costs	(6,312)		—		—		—		(6,312)
Distributions from partnership	(2,500)		—		—		—		(2,500)
Other	(462)		(40)		—		—		(502)
Net cash provided by financing activities	299,787		(285,219)		(4,811)		(1,607)		8,150
Impact of cash on foreign currency	—		—		286		—		286
Net (decrease) increase in cash	185,255		(2,952)		2,115		(1,607)		182,811
Cash — Beginning of period	117,219		8,440		7,719		(4,870)		128,508
Cash — End of period	$	302,474	$	5,488	$	9,834	$	(6,477)	$	311,319

XML

Summary of Organization and Significant Accounting Policies - General Information and Equity Offerings (Details)	12 Months Ended
	Jan. 01, 2022 segment state cementPlant	Dec. 28, 2019
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Number of operating segments	3
Number of reportable segments	3
Number of states in which the entity operates | state	21
Summit Materials, LLC
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Number of operating segments	3
Number of reportable segments	3
Number of states in which the entity operates | state	21
Summit Materials, LLC | Ohio Valley Asphalt
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Ownership percentage by non controlling owners	20.00%
Summit Materials, LLC | Continental Cement
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Ownership percentage by non controlling owners	30.00%
Summit Holdings LP
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Voting power (as a percent)		100.00%
Cement Plant
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Number of plants | cementPlant	2
Cement Plant | Summit Materials, LLC
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Number of plants | cementPlant	2
Tax Receivable Agreement | Summit Holdings LP
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Percentage of benefits to be paid on tax receivable agreement	85.00%
Minimum | Product
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Collection terms	30 days
Minimum | Product | Summit Materials, LLC
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Collection terms	30 days
Maximum | Product
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Collection terms	60 days
Maximum | Product | Summit Materials, LLC
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Collection terms	60 days
Maximum | Service
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Collection terms	90 days
Maximum | Service | Summit Materials, LLC
Summary Of Significant Accounting Policies And Recent Accounting Pronouncements
Collection terms	90 days

XML

Summary of Organization and Significant Accounting Policies - Prior Year Reclassifications (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Reclassification [Line Items]
General and administrative expenses	$ (196,728)	$ (182,873)	$ (156,129)
Cost of revenue	1,736,410	1,710,654	1,646,016
Gain on sale of property, plant and equipment	5,900	7,569	10,665
Summit Materials, LLC
Reclassification [Line Items]
General and administrative expenses	(196,728)	(182,873)	(156,129)
Cost of revenue	1,736,410	1,710,654	1,646,016
Gain on sale of property, plant and equipment	$ 5,900	7,569	10,665
Revision Of Prior Period Reclassification Adjustment Out Fixed Overhead Expenses
Reclassification [Line Items]
General and administrative expenses		126,700	119,700
Cost of revenue		126,700	119,700
Revision Of Prior Period Reclassification Adjustment Out Fixed Overhead Expenses | Summit Materials, LLC
Reclassification [Line Items]
General and administrative expenses		126,700	119,700
Cost of revenue		$ 126,700	$ 119,700

XML

Summary of Organization and Significant Accounting Policies - New Accounting Standards (Details) - USD ($) $ in Thousands	Jan. 01, 2022	Jan. 02, 2021
Schedule Of Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]
Operating lease right-of-use assets	$ 30,150	$ 28,543
Operating lease liability	35,377	29,688
Summit Materials, LLC
Schedule Of Summary Of Significant Accounting Policies And Recent Accounting Pronouncements [Line Items]
Operating lease right-of-use assets	30,150	28,543
Operating lease liability	$ 35,377	$ 29,688

XML

Acquisitions and Dispositions - Acquisitions by Region (Details) - acquisition	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
West
Business Acquisition [Line Items]
Number of business acquisitions	0	2	2
East
Business Acquisition [Line Items]
Number of business acquisitions	3	1	0
Summit Materials, LLC | West
Business Acquisition [Line Items]
Number of business acquisitions	0	2	2
Summit Materials, LLC | East
Business Acquisition [Line Items]
Number of business acquisitions	3	1	0

XML

Acquisitions and Dispositions - Summary of Assets Acquired and Liabilities Assumed (Detail) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Business Acquisition [Line Items]
Goodwill	$ 1,163,750	$ 1,201,291	$ 1,199,699
Summit Materials, LLC
Business Acquisition [Line Items]
Goodwill	1,164,750	1,202,291	$ 1,200,699
Series of Individually Immaterial Business Acquisitions
Business Acquisition [Line Items]
Financial assets	0	8,696
Inventories	2,406	2,856
Property, plant and equipment	19,668	130,042
Intangible assets	702	0
Other assets	98	2,790
Financial liabilities	(1,742)	(4,469)
Other long-term liabilities	(470)	(16,069)
Net assets acquired	20,662	123,846
Goodwill	0	0
Purchase price	20,662	123,846
Acquisition-related liabilities	(1,149)	0
Other	0	(369)
Net cash paid for acquisitions	19,513	123,477
Series of Individually Immaterial Business Acquisitions | Summit Materials, LLC
Business Acquisition [Line Items]
Financial assets	0	8,696
Inventories	2,406	2,856
Property, plant and equipment	19,668	130,042
Intangible assets	702	0
Other assets	98	2,790
Financial liabilities	(1,742)	(4,469)
Other long-term liabilities	(470)	(16,069)
Net assets acquired	20,662	123,846
Goodwill	0	0
Purchase price	20,662	123,846
Acquisition-related liabilities	(1,149)	0
Other	0	(369)
Net cash paid for acquisitions	$ 19,513	$ 123,477

XML

Acquisitions and Dispositions - Contractual Obligations (Details) $ in Thousands	12 Months Ended
	Jan. 01, 2022 USD ($)	Jan. 01, 2022 USD ($)	Jan. 01, 2022 USD ($) reportingUnit	Jan. 01, 2022 USD ($) business	Jan. 02, 2021 USD ($)	Dec. 28, 2019 USD ($)
Remaining payments on contractual obligations
Noncompete agreements, payment term (in general)	5 years
Proceeds from sale of businesses		$ 128,337			$ 0	$ 0
Gain on sale of business		20,011			0	0
East
Remaining payments on contractual obligations
Number of businesses sold			7	7
West
Remaining payments on contractual obligations
Number of businesses sold			1	1
Minimum
Remaining payments on contractual obligations
Term of payment for deferred consideration	5 years
Maximum
Remaining payments on contractual obligations
Term of payment for deferred consideration	20 years
Noncompete and Deferred Consideration Agreements
Remaining payments on contractual obligations
2022	$ 13,001	13,001	$ 13,001	$ 13,001
2023	12,167	12,167	12,167	12,167
2024	6,870	6,870	6,870	6,870
2025	7,317	7,317	7,317	7,317
2026	6,068	6,068	6,068	6,068
Thereafter	10,385	10,385	10,385	10,385
Total scheduled payments	$ 55,808	55,808	55,808	55,808
Present value adjustments		(10,697)
Total noncompete obligations and deferred consideration		45,111
Summit Materials, LLC
Remaining payments on contractual obligations
Noncompete agreements, payment term (in general)	5 years
Proceeds from sale of businesses		128,337			0	0
Gain on sale of business		20,011			$ 0	$ 0
Summit Materials, LLC | Minimum
Remaining payments on contractual obligations
Term of payment for deferred consideration	5 years
Summit Materials, LLC | Maximum
Remaining payments on contractual obligations
Term of payment for deferred consideration	20 years
Summit Materials, LLC | Noncompete and Deferred Consideration Agreements
Remaining payments on contractual obligations
2022	$ 13,001	13,001	13,001	13,001
2023	12,167	12,167	12,167	12,167
2024	6,870	6,870	6,870	6,870
2025	7,317	7,317	7,317	7,317
2026	6,068	6,068	6,068	6,068
Thereafter	10,385	10,385	10,385	10,385
Total scheduled payments	$ 55,808	55,808	$ 55,808	$ 55,808
Present value adjustments		(10,697)
Total noncompete obligations and deferred consideration		$ 45,111

XML

Goodwill - Narrative (Details)	3 Months Ended	12 Months Ended
	Jan. 01, 2022 reportingUnit	Jan. 01, 2022 USD ($) reportingUnit
Goodwill
Number of reporting units with goodwill		11
Number of reporting units more likely than not fair value exceeds carrying value	7
Goodwill, impairment loss | $		$ 0
Summit Materials, LLC
Goodwill
Number of reporting units with goodwill		11
Number of reporting units more likely than not fair value exceeds carrying value	7
Goodwill, impairment loss | $		$ 0

XML

Goodwill - Summary of Goodwill by Reportable Segments (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021
Goodwill [Roll Forward]
Beginning balance	$ 1,201,291	$ 1,199,699
Acquisitions		19
Dispositions	(38,063)
Foreign currency translation adjustments	522	1,573
Ending balance	1,163,750	1,201,291
Summit Materials, LLC
Goodwill [Roll Forward]
Beginning balance	1,202,291	1,200,699
Acquisitions		19
Dispositions	(38,063)
Foreign currency translation adjustments	522	1,573
Ending balance	1,164,750	1,202,291
West
Goodwill [Roll Forward]
Beginning balance	586,209	584,617
Acquisitions		19
Dispositions	(16,222)
Foreign currency translation adjustments	522	1,573
Ending balance	570,509	586,209
West | Summit Materials, LLC
Goodwill [Roll Forward]
Beginning balance	587,209	585,617
Acquisitions		19
Dispositions	(16,222)
Foreign currency translation adjustments	522	1,573
Ending balance	571,509	587,209
East
Goodwill [Roll Forward]
Beginning balance	410,426	410,426
Acquisitions		0
Dispositions	(21,841)
Foreign currency translation adjustments	0	0
Ending balance	388,585	410,426
East | Summit Materials, LLC
Goodwill [Roll Forward]
Beginning balance	410,426	410,426
Acquisitions		0
Dispositions	(21,841)
Foreign currency translation adjustments	0	0
Ending balance	388,585	410,426
Cement
Goodwill [Roll Forward]
Beginning balance	204,656	204,656
Acquisitions		0
Dispositions	0
Foreign currency translation adjustments	0	0
Ending balance	204,656	204,656
Cement | Summit Materials, LLC
Goodwill [Roll Forward]
Beginning balance	204,656	204,656
Acquisitions		0
Dispositions	0
Foreign currency translation adjustments	0	0
Ending balance	$ 204,656	$ 204,656

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Revenue Recognition - By Product (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Revenue from External Customer [Line Items]
Revenue	$ 2,409,669	$ 2,332,451	$ 2,222,140
Summit Materials, LLC
Revenue from External Customer [Line Items]
Revenue	2,409,669	2,332,451	2,222,140
Aggregates
Revenue from External Customer [Line Items]
Revenue	573,157	498,007	469,670
Aggregates | Summit Materials, LLC
Revenue from External Customer [Line Items]
Revenue	573,157	498,007	469,670
Cement
Revenue from External Customer [Line Items]
Revenue	282,081	257,629	266,235
Cement | Summit Materials, LLC
Revenue from External Customer [Line Items]
Revenue	282,081	257,629	266,235
Ready-mix concrete
Revenue from External Customer [Line Items]
Revenue	702,062	668,060	607,622
Ready-mix concrete | Summit Materials, LLC
Revenue from External Customer [Line Items]
Revenue	702,062	668,060	607,622
Asphalt
Revenue from External Customer [Line Items]
Revenue	311,046	349,350	330,750
Asphalt | Summit Materials, LLC
Revenue from External Customer [Line Items]
Revenue	311,046	349,350	330,750
Paving and related services
Revenue from External Customer [Line Items]
Revenue	337,311	381,430	360,234
Paving and related services | Summit Materials, LLC
Revenue from External Customer [Line Items]
Revenue	337,311	381,430	360,234
Other
Revenue from External Customer [Line Items]
Revenue	204,012	177,975	187,629
Other | Summit Materials, LLC
Revenue from External Customer [Line Items]
Revenue	$ 204,012	$ 177,975	$ 187,629

XML

Revenue Recognition - Contract Assets and Liabilities (Details) $ in Thousands	12 Months Ended
	Jan. 01, 2022 USD ($)
Change in Contract with Customer, Asset [Abstract]
Balance—January 2, 2021	$ 8,666
Changes in revenue billed, contract price or cost estimates	(95)
Divestitures	(967)
Other	(4)
Balance—January 1, 2022	7,600
Change in Contract with Customer, Liability [Abstract]
Balance—January 2, 2021	16,499
Changes in revenue billed, contract price or cost estimates	(8,969)
Divestitures	(131)
Other	2
Balance—January 1, 2022	7,401
Summit Materials, LLC
Change in Contract with Customer, Asset [Abstract]
Balance—January 2, 2021	8,666
Changes in revenue billed, contract price or cost estimates	(95)
Divestitures	(967)
Other	(4)
Balance—January 1, 2022	7,600
Change in Contract with Customer, Liability [Abstract]
Balance—January 2, 2021	16,499
Changes in revenue billed, contract price or cost estimates	(8,969)
Divestitures	(131)
Other	2
Balance—January 1, 2022	$ 7,401

XML

Revenue Recognition - Summary of Accounts Receivable, Net (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021
Accounts, Notes, Loans and Financing Receivable [Line Items]
Trade accounts receivable	$ 230,714	$ 191,871
Construction contract receivables	47,054	47,179
Retention receivables	13,094	18,824
Receivables from related parties	292	1,339
Accounts receivable	291,154	259,213
Less: Allowance for doubtful accounts	(3,928)	(4,517)
Accounts receivable, net	287,226	254,696
Summit Materials, LLC
Accounts, Notes, Loans and Financing Receivable [Line Items]
Trade accounts receivable	230,714	191,871
Construction contract receivables	47,054	47,179
Retention receivables	13,094	18,824
Receivables from related parties	292	1,339
Accounts receivable	291,154	259,213
Less: Allowance for doubtful accounts	(3,928)	(4,517)
Accounts receivable, net	$ 287,226	$ 254,696
Maximum
Accounts, Notes, Loans and Financing Receivable [Line Items]
General collection and billing period for retention receivables	1 year
Maximum | Summit Materials, LLC
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	Jan. 01, 2022	Jan. 02, 2021
Inventory [Line Items]
Aggregate stockpiles	$ 130,640	$ 137,938
Finished goods	22,690	32,993
Work in process	8,277	9,281
Raw materials	19,153	20,096
Total	180,760	200,308
Summit Materials, LLC
Inventory [Line Items]
Aggregate stockpiles	130,640	137,938
Finished goods	22,690	32,993
Work in process	8,277	9,281
Raw materials	19,153	20,096
Total	$ 180,760	$ 200,308

XML

Property, Plant and Equipment, net and Intangibles, net - Components of Property, Plant and Equipment (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 3,109,421	$ 2,983,094
Less accumulated depreciation, depletion and amortization	(1,266,513)	(1,132,925)
Property, plant and equipment including finance lease right-of-use asset, net	1,842,908	1,850,169
Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	3,109,421	2,983,094
Less accumulated depreciation, depletion and amortization	(1,266,513)	(1,132,925)
Property, plant and equipment including finance lease right-of-use asset, net	1,842,908	1,850,169
Mineral bearing land and leased interests
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	535,198	468,966
Mineral bearing land and leased interests | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	535,198	468,966
Land (non-mineral bearing)
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	196,843	197,432
Land (non-mineral bearing) | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	196,843	197,432
Buildings and improvements
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 185,472	181,198
Buildings and improvements | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	10 years
Buildings and improvements | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	30 years
Buildings and improvements | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 185,472	181,198
Buildings and improvements | Summit Materials, LLC | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	10 years
Buildings and improvements | Summit Materials, LLC | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	30 years
Plants, machinery and equipment
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 1,405,694	1,397,410
Plants, machinery and equipment | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	7 years
Plants, machinery and equipment | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	20 years
Plants, machinery and equipment | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 1,405,694	1,397,410
Plants, machinery and equipment | Summit Materials, LLC | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	7 years
Plants, machinery and equipment | Summit Materials, LLC | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	20 years
Mobile equipment and barges
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 560,515	543,133
Mobile equipment and barges | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	6 years
Mobile equipment and barges | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	8 years
Mobile equipment and barges | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 560,515	543,133
Mobile equipment and barges | Summit Materials, LLC | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	6 years
Mobile equipment and barges | Summit Materials, LLC | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	8 years
Truck and auto fleet
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 54,700	56,163
Truck and auto fleet | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Truck and auto fleet | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	8 years
Truck and auto fleet | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 54,700	56,163
Truck and auto fleet | Summit Materials, LLC | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	5 years
Truck and auto fleet | Summit Materials, LLC | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	8 years
Landfill airspace and improvements
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 52,258	52,202
Landfill airspace and improvements | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	10 years
Landfill airspace and improvements | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	30 years
Landfill airspace and improvements | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 52,258	52,202
Landfill airspace and improvements | Summit Materials, LLC | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	10 years
Landfill airspace and improvements | Summit Materials, LLC | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	30 years
Office equipment
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 47,389	45,942
Office equipment | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Office equipment | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	7 years
Office equipment | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 47,389	45,942
Office equipment | Summit Materials, LLC | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	3 years
Office equipment | Summit Materials, LLC | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	7 years
Construction in progress
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 71,352	40,648
Construction in progress | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	$ 71,352	$ 40,648
Other | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	4 years
Other | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	20 years
Other | Summit Materials, LLC | Minimum
Property, Plant and Equipment [Line Items]
Estimated useful life	4 years
Other | Summit Materials, LLC | Maximum
Property, Plant and Equipment [Line Items]
Estimated useful life	20 years

XML

Property, Plant and Equipment, net and Intangibles, net - Narrative (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Property, Plant and Equipment [Line Items]
Depreciation, depletion and amortization expense	$ 195,100	$ 195,300	$ 196,800
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	3,109,421	2,983,094
Finance lease right-of-use asset accumulated amortization	1,266,513	1,132,925
Current finance lease liabilities	17,624	24,601
Long-term finance lease liabilities	14,982	31,727
2022	18,737
2023	7,800
2024	3,209
2025	2,583
2026	990
Gain on sale of property, plant and equipment	5,900	7,569	10,665
General and administrative expenses
Property, Plant and Equipment [Line Items]
Gain on sale of property, plant and equipment	5,900	7,600	10,700
Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Depreciation, depletion and amortization expense	195,100	195,300	196,800
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	3,109,421	2,983,094
Finance lease right-of-use asset accumulated amortization	1,266,513	1,132,925
Current finance lease liabilities	17,624	24,601
Long-term finance lease liabilities	14,982	31,727
2022	18,737
2023	7,800
2024	3,209
2025	2,583
2026	990
Gain on sale of property, plant and equipment	5,900	7,569	10,665
Summit Materials, LLC | General and administrative expenses
Property, Plant and Equipment [Line Items]
Gain on sale of property, plant and equipment	5,900	7,600	$ 10,700
Equipment And Building
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	69,000	92,700
Finance lease right-of-use asset accumulated amortization	31,400	32,800
Equipment And Building | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Property, plant, and equipment and finance lease right-of-use asset, before accumulated depreciation and amortization	69,000	92,700
Finance lease right-of-use asset accumulated amortization	$ 31,400	$ 32,800
Equipment
Property, Plant and Equipment [Line Items]
Equipment lease term	5 years
Equipment | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Equipment lease term	5 years
Building
Property, Plant and Equipment [Line Items]
Equipment lease term	30 years
Building | Summit Materials, LLC
Property, Plant and Equipment [Line Items]
Equipment lease term	30 years

XML

Property, Plant and Equipment, net and Intangibles, net - Intangible Assets (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	$ 84,665	$ 59,716
Accumulated Amortization	(15,269)	(11,864)
Net Carrying Amount	69,396	47,852
Amortization expense	3,700	2,700	$ 2,100
Estimated amortization expense
2022	4,145
2023	4,012
2024	3,916
2025	3,872
2026	3,727
Thereafter	49,724
Total	69,396	47,852
Summit Materials, LLC
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	84,665	59,716
Accumulated Amortization	(15,269)	(11,864)
Net Carrying Amount	69,396	47,852
Amortization expense	3,700	2,700	$ 2,100
Estimated amortization expense
2022	4,145
2023	4,012
2024	3,916
2025	3,872
2026	3,727
Thereafter	49,724
Total	69,396	47,852
Operating permits
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	33,671	33,671
Accumulated Amortization	(2,467)	(1,207)
Net Carrying Amount	31,204	32,464
Mineral leases
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	19,927	19,225
Accumulated Amortization	(8,922)	(7,571)
Net Carrying Amount	11,005	11,654
Mineral leases | Summit Materials, LLC
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	19,927	19,225
Accumulated Amortization	(8,922)	(7,571)
Net Carrying Amount	11,005	11,654
Reserve rights
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	25,586	6,234
Accumulated Amortization	(3,329)	(2,504)
Net Carrying Amount	22,257	3,730
Reserve rights | Summit Materials, LLC
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	25,586	6,234
Accumulated Amortization	(3,329)	(2,504)
Net Carrying Amount	22,257	3,730
Other
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	5,481	586
Accumulated Amortization	(551)	(582)
Net Carrying Amount	4,930	4
Other | Summit Materials, LLC
Finite-Lived Intangible Assets [Line Items]
Gross Carrying Amount	5,481	586
Accumulated Amortization	(551)	(582)
Net Carrying Amount	$ 4,930	$ 4

XML

Accrued Expenses - Components of Accrued Expenses (Details) - USD ($) $ in Thousands	Jan. 01, 2022	Jan. 02, 2021
Schedule Of Accrued Expenses [Line Items]
Interest	$ 22,762	$ 21,860
Payroll and benefits	38,894	46,026
Finance lease obligations	17,624	24,601
Insurance	20,480	18,355
Non-income taxes	19,409	15,669
Deferred asset purchase payments	4,912	9,749
Professional fees	1,524	828
Other	21,871	23,482
Total	147,476	160,570
Summit Materials, LLC
Schedule Of Accrued Expenses [Line Items]
Interest	22,762	21,860
Payroll and benefits	38,894	46,026
Finance lease obligations	17,624	24,601
Insurance	20,480	18,355
Non-income taxes	20,069	15,900
Deferred asset purchase payments	4,912	9,749
Professional fees	1,524	828
Other	21,871	23,482
Total	$ 148,136	$ 160,801

XML

Debt - Schedule of Debt (Details) - USD ($)	Jan. 01, 2022	Jan. 02, 2021	Jun. 01, 2017
Debt
Total debt	$ 1,609,298,000	$ 1,915,425,000
Current portion of long-term debt	6,354,000	6,354,000
Long-term debt	1,602,944,000	1,909,071,000
Gross amount	1,609,960,000
Debt discount	662,000
Summit Materials, LLC
Debt
Total debt	1,609,298,000	1,915,425,000
Current portion of long-term debt	6,354,000	6,354,000
Long-term debt	1,602,944,000	1,909,071,000
Gross amount	1,609,960,000
Debt discount	662,000
Term Loan, due 2024:
Debt
Total debt	609,298,000	615,425,000
Gross amount	610,000,000	616,300,000
Debt discount	700,000	900,000
Term Loan, due 2024: | Summit Materials, LLC
Debt
Total debt	609,298,000	615,425,000
Gross amount	610,000,000	616,300,000
Debt discount	700,000	900,000
5 1⁄8% Senior Notes, due 2025 | Summit Materials, LLC
Debt
Total debt			$ 300,000,000
Debt instrument interest rate (as a percent)			5.125%
Senior Notes | 5 1⁄8% Senior Notes, due 2025
Debt
Total debt	$ 0	300,000,000
Debt instrument interest rate (as a percent)	5.125%
Senior Notes | 5 1⁄8% Senior Notes, due 2025 | Summit Materials, LLC
Debt
Total debt	$ 0	300,000,000
Debt instrument interest rate (as a percent)	5.125%
Senior Notes | 6 1⁄2% Senior Notes, due 2027
Debt
Total debt	$ 300,000,000	300,000,000
Debt instrument interest rate (as a percent)	6.50%
Senior Notes | 6 1⁄2% Senior Notes, due 2027 | Summit Materials, LLC
Debt
Total debt	$ 300,000,000	300,000,000
Debt instrument interest rate (as a percent)	6.50%
Senior Notes | 5 1⁄4% Senior Notes, due 2029
Debt
Total debt	$ 700,000,000	700,000,000
Debt instrument interest rate (as a percent)	5.25%
Senior Notes | 5 1⁄4% Senior Notes, due 2029 | Summit Materials, LLC
Debt
Total debt	$ 700,000,000	$ 700,000,000
Debt instrument interest rate (as a percent)	5.25%

XML

Debt - Schedule of Contractual Payments of Long-Term Debt (Details) $ in Thousands	Jan. 01, 2022 USD ($)
Contractual payments of long-term debt
2022	$ 6,354
2023	6,354
2024	597,252
2025	0
2026	0
Thereafter	1,000,000
Total	1,609,960
Less: Original issue net discount	(662)
Less: Capitalized loan costs	(11,925)
Total debt	1,597,373
Summit Materials, LLC
Contractual payments of long-term debt
2022	6,354
2023	6,354
2024	597,252
2025	0
2026	0
Thereafter	1,000,000
Total	1,609,960
Less: Original issue net discount	(662)
Less: Capitalized loan costs	(11,925)
Total debt	$ 1,597,373

XML

Debt - Senior Notes (Details) - USD ($)						3 Months Ended			12 Months Ended
	Sep. 27, 2021	Aug. 11, 2020	Mar. 15, 2019	Jun. 01, 2017	Jul. 08, 2015	Oct. 02, 2021	Sep. 26, 2020	Mar. 30, 2019	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019	Aug. 31, 2020	Mar. 31, 2019
Debt
Loss on debt financings						$ 6,000,000			$ 6,016,000	$ 4,064,000	$ 14,565,000
Write off of deferred financing fees									2,116,000	3,338,000
Long-term debt									1,609,298,000	1,915,425,000
Issuers | 8 1/2% Senior Notes, due 2022
Debt
Senior notes, interest rate (as a percent)													8.50%
Write off of deferred financing fees								$ 2,900,000
Senior notes, aggregate principal amount redeemed													$ 250,000,000
Loss on extinguishment of debt								(14,600,000)
Prepayment premium								11,700,000
Issuers | 5 1⁄8% Senior Notes, due 2025
Debt
Debt redeemed	$ 300,000,000
Senior notes, interest rate (as a percent)	5.125%			5.125%
Redemption premium						3,900,000
Write off of deferred financing fees						$ 2,100,000
Long-term debt				$ 300,000,000
Percentage of par value of senior notes				100.00%
Proceeds net of related fees and expenses				$ 295,400,000
Issuers | 6.125 Senior Notes, due 2023
Debt
Senior notes, interest rate (as a percent)					6.125%							6.125%
Write off of deferred financing fees							$ 3,300,000
Senior notes, aggregate principal amount redeemed												$ 650,000,000
Loss on extinguishment of debt							(4,100,000)
Write-off of debt discount							$ 800,000
Debt instrument, face amount					$ 650,000,000
Issuers | 6 1/8% Senior Notes, due 2023, issued at par
Debt
Debt instrument, face amount					$ 350,000,000
Issuers | 6 1/8% Senior Notes, due 2023, , issued at 99.375% of par
Debt
Percentage of par value of senior notes					99.375%
Debt instrument, face amount					$ 300,000,000
Issuers | 5 1⁄4% Senior Notes, due 2029
Debt
Senior notes, interest rate (as a percent)		5.25%
Long-term debt		$ 700,000,000
Proceeds net of related fees and expenses		$ 690,400,000
Summit Materials, LLC
Debt
Loss on debt financings									6,016,000	4,064,000	$ 14,565,000
Write off of deferred financing fees									2,116,000	3,338,000
Long-term debt									$ 1,609,298,000	1,915,425,000
Summit Materials, LLC | 8 1/2% Senior Notes, due 2022
Debt
Senior notes, interest rate (as a percent)													8.50%
Write off of deferred financing fees								2,900,000
Senior notes, aggregate principal amount redeemed													$ 250,000,000
Loss on extinguishment of debt								(14,600,000)
Prepayment premium								$ 11,700,000
Summit Materials, LLC | 5 1⁄8% Senior Notes, due 2025
Debt
Senior notes, interest rate (as a percent)				5.125%
Long-term debt				$ 300,000,000
Percentage of par value of senior notes				100.00%
Proceeds net of related fees and expenses				$ 295,400,000
Senior Notes | 6 1⁄2% Senior Notes, due 2027
Debt
Senior notes, interest rate (as a percent)									6.50%
Long-term debt									$ 300,000,000	300,000,000
Senior Notes | 5 1⁄8% Senior Notes, due 2025
Debt
Senior notes, interest rate (as a percent)									5.125%
Long-term debt									$ 0	300,000,000
Senior Notes | 5 1⁄4% Senior Notes, due 2029
Debt
Senior notes, interest rate (as a percent)									5.25%
Long-term debt									$ 700,000,000	700,000,000
Senior Notes | Issuers | 6 1⁄2% Senior Notes, due 2027
Debt
Senior notes, interest rate (as a percent)			6.50%
Long-term debt			$ 300,000,000
Percentage of par value of senior notes			100.00%
Proceeds net of related fees and expenses			$ 296,300,000
Senior Notes | Issuers | 5 1⁄4% Senior Notes, due 2029
Debt
Percentage of par value of senior notes		100.00%
Senior Notes | Summit Materials, LLC | 6 1⁄2% Senior Notes, due 2027
Debt
Senior notes, interest rate (as a percent)									6.50%
Long-term debt									$ 300,000,000	300,000,000
Senior Notes | Summit Materials, LLC | 5 1⁄8% Senior Notes, due 2025
Debt
Senior notes, interest rate (as a percent)									5.125%
Long-term debt									$ 0	300,000,000
Senior Notes | Summit Materials, LLC | 5 1⁄4% Senior Notes, due 2029
Debt
Senior notes, interest rate (as a percent)									5.25%
Long-term debt									$ 700,000,000	$ 700,000,000

XML

Debt - Senior Secured Credit Facilities (Details) - Summit Materials, LLC - USD ($)		12 Months Ended
	Feb. 25, 2019	Jan. 01, 2022	Jan. 02, 2021
Term Loan, due 2024:
Debt
Debt instrument, face amount		$ 650,000,000
Revolving Credit Facility
Debt
Maximum borrowing capacity	$ 345,000,000	$ 345,000,000
Basis spread on variable rate		0.25%
Amount outstanding		$ 0	$ 0
Remaining borrowing capacity		327,100,000
Revolving Credit Facility | Federal funds rate
Debt
Basis spread on variable rate	0.50%
Revolving Credit Facility | LIBOR Plus 1%
Debt
Basis spread on variable rate	2.00%
Percentage added to base rate	1.00%
Revolving Credit Facility | LIBOR
Debt
Basis spread on variable rate	3.00%
Letter of Credit
Debt
Amount outstanding		$ 17,900,000
Senior Secured Credit Facilities
Debt
First lien leverage ratio		4.75

XML

Debt - Summary of Activity for Deferred Financing Fees (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021
Deferred finance costs
Beginning balance	$ 18,367	$ 15,436
Loan origination fees		9,605
Amortization	(3,202)	(3,336)
Write off of deferred financing fees	(2,116)	(3,338)
Ending balance	13,049	18,367
Summit Materials, LLC
Deferred finance costs
Beginning balance	18,367	15,436
Loan origination fees		9,605
Amortization	(3,202)	(3,336)
Write off of deferred financing fees	(2,116)	(3,338)
Ending balance	$ 13,049	$ 18,367

XML

Debt - Other Narrative (Details)	Jan. 15, 2015 USD ($)	Jan. 01, 2022 USD ($)	Jan. 02, 2021 USD ($)	Jan. 15, 2015 CAD ($)
Canadian Subsidiary Credit Agreement
Debt
Amount outstanding		$ 0	$ 0
Canadian Subsidiary Credit Agreement | Summit Materials, LLC
Debt
Amount outstanding		$ 0	$ 0
Canadian Subsidiary Credit Agreement, Operating Activities
Debt
Revolving credit commitment				$ 6,000,000
Canadian Subsidiary Credit Agreement, Operating Activities | Summit Materials, LLC
Debt
Revolving credit commitment	$ 6,000,000
Canadian Subsidiary Credit Agreement, Capital Equipment
Debt
Revolving credit commitment				500,000
Canadian Subsidiary Credit Agreement, Capital Equipment | Summit Materials, LLC
Debt
Revolving credit commitment	500,000
Canadian Subsidiary Credit Agreement, Guarantees
Debt
Revolving credit commitment				1,500,000
Canadian Subsidiary Credit Agreement, Guarantees | Summit Materials, LLC
Debt
Revolving credit commitment	1,500,000
Canadian Subsidiary Credit Agreement, Foreign Exchange Facility
Debt
Revolving credit commitment				$ 10,000,000
Canadian Subsidiary Credit Agreement, Foreign Exchange Facility | Summit Materials, LLC
Debt
Revolving credit commitment	$ 10,000,000
Prime rate | Canadian Subsidiary Credit Agreement, Operating Activities
Debt
Basis spread on variable rate	0.20%
Prime rate | Canadian Subsidiary Credit Agreement, Operating Activities | Summit Materials, LLC
Debt
Basis spread on variable rate	0.20%
Prime rate | Canadian Subsidiary Credit Agreement, Capital Equipment
Debt
Basis spread on variable rate	0.20%
Prime rate | Canadian Subsidiary Credit Agreement, Capital Equipment | Summit Materials, LLC
Debt
Basis spread on variable rate	0.20%

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Income Taxes - Components of Income Tax Benefit (Detail) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Provision for income taxes:
Current	$ 8,030	$ 3,827	$ 69
Deferred	36,326	(16,012)	17,032
Income tax expense (benefit)	44,356	(12,185)	17,101
Summit Materials, LLC
Provision for income taxes:
Current	8,459	3,827	69
Deferred	12,490	(2,764)	6,316
Income tax expense (benefit)	$ 20,949	$ 1,063	$ 6,385

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Income Taxes - Schedule of Income Tax Benefit (Expense) (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Line Items]
Income tax expense (benefit) at federal statutory tax rate	$ 41,273	$ 27,100	$ 16,427
Less: Income tax benefit at federal statutory tax rate for LLC entities	(459)	(593)	(658)
State and local income taxes	7,287	5,067	3,792
Permanent differences	(5,493)	(3,345)	(6,272)
Effective tax rate change	2,317	4,257	(2,006)
Basis differences from divestitures	3,766	0	0
Unrecognized tax benefits	0	(41,548)	18,885
Tax receivable agreement (benefit) expense	28	(6)	2,436
Valuation allowance	0	0	(17,691)
Other	(4,363)	(3,117)	2,188
Income tax expense (benefit)	44,356	(12,185)	17,101
Summit Materials, LLC
Effective Income Tax Rate Continuing Operations Tax Rate Reconciliation [Line Items]
Income tax expense (benefit) at federal statutory tax rate	40,303	25,577	19,947
Less: Income tax benefit at federal statutory tax rate for LLC entities	(27,821)	(17,647)	(15,387)
State and local income taxes	3,604	2,073	1,680
Permanent differences	427	2,479	13
Effective tax rate change	201	681	(725)
Basis differences from divestitures	3,766	0	0
Unrecognized tax benefits	0	(11,525)	5,038
Valuation allowance	0	0	(2,478)
Other	469	(575)	(1,703)
Income tax expense (benefit)	$ 20,949	$ 1,063	$ 6,385

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Income Taxes - Components of Net Deferred Income Tax Assets and Liabilities (Detail) - USD ($) $ in Thousands	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Deferred tax assets (liabilities):
Net intangible assets	$ 177,220	$ 199,497
Accelerated depreciation	(199,357)	(209,644)
Net operating loss	224,014	227,560
Investment in limited partnership	(38,548)	(33,139)
Mining reclamation reserve	3,341	3,306
Working capital (e.g., accrued compensation, prepaid assets)	39,571	45,972
Less valuation allowance	(1,675)	(1,675)	$ (1,675)
Deferred tax assets	204,566	231,877
Less foreign deferred tax liability (included in other noncurrent liabilities)	(16,939)	(18,393)
Net deferred tax asset	187,627	213,484
Summit Materials, LLC
Deferred tax assets (liabilities):
Accelerated depreciation	(65,149)	(70,588)
Net operating loss	11,602	26,929
Investment in limited partnership	(21,737)	(18,931)
Net intangible assets	(2,734)	(3,264)
Mining reclamation reserve	1,258	1,652
Working capital (e.g., accrued compensation, prepaid assets)	1,493	1,590
Less valuation allowance	(1,675)	(1,675)	$ (1,675)
Net deferred tax liabilities	(75,267)	(62,612)
Net deferred tax liability	$ (76,942)	$ (64,287)

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Income Taxes - Narrative (Details) - USD ($)	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Income Taxes [Line Items]
Deferred tax assets subject to TRA	$ 365,100,000
Income tax expense (benefit)	44,356,000	$ (12,185,000)	$ 17,101,000
Unrecognized tax benefits that if recognized would affect the annual effective tax rate	0	0	41,500,000
Deferred tax asset, valuation allowance	1,675,000	1,675,000	1,675,000
Deferred tax asset, Investment in limited partnership	13,700,000	2,400,000
Tax receivable agreement benefit	(6,779,000)	(7,559,000)	16,237,000
Tax receivable agreement liability	326,548,000	321,680,000
Penalties and interest expense	0	0	0
Summit Holdings LP
Income Taxes [Line Items]
Distributions to LP Unitholders	0	0
Summit Materials, LLC
Income Taxes [Line Items]
Income tax expense (benefit)	20,949,000	1,063,000	6,385,000
Net operating loss carryforwards	41,700,000
Deferred tax asset, valuation allowance	1,675,000	1,675,000	$ 1,675,000
Penalties and interest expense	$ 0	0
Tax Receivable Agreement
Income Taxes [Line Items]
Tax receivable agreement liability		$ 321,700,000
Tax Receivable Agreement | Summit Holdings LP
Income Taxes [Line Items]
Percentage of benefits to be paid on tax receivable agreement	85.00%
Federal
Income Taxes [Line Items]
Net operating loss carryforwards	$ 902,000,000
Federal | Tax Receivable Agreement
Income Taxes [Line Items]
Net operating loss carryforwards	$ 581,000,000

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Incomes Taxes - Deferred Tax Asset Valuation Allowance (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021
Valuation Allowance:
Beginning balance	$ (1,675)	$ (1,675)
Current year decreases (increases) from operations	0	0
Ending balance	(1,675)	(1,675)
Summit Materials, LLC
Valuation Allowance:
Beginning balance	(1,675)	(1,675)
Current year decreases (increases) from operations	0	0
Ending balance	$ (1,675)	$ (1,675)

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Earnings Per Share - Schedule of Basic to Diluted Income Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Reconciliation of basic to diluted loss per share
Net income attributable to Summit Inc.	$ 152,184	$ 137,967	$ 59,066
Diluted net income attributable to Summit Inc.	$ 152,184	$ 137,967	$ 59,066
LP Units
Reconciliation of basic to diluted loss per share
Anti dilutive shares excluded from calculation of earnings per share	1,867,853	3,060,248	3,372,706
Warrants
Reconciliation of basic to diluted loss per share
Anti dilutive shares excluded from calculation of earnings per share	0	100,037	0
Common Class A
Reconciliation of basic to diluted loss per share
Weighted average shares outstanding (in shares)	117,436,234	114,014,749	112,204,067
Basic (USD per share)	$ 1.29	$ 1.21	$ 0.53
Add: warrants	17,674	0	4,206
Weighted average dilutive shares outstanding (in shares)	118,741,932	114,631,768	112,684,718
Diluted (USD per share)	$ 1.28	$ 1.20	$ 0.52
Common Class A | Time-vesting stock options
Reconciliation of basic to diluted loss per share
Add: Share-based payment arrangements	282,677	3,390	87,290
Common Class A | Restricted Stock Units
Reconciliation of basic to diluted loss per share
Add: Share-based payment arrangements	816,966	520,871	342,620
Common Class A | Performance Stock Units
Reconciliation of basic to diluted loss per share
Add: Share-based payment arrangements	188,381	92,758	46,535
Restricted Stock
Reconciliation of basic to diluted loss per share
Add: Nonvested restricted stock awards of retirement eligible shares (in shares)	213,846	212,443	0
Common Class A and Restricted Stock
Reconciliation of basic to diluted loss per share
Weighted average shares outstanding (in shares)	117,650,080	114,227,192	112,204,067
Basic (USD per share)	$ 1.29	$ 1.21	$ 0.53

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Stockholders' Equity/Members' Interest - Narrative (Details) - $ / shares	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Common Class A
Subsidiary, Sale of Stock [Line Items]
Common stock, shares authorized (in shares)	1,000,000,000	1,000,000,000
Common stock, par value (USD per share)	$ 0.01	$ 0.01
Common stock, shares issued (in shares)	118,705,108	114,390,595	113,309,385
Common stock, shares outstanding (in shares)	118,705,108	114,390,595
Common Class B
Subsidiary, Sale of Stock [Line Items]
Common stock, shares authorized (in shares)	250,000,000	250,000,000
Common stock, par value (USD per share)	$ 0.01	$ 0.01
Common stock, shares issued (in shares)	99	99
Common stock, shares outstanding (in shares)	99	99

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Stockholders' Equity/Members' Interest - Change in Ownership (Details) - shares	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Increase (Decrease) In Stockholders' Equity [Rollforward]
Stock option exercises (in shares)		54,517
Summit Materials Incorporated And Summit Holdings LP
Increase (Decrease) In Stockholders' Equity [Rollforward]
Beginning balance stockholders' equity (in shares)	117,263,765	116,559,042
Exchanges during period (in shares)	0	0
Stock option exercises (in shares)	1,745,940
Other equity transactions (in shares)	1,009,409	650,206
Ending balance stockholders' equity (in shares)	120,019,114	117,263,765	116,559,042
LP Units | Summit Holdings LP
Increase (Decrease) In Stockholders' Equity [Rollforward]
Number of LP Units outstanding (in shares)	2,873,170	3,249,657
Number of LP Units exchanged	(1,559,164)	(376,487)
Number of LP Units outstanding (in shares)	1,314,006	2,873,170	3,249,657
Common Class A
Increase (Decrease) In Stockholders' Equity [Rollforward]
Beginning balance stockholders' equity (in shares)	114,390,595	113,309,385
Exchanges during period (in shares)	1,559,164	376,487
Stock option exercises (in shares)	1,745,940	54,517
Other equity transactions (in shares)	1,009,409	650,206
Ending balance stockholders' equity (in shares)	118,705,108	114,390,595	113,309,385
Summit Materials Inc
Increase (Decrease) In Stockholders' Equity [Rollforward]
Summit Inc. Ownership Percentage	98.90%	97.50%	97.20%

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Stockholders' Equity/Members' Interest - Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021
Changes in each component of accumulated other comprehensive loss
Beginning balance stockholders' equity	$ 1,616,268	$ 1,444,773
Postretirement liability adjustment, net of tax	975	(1,638)
Foreign currency translation adjustment, net of tax	905	3,393
Ending balance stockholders' equity	1,823,212	1,616,268
Change in retirement plans
Changes in each component of accumulated other comprehensive loss
Beginning balance stockholders' equity	533	2,171
Postretirement liability adjustment, net of tax	975	(1,638)
Ending balance stockholders' equity	1,508	533
Foreign currency translation adjustment
Changes in each component of accumulated other comprehensive loss
Beginning balance stockholders' equity	4,670	1,277
Foreign currency translation adjustment, net of tax	905	3,393
Ending balance stockholders' equity	5,575	4,670
Accumulated Other Comprehensive Income (Loss)
Changes in each component of accumulated other comprehensive loss
Beginning balance stockholders' equity	5,203	3,448
Ending balance stockholders' equity	7,083	5,203
Summit Materials, LLC
Changes in each component of accumulated other comprehensive loss
Postretirement liability adjustment, net of tax	1,303	(2,229)
Foreign currency translation adjustment, net of tax	1,254	4,617
Summit Materials, LLC | Change in retirement plans
Changes in each component of accumulated other comprehensive loss
Beginning balance stockholders' equity	(8,546)	(6,317)
Postretirement liability adjustment, net of tax	1,303	(2,229)
Ending balance stockholders' equity	(7,243)	(8,546)
Summit Materials, LLC | Foreign currency translation adjustment
Changes in each component of accumulated other comprehensive loss
Beginning balance stockholders' equity	(10,037)	(14,654)
Foreign currency translation adjustment, net of tax	1,254	4,617
Ending balance stockholders' equity	(8,783)	(10,037)
Summit Materials, LLC | Cash flow hedge adjustments
Changes in each component of accumulated other comprehensive loss
Beginning balance stockholders' equity	0	0
Ending balance stockholders' equity	0	0
Summit Materials, LLC | Accumulated Other Comprehensive Income (Loss)
Changes in each component of accumulated other comprehensive loss
Beginning balance stockholders' equity	(18,583)	(20,971)
Ending balance stockholders' equity	$ (16,026)	$ (18,583)

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Supplemental Cash Flow Information - Schedule of Supplemental Cash Flow Information (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Cash payments:
Interest	$ 81,592	$ 99,551	$ 104,614
Payments for income taxes, net	7,580	1,754	(919)
Operating cash payments on operating leases	10,955	10,452	10,618
Operating cash payments on finance leases	2,162	3,132	3,051
Finance cash payments on finance leases	17,278	14,408	13,164
Non cash financing activities:
Right of use assets obtained in exchange for operating lease obligations	11,528	4,849	5,842
Right of use assets obtained in exchange for finance leases obligations	1,125	18,016	23,965
Exchange of LP Units to shares of Class A common stock	48,425	8,227	3,847
Summit Materials, LLC
Cash payments:
Interest	81,592	99,551	104,614
Payments for income taxes, net	7,580	1,754	(919)
Operating cash payments on operating leases	10,955	10,452	10,618
Operating cash payments on finance leases	2,162	3,132	3,051
Finance cash payments on finance leases	17,278	14,408	13,164
Non cash financing activities:
Right of use assets obtained in exchange for operating lease obligations	11,528	4,849	5,842
Right of use assets obtained in exchange for finance leases obligations	$ 1,125	$ 18,016	$ 23,965

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Stock-Based Compensation - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions	1 Months Ended	12 Months Ended
	May 31, 2021	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019	Jan. 02, 2016
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Purchase price percentage	85.00%
Dividend yield		0.00%
Share-based compensation expense		$ 19.7	$ 28.9	$ 20.4
Unrecognized compensation cost		$ 21.7
Weighted average contractual term, unrecognized compensation cost		1 year 9 months 18 days
2015 Omnibus Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)					13,500,000
2015 Omnibus Equity Incentive Plan | Common Class A
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)	17,500,000				13,500,000
Number of additional shares authorized (in shares)	4,000,000
Shares available for grant (in shares)		7,900,000
Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)	5,500,000	5,500,000
Offering period		6 months
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards granted during the period (in shares)		727,655
Intrinsic value, units outstanding		$ 59.5
Weighted average remaining contractual term		9 months 18 days
Restricted Stock Units | 2015 Omnibus Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		1 year
Awards granted during the period (in shares)		34,672	42,736	65,144
Time-vesting stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options, granted (in shares)		0	0	0
Intrinsic value, options outstanding		$ 6.0
Weighted average remaining contractual term		3 years 10 months 24 days
Weighted average strike price, outstanding (in dollars per share)		$ 19.75
Performance Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		3 years
Awards granted during the period (in shares)		129,060
Intrinsic value, units outstanding		$ 16.5
Weighted average remaining contractual term		1 year 1 month 6 days
Weighted average strike price, exercisable (in dollars per share)		$ 300,000
Summit Materials, LLC
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Purchase price percentage	85.00%
Dividend yield		0.00%
Share-based compensation expense		$ 19.7	$ 28.9	$ 20.4
Unrecognized compensation cost		$ 21.7
Weighted average contractual term, unrecognized compensation cost		1 year 9 months 18 days
Summit Materials, LLC | 2015 Omnibus Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)					13,500,000
Summit Materials, LLC | 2015 Omnibus Equity Incentive Plan | Common Class A
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)	17,500,000				13,500,000
Number of additional shares authorized (in shares)	4,000,000
Shares available for grant (in shares)		7,900,000
Summit Materials, LLC | Employee Stock Purchase Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Number of shares authorized (in shares)	5,500,000	5,500,000
Summit Materials, LLC | Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Awards granted during the period (in shares)		727,655
Intrinsic value, units outstanding		$ 59.5
Weighted average remaining contractual term		9 months 18 days
Summit Materials, LLC | Restricted Stock Units | 2015 Omnibus Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		1 year
Summit Materials, LLC | Time-vesting stock options
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Options, granted (in shares)		0	0	0
Intrinsic value, options outstanding		$ 6.0
Weighted average remaining contractual term		3 years 10 months 24 days
Weighted average strike price, outstanding (in dollars per share)		$ 19.75
Summit Materials, LLC | Performance Stock Units
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		3 years
Awards granted during the period (in shares)		129,060
Intrinsic value, units outstanding		$ 16.5
Weighted average remaining contractual term		1 year 1 month 6 days
Weighted average strike price, exercisable (in dollars per share)		$ 300,000
Minimum | Restricted Stock Units | 2015 Omnibus Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		2 years
Minimum | Summit Materials, LLC | Restricted Stock Units | 2015 Omnibus Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		2 years
Maximum | Restricted Stock Units | 2015 Omnibus Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		3 years
Maximum | Summit Materials, LLC | Restricted Stock Units | 2015 Omnibus Equity Incentive Plan
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Award vesting period		3 years

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Stock-Based Compensation - Summary of Award Activity (Details) - $ / shares	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Options, Exercised (in shares)		(54,517)
Time-vesting stock options
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Options, Beginning balance (in shares)	2,038,473
Options, Granted (in shares)	0	0	0
Options, Forfeited/Canceled (in shares)	0
Options, Exercised (in shares)	(1,745,940)
Options, Vested	0
Options, Ending balance (in shares)	292,533	2,038,473
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
Options, Beginning balance (in dollars per share)	$ 9.16
Options, Granted (in dollars per share)	0
Options, Forfeited/Canceled (in dollars per share)	0
Options, Exercised (in dollars per share)	9.30
Options, Vested (in dollars per share)	0
Options, Ending balance (in dollars per share)	$ 9.22	$ 9.16
Time-vesting stock options | Summit Materials, LLC
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward]
Options, Beginning balance (in shares)	2,038,473
Options, Granted (in shares)	0	0	0
Options, Forfeited/Canceled (in shares)	0
Options, Exercised (in shares)	(1,745,940)
Options, Vested	0
Options, Ending balance (in shares)	292,533	2,038,473
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding, Weighted Average Exercise Price [Abstract]
Options, Beginning balance (in dollars per share)	$ 9.16
Options, Granted (in dollars per share)	0
Options, Forfeited/Canceled (in dollars per share)	0
Options, Exercised (in dollars per share)	9.30
Options, Vested (in dollars per share)	0
Options, Ending balance (in dollars per share)	$ 9.22	$ 9.16
Restricted Stock Units
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Number of units, Beginning balance (in shares)	2,134,951
Number of units, granted (in shares)	727,655
Number of units, Forfeited/Canceled (in shares)	(360,349)
Number of units, Exercised (in shares)	0
Number of units, Vested (in shares)	(1,020,265)
Number of units, Ending balance (in shares)	1,481,992	2,134,951
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Number of units, Beginning balance (in dollars per share)	$ 18.64
Number of units, Granted (in dollars per share)	28.91
Number of units, Forfeited/Canceled (in dollars per share)	19.06
Number of units, Exercised (in dollars per share)	0
Number of units, Vested (in dollars per share)	19.82
Number of units, Ending balance (in dollars per share)	$ 22.76	$ 18.64
Restricted Stock Units | Summit Materials, LLC
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Number of units, Beginning balance (in shares)	2,134,951
Number of units, granted (in shares)	727,655
Number of units, Forfeited/Canceled (in shares)	(360,349)
Number of units, Exercised (in shares)	0
Number of units, Vested (in shares)	(1,020,265)
Number of units, Ending balance (in shares)	1,481,992	2,134,951
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Number of units, Beginning balance (in dollars per share)	$ 18.64
Number of units, Granted (in dollars per share)	28.91
Number of units, Forfeited/Canceled (in dollars per share)	19.06
Number of units, Exercised (in dollars per share)	0
Number of units, Vested (in dollars per share)	19.82
Number of units, Ending balance (in dollars per share)	$ 22.76	$ 18.64
Performance Stock Units
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Number of units, Beginning balance (in shares)	428,875
Number of units, granted (in shares)	129,060
Number of units, Forfeited/Canceled (in shares)	(147,578)
Number of units, Exercised (in shares)	0
Number of units, Vested (in shares)	0
Number of units, Ending balance (in shares)	410,357	428,875
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Number of units, Beginning balance (in dollars per share)	$ 28.64
Number of units, Granted (in dollars per share)	47.34
Number of units, Forfeited/Canceled (in dollars per share)	36.10
Number of units, Exercised (in dollars per share)	0
Number of units, Vested (in dollars per share)	0
Number of units, Ending balance (in dollars per share)	$ 31.84	$ 28.64
Performance Stock Units | Summit Materials, LLC
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Number of units, Beginning balance (in shares)	428,875
Number of units, granted (in shares)	129,060
Number of units, Forfeited/Canceled (in shares)	(147,578)
Number of units, Exercised (in shares)	0
Number of units, Vested (in shares)	0
Number of units, Ending balance (in shares)	410,357	428,875
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Number of units, Beginning balance (in dollars per share)	$ 28.64
Number of units, Granted (in dollars per share)	47.34
Number of units, Forfeited/Canceled (in dollars per share)	36.10
Number of units, Exercised (in dollars per share)	0
Number of units, Vested (in dollars per share)	0
Number of units, Ending balance (in dollars per share)	$ 31.84	$ 28.64
Warrants
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Number of units, Beginning balance (in shares)	100,037
Number of units, granted (in shares)	0
Number of units, Forfeited/Canceled (in shares)	0
Number of units, Exercised (in shares)	(68,518)
Number of units, Vested (in shares)	0
Number of units, Ending balance (in shares)	31,519	100,037
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Number of units, Beginning balance (in dollars per share)	$ 18.00
Number of units, Granted (in dollars per share)	0
Number of units, Forfeited/Canceled (in dollars per share)	0
Number of units, Exercised (in dollars per share)	18.00
Number of units, Vested (in dollars per share)	0
Number of units, Ending balance (in dollars per share)	$ 18.00	$ 18.00
Warrants | Summit Materials, LLC
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward]
Number of units, Beginning balance (in shares)	100,037
Number of units, granted (in shares)	0
Number of units, Forfeited/Canceled (in shares)	0
Number of units, Exercised (in shares)	(68,518)
Number of units, Vested (in shares)	0
Number of units, Ending balance (in shares)	31,519	100,037
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Abstract]
Number of units, Beginning balance (in dollars per share)	$ 18.00
Number of units, Granted (in dollars per share)	0
Number of units, Forfeited/Canceled (in dollars per share)	0
Number of units, Exercised (in dollars per share)	18.00
Number of units, Vested (in dollars per share)	0
Number of units, Ending balance (in dollars per share)	$ 18.00	$ 18.00

XML

Stock-Based Compensation - Summary of Performance Stock Estimation (Details) - Performance Stock Units	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	0.29%	0.85%	2.49%
Volatility	70.00%	39.00%	36.00%
Expected term	3 years	3 years	3 years
Summit Materials, LLC
Share-based Compensation Arrangement by Share-based Payment Award [Line Items]
Risk-free interest rate	0.29%	0.85%	2.49%
Volatility	70.00%	39.00%	36.00%
Expected term	3 years	3 years	3 years

XML

Employee Benefit Plans - Narrative (Details) $ in Millions	12 Months Ended
	Jan. 01, 2022 USD ($) plan	Jan. 02, 2021 USD ($)	Dec. 28, 2019 USD ($)
Defined Benefit Plan Disclosure [Line Items]
Expense for defined contribution plans	$ 10.9	$ 12.1	$ 11.7
Number of noncontributory defined benefit pension plans | plan	2
Number of unfunded healthcare and life insurance benefit plans | plan	2
Assumed health care cost trend rates	8.00%	8.00%
Assumed health care cost, grading	4.50%	4.50%
Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Expected contributions in 2021	$ 0.8
Healthcare & Life Ins
Defined Benefit Plan Disclosure [Line Items]
Expected contributions in 2021	0.7
Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Expense for defined contribution plans	$ 10.9	$ 12.1	$ 11.7
Assumed health care cost trend rates	8.00%	8.00%
Assumed health care cost, grading	4.50%	4.50%
Summit Materials, LLC | Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Expected contributions in 2021	$ 0.8
Summit Materials, LLC | Healthcare & Life Ins
Defined Benefit Plan Disclosure [Line Items]
Expected contributions in 2021	$ 0.7
Equity Securities
Defined Benefit Plan Disclosure [Line Items]
Target allocation	30.00%
Equity Securities | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Target allocation	30.00%
Fixed Income Securities
Defined Benefit Plan Disclosure [Line Items]
Target allocation	63.00%
Fixed Income Securities | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Target allocation	63.00%
Cash
Defined Benefit Plan Disclosure [Line Items]
Target allocation	5.00%
Cash | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Target allocation	5.00%
Precious metals
Defined Benefit Plan Disclosure [Line Items]
Target allocation	2.00%
Precious metals | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Target allocation	2.00%

XML

Employee Benefit Plans - Obligations and Funded Status (Detail) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Change in fair value of plan assets:
Beginning of period	$ 19,058
End of period	20,004	$ 19,058
Summit Materials, LLC
Change in fair value of plan assets:
Beginning of period	19,058
End of period	20,004	19,058
Pension Benefits
Change in benefit obligations:
Beginning of period	27,827	26,181
Service cost	58	71	$ 60
Interest cost	550	733	928
Actuarial (gain) loss	(1,594)	2,425
Benefits paid	(1,575)	(1,583)
End of period	25,266	27,827	26,181
Change in fair value of plan assets:
Beginning of period	19,058	18,242
Actual return on plan assets	1,304	1,916
Employer contributions	1,217	483
Benefits paid	(1,575)	(1,583)
End of period	20,004	19,058	18,242
Funded status of plans	(5,262)	(8,769)
Current liabilities	0	0
Noncurrent liabilities	(5,262)	(8,769)
Liability recognized	(5,262)	(8,769)
Amounts recognized in accumulated other comprehensive income:
Net actuarial (gain) loss	8,261	10,689
Prior service cost	0	0
Total amount recognized	8,261	10,689
Pension Benefits | Summit Materials, LLC
Change in benefit obligations:
Beginning of period	27,827	26,181
Service cost	58	71	60
Interest cost	550	733	928
Actuarial (gain) loss	(1,594)	2,425
Benefits paid	(1,575)	(1,583)
End of period	25,266	27,827	26,181
Change in fair value of plan assets:
Beginning of period	19,058	18,242
Actual return on plan assets	1,304	1,916
Employer contributions	1,217	483
Benefits paid	(1,575)	(1,583)
End of period	20,004	19,058	18,242
Funded status of plans	(5,262)	(8,769)
Current liabilities	0	0
Noncurrent liabilities	(5,262)	(8,769)
Liability recognized	(5,262)	(8,769)
Amounts recognized in accumulated other comprehensive income:
Net actuarial (gain) loss	8,261	10,689
Prior service cost	0	0
Total amount recognized	8,261	10,689
Healthcare & Life Ins
Change in benefit obligations:
Beginning of period	9,229	9,090
Service cost	194	176	166
Interest cost	189	242	321
Actuarial (gain) loss	1,143	676
Benefits paid	(965)	(955)
End of period	9,790	9,229	9,090
Change in fair value of plan assets:
Beginning of period	0	0
Actual return on plan assets	0	0
Employer contributions	965	955
Benefits paid	(965)	(955)
End of period	0	0	0
Funded status of plans	(9,790)	(9,229)
Current liabilities	(723)	(636)
Noncurrent liabilities	(9,067)	(8,593)
Liability recognized	(9,790)	(9,229)
Amounts recognized in accumulated other comprehensive income:
Net actuarial (gain) loss	3,591	2,707
Prior service cost	(1,449)	(1,690)
Total amount recognized	2,142	1,017
Healthcare & Life Ins | Summit Materials, LLC
Change in benefit obligations:
Beginning of period	9,229	9,090
Service cost	194	176	166
Interest cost	189	242	321
Actuarial (gain) loss	1,143	676
Benefits paid	(965)	(955)
End of period	9,790	9,229	9,090
Change in fair value of plan assets:
Beginning of period	0	0
Actual return on plan assets	0	0
Employer contributions	965	955
Benefits paid	(965)	(955)
End of period	0	0	$ 0
Funded status of plans	(9,790)	(9,229)
Current liabilities	(723)	(636)
Noncurrent liabilities	(9,067)	(8,593)
Liability recognized	(9,790)	(9,229)
Amounts recognized in accumulated other comprehensive income:
Net actuarial (gain) loss	3,591	2,707
Prior service cost	(1,449)	(1,690)
Total amount recognized	$ 2,142	$ 1,017

XML

Employee Benefit Plans - Amounts Recognized in Other Comprehensive (Gain) Loss (Detail) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Pension Benefits
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	$ (2,000)	$ 1,728	$ 1,760
Amortization of prior year service cost	0	0	0
Amortization of gain	(428)	(326)	(202)
Total amount recognized	(2,428)	1,402	1,558
Pension Benefits | Summit Materials, LLC
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	(2,000)	1,728	1,760
Amortization of prior year service cost	0	0	0
Amortization of gain	(428)	(326)	(202)
Total amount recognized	(2,428)	1,402	1,558
Healthcare & Life Ins
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	1,143	675	165
Amortization of prior year service cost	241	241	241
Amortization of gain	(259)	(89)	(39)
Total amount recognized	1,125	827	367
Healthcare & Life Ins | Summit Materials, LLC
Amounts recognized in other comprehensive (income) loss:
Net actuarial loss (gain)	1,143	675	165
Amortization of prior year service cost	241	241	241
Amortization of gain	(259)	(89)	(39)
Total amount recognized	$ 1,125	$ 827	$ 367

XML

Employee Benefit Plans - Components of Net Periodic Benefit Cost (Detail) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Pension Benefits
Components of net periodic benefit cost:
Service cost	$ 58	$ 71	$ 60
Interest cost	550	733	928
Amortization of gain	428	326	202
Expected return on plan assets	(898)	(1,221)	(1,244)
Amortization of prior service credit	0	0	0
Net periodic (expense) benefit cost	138	(91)	(54)
Pension Benefits | Summit Materials, LLC
Components of net periodic benefit cost:
Service cost	58	71	60
Interest cost	550	733	928
Amortization of gain	428	326	202
Expected return on plan assets	(898)	(1,221)	(1,244)
Amortization of prior service credit	0	0	0
Net periodic (expense) benefit cost	138	(91)	(54)
Healthcare & Life Ins
Components of net periodic benefit cost:
Service cost	194	176	166
Interest cost	189	242	321
Amortization of gain	259	89	39
Expected return on plan assets	0	0	0
Amortization of prior service credit	(241)	(241)	(241)
Net periodic (expense) benefit cost	401	266	285
Healthcare & Life Ins | Summit Materials, LLC
Components of net periodic benefit cost:
Service cost	194	176	166
Interest cost	189	242	321
Amortization of gain	259	89	39
Expected return on plan assets	0	0	0
Amortization of prior service credit	(241)	(241)	(241)
Net periodic (expense) benefit cost	$ 401	$ 266	$ 285

XML

Employee Benefit Plans - Weighted-Average Assumptions Used to Determine Benefit Obligations (Detail)	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021
Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Expected long-term rate of return on plan assets, benefit obligation	5.00%	7.00%
Pension Benefits | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Expected long-term rate of return on plan assets, benefit obligation	5.00%	7.00%
Pension Benefits | Minimum
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.49%	1.84%
Pension Benefits | Minimum | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.49%	1.84%
Pension Benefits | Maximum
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.70%	2.14%
Pension Benefits | Maximum | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.70%	2.14%
Healthcare & Life Ins | Minimum
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.30%	1.80%
Healthcare & Life Ins | Minimum | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.30%	1.80%
Healthcare & Life Ins | Maximum
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.50%	1.82%
Healthcare & Life Ins | Maximum | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.50%	1.82%

XML

Employee Benefit Plans - Weighted-Average Assumptions Used to Determine Net Periodic Benefit Cost (Detail)	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Pension Benefits
Defined Benefit Plan Disclosure [Line Items]
Expected long-term rate of return on plan assets, net periodic benefit cost	5.00%	7.00%	7.00%
Pension Benefits | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Expected long-term rate of return on plan assets, net periodic benefit cost	5.00%	7.00%	7.00%
Pension Benefits | Minimum
Defined Benefit Plan Disclosure [Line Items]
Discount rate	1.84%	2.78%	3.90%
Pension Benefits | Minimum | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Discount rate	1.84%	2.78%	3.90%
Pension Benefits | Maximum
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.14%	2.96%	4.02%
Pension Benefits | Maximum | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.14%	2.96%	4.02%
Healthcare & Life Ins | Minimum
Defined Benefit Plan Disclosure [Line Items]
Discount rate	1.82%	2.73%	3.87%
Healthcare & Life Ins | Minimum | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Discount rate	1.82%	2.73%	3.87%
Healthcare & Life Ins | Maximum
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.50%	2.79%	3.91%
Healthcare & Life Ins | Maximum | Summit Materials, LLC
Defined Benefit Plan Disclosure [Line Items]
Discount rate	2.50%	2.79%	3.91%

XML

Employee Benefit Plans - Fair Value of Company's Pension Plans' Assets (Detail) - USD ($) $ in Thousands	Jan. 01, 2022	Jan. 02, 2021
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	$ 20,004	$ 19,058
Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	20,004	19,058
Intermediate—government
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	3,412	3,294
Intermediate—government | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	3,412	3,294
Intermediate—corporate
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	4,424	3,218
Intermediate—corporate | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	4,424	3,218
Short-term—government
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,727	705
Short-term—government | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,727	705
Short-term—corporate
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	79	448
Short-term—corporate | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	79	448
International
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	821	1,086
International | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	821	1,086
U.S. Large cap value
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,912	1,516
U.S. Large cap value | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,912	1,516
U.S. Large cap growth
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,330	1,483
U.S. Large cap growth | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,330	1,483
U.S. Mid cap value
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	750	631
U.S. Mid cap value | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	750	631
U.S. Mid cap growth
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	526	619
U.S. Mid cap growth | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	526	619
U.S. Small cap value
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	730	663
U.S. Small cap value | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	730	663
U.S. Small cap growth
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	491	650
U.S. Small cap growth | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	491	650
International
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,188	1,227
International | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,188	1,227
Emerging Markets
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	374	409
Emerging Markets | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	374	409
Commodities Broad Basket
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,058	1,002
Commodities Broad Basket | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,058	1,002
Cash
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,182	2,107
Cash | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,182	2,107
Level 1
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	13,032	12,666
Level 1 | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	13,032	12,666
Level 1 | Intermediate—government
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	3,412	3,294
Level 1 | Intermediate—government | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	3,412	3,294
Level 1 | Intermediate—corporate
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Level 1 | Intermediate—corporate | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Level 1 | Short-term—government
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,727	705
Level 1 | Short-term—government | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,727	705
Level 1 | Short-term—corporate
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Level 1 | Short-term—corporate | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Level 1 | International
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Level 1 | International | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Level 1 | U.S. Large cap value
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,912	1,516
Level 1 | U.S. Large cap value | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,912	1,516
Level 1 | U.S. Large cap growth
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,330	1,483
Level 1 | U.S. Large cap growth | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,330	1,483
Level 1 | U.S. Mid cap value
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	750	631
Level 1 | U.S. Mid cap value | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	750	631
Level 1 | U.S. Mid cap growth
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	526	619
Level 1 | U.S. Mid cap growth | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	526	619
Level 1 | U.S. Small cap value
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	730	663
Level 1 | U.S. Small cap value | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	730	663
Level 1 | U.S. Small cap growth
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	491	650
Level 1 | U.S. Small cap growth | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	491	650
Level 1 | International
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	396	407
Level 1 | International | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	396	407
Level 1 | Emerging Markets
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	374	409
Level 1 | Emerging Markets | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	374	409
Level 1 | Commodities Broad Basket
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	202	182
Level 1 | Commodities Broad Basket | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	202	182
Level 1 | Cash
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,182	2,107
Level 1 | Cash | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	1,182	2,107
Observable Inputs (Level 2)
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	6,972	6,392
Observable Inputs (Level 2) | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	6,972	6,392
Observable Inputs (Level 2) | Intermediate—government
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | Intermediate—government | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | Intermediate—corporate
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	4,424	3,218
Observable Inputs (Level 2) | Intermediate—corporate | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	4,424	3,218
Observable Inputs (Level 2) | Short-term—government
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | Short-term—government | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | Short-term—corporate
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	79	448
Observable Inputs (Level 2) | Short-term—corporate | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	79	448
Observable Inputs (Level 2) | International
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	821	1,086
Observable Inputs (Level 2) | International | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	821	1,086
Observable Inputs (Level 2) | U.S. Large cap value
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Large cap value | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Large cap growth
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Large cap growth | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Mid cap value
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Mid cap value | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Mid cap growth
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Mid cap growth | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Small cap value
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Small cap value | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Small cap growth
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | U.S. Small cap growth | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | International
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	792	820
Observable Inputs (Level 2) | International | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	792	820
Observable Inputs (Level 2) | Emerging Markets
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | Emerging Markets | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | Commodities Broad Basket
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	856	820
Observable Inputs (Level 2) | Commodities Broad Basket | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	856	820
Observable Inputs (Level 2) | Cash
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	0	0
Observable Inputs (Level 2) | Cash | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
Total fair value	$ 0	$ 0

XML

Employee Benefit Plans - Estimated Benefit Payments (Detail) $ in Thousands	Jan. 01, 2022 USD ($)
Pension Benefits
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
2022	$ 1,693
2023	1,695
2024	1,655
2025	1,615
2026	1,595
2027 - 2031	7,371
Pension Benefits | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
2022	1,693
2023	1,695
2024	1,655
2025	1,615
2026	1,595
2027 - 2031	7,371
Healthcare & Life Ins
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
2022	723
2023	716
2024	720
2025	730
2026	736
2027 - 2031	3,560
Healthcare & Life Ins | Summit Materials, LLC
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items]
2022	723
2023	716
2024	720
2025	730
2026	736
2027 - 2031	$ 3,560

XML

Employee Benefit Plans - Multiemployer Plans (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021
Multiemployer Plans [Line Items]
Contributions of Company	$ 126	$ 120
Construction Industry Laborers Pension Fund
Multiemployer Plans [Line Items]
Contributions of Company	107	100
Operating Engineers Local 101 Pension Plan
Multiemployer Plans [Line Items]
Contributions of Company	19	20
Summit Materials, LLC
Multiemployer Plans [Line Items]
Contributions of Company	126	120
Summit Materials, LLC | Construction Industry Laborers Pension Fund
Multiemployer Plans [Line Items]
Contributions of Company	107	100
Summit Materials, LLC | Operating Engineers Local 101 Pension Plan
Multiemployer Plans [Line Items]
Contributions of Company	$ 19	$ 20

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Accrued Mining and Landfill Reclamation - Narrative (Detail) - USD ($) $ in Millions	Jan. 01, 2022	Jan. 02, 2021
Asset Retirement Obligations [Line Items]
Anticipated costs	$ 112.4	$ 112.8
Accrued Liabilities, Current
Asset Retirement Obligations [Line Items]
Asset retirement obligation, current	7.4	10.0
Summit Materials, LLC
Asset Retirement Obligations [Line Items]
Anticipated costs	112.4	112.8
Summit Materials, LLC | Accrued Liabilities, Current
Asset Retirement Obligations [Line Items]
Asset retirement obligation, current	$ 7.4	$ 10.0

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Accrued Mining and Landfill Reclamation - Activity for Asset Retirement Obligations (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Asset Retirement Obligation, Activity
Beginning balance	$ 43,603	$ 36,676
Acquired obligations	337	861
Change in cost estimate	1,427	6,523
Settlement of reclamation obligations	(3,240)	(3,095)
Accretion expense	2,924	2,638	$ 2,216
Ending balance	45,051	43,603	36,676
Summit Materials, LLC
Asset Retirement Obligation, Activity
Beginning balance	43,603	36,676
Acquired obligations	337	861
Change in cost estimate	1,427	6,523
Settlement of reclamation obligations	(3,240)	(3,095)
Accretion expense	2,924	2,638	2,216
Ending balance	$ 45,051	$ 43,603	$ 36,676

XML

Commitments and Contingencies - Narrative (Details)	12 Months Ended
	Jan. 01, 2022
Loss Contingencies [Line Items]
Term of purchase commitments	1 year
Summit Materials, LLC
Loss Contingencies [Line Items]
Term of purchase commitments	1 year

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Leases - Operating and Finance Leases (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Lease, Cost [Abstract]
Operating lease cost	$ 10,650	$ 10,134	$ 10,451
Variable lease cost	382	316	423
Short-term lease cost	42,764	44,066	38,417
Financing lease cost:
Amortization of right-of-use assets	9,902	12,598	11,062
Interest on lease liabilities	2,097	3,068	3,171
Total lease cost	65,795	70,182	63,524
Operating leases:
Operating lease right-of-use assets	30,150	28,543
Current operating lease liabilities	6,497	8,188
Noncurrent operating lease liabilities	28,880	21,500
Total operating lease liabilities	35,377	29,688
Finance leases:
Property and equipment, gross	68,982	92,679
Less accumulated depreciation	$ (31,404)	$ (32,828)
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property, plant and equipment	Property, plant and equipment
Property and equipment, net	$ 37,578	$ 59,851
Current finance lease liabilities	17,624	24,601
Long-term finance lease liabilities	14,982	31,727
Total finance lease liabilities	$ 32,606	$ 56,328
Weighted average remaining lease term (years):
Operating leases	9 years 8 months 12 days	8 years 8 months 12 days
Finance lease	2 years 3 months 18 days	2 years 4 months 24 days
Weighted average discount rate:
Operating leases	4.40%	5.30%
Finance lease	5.20%	5.20%
Operating Leases
2022	$ 7,819
2023	6,017
2024	4,612
2025	3,387
2026	2,763
Thereafter	19,967
Total lease payments	44,565
Less imputed interest	(9,188)
Finance Leases
2022	18,737
2023	7,800
2024	3,209
2025	2,583
2026	990
Thereafter	1,843
Total lease payments	35,162
Less imputed interest	$ (2,556)
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued expenses	Accrued expenses
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Other noncurrent liabilities	Other noncurrent liabilities
Summit Materials, LLC
Lease, Cost [Abstract]
Operating lease cost	$ 10,650	$ 10,134	10,451
Variable lease cost	382	316	423
Short-term lease cost	42,764	44,066	38,417
Financing lease cost:
Amortization of right-of-use assets	9,902	12,598	11,062
Interest on lease liabilities	2,097	3,068	3,171
Total lease cost	65,795	70,182	$ 63,524
Operating leases:
Operating lease right-of-use assets	30,150	28,543
Current operating lease liabilities	6,497	8,188
Noncurrent operating lease liabilities	28,880	21,500
Total operating lease liabilities	35,377	29,688
Finance leases:
Property and equipment, gross	68,982	92,679
Less accumulated depreciation	$ (31,404)	$ (32,828)
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List]	Property, plant and equipment	Property, plant and equipment
Property and equipment, net	$ 37,578	$ 59,851
Current finance lease liabilities	17,624	24,601
Long-term finance lease liabilities	14,982	31,727
Total finance lease liabilities	$ 32,606	$ 56,328
Weighted average remaining lease term (years):
Operating leases	9 years 8 months 12 days	8 years 8 months 12 days
Finance lease	2 years 3 months 18 days	2 years 4 months 24 days
Weighted average discount rate:
Operating leases	4.40%	5.30%
Finance lease	5.20%	5.20%
Operating Leases
2022	$ 7,819
2023	6,017
2024	4,612
2025	3,387
2026	2,763
Thereafter	19,967
Total lease payments	44,565
Less imputed interest	(9,188)
Finance Leases
2022	18,737
2023	7,800
2024	3,209
2025	2,583
2026	990
Thereafter	1,843
Total lease payments	35,162
Less imputed interest	$ (2,556)
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List]	Accrued expenses	Accrued expenses
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List]	Other noncurrent liabilities	Other noncurrent liabilities

XML

Leases - Narrative (Detail) - USD ($) $ in Millions	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Operating Leased Assets [Line Items]
Royalty expense recorded in cost of revenue	$ 34.8	$ 29.2	$ 24.3
Summit Materials, LLC
Operating Leased Assets [Line Items]
Royalty expense recorded in cost of revenue	$ 34.8	$ 29.2	$ 24.3

XML

Leases - Schedule of Minimum Contractual Agreements Under Royalty Agreements (Details) $ in Thousands	Jan. 01, 2022 USD ($)
Royalty Agreements
2022	$ 10,975
2023	10,954
2024	10,466
2025	10,158
2026	9,100
Summit Materials, LLC
Royalty Agreements
2022	10,975
2023	10,954
2024	10,466
2025	10,158
2026	$ 9,100

XML

Fair Value of Financial Instruments - Fair Value Measurements (Details) - Level 3 - USD ($) $ in Thousands	Jan. 01, 2022	Jan. 02, 2021
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current portion of acquisition-related liabilities and Accrued expenses - Contingent consideration	$ 129	$ 654
Acquisition-related liabilities and Other noncurrent liabilities - Contingent consideration	1,239	1,209
Summit Materials, LLC
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Current portion of acquisition-related liabilities and Accrued expenses - Contingent consideration	129	654
Acquisition-related liabilities and Other noncurrent liabilities - Contingent consideration	$ 1,239	$ 1,209

XML

Fair Value of Financial Instruments - Carrying Value and Fair Value of Financial Instruments (Details) - USD ($) $ in Thousands	Jan. 01, 2022	Jan. 02, 2021
Financial Instruments
Current portion of debt	$ 6,354	$ 6,354
Summit Materials, LLC
Financial Instruments
Current portion of debt	6,354	6,354
Level 1 | Fair Value
Financial Instruments
Long-term debt	1,653,085	1,971,087
Current portion of debt	6,400	6,400
Level 1 | Carrying Value
Financial Instruments
Long-term debt	1,609,298	1,915,425
Level 1 | Summit Materials, LLC
Financial Instruments
Current portion of debt	6,400	6,400
Level 1 | Summit Materials, LLC | Fair Value
Financial Instruments
Long-term debt	1,653,085	1,971,087
Level 1 | Summit Materials, LLC | Carrying Value
Financial Instruments
Long-term debt	1,609,298	1,915,425
Level 3 | Fair Value
Financial Instruments
Current portion of deferred consideration and noncompete obligations	12,981	9,611
Long term portion of deferred consideration and noncompete obligations	32,130	11,037
Level 3 | Carrying Value
Financial Instruments
Current portion of deferred consideration and noncompete obligations	12,981	9,611
Long term portion of deferred consideration and noncompete obligations	32,130	11,037
Level 3 | Summit Materials, LLC | Fair Value
Financial Instruments
Current portion of deferred consideration and noncompete obligations	12,981	7,173
Long term portion of deferred consideration and noncompete obligations	32,130	11,037
Level 3 | Summit Materials, LLC | Carrying Value
Financial Instruments
Current portion of deferred consideration and noncompete obligations	12,981	7,173
Long term portion of deferred consideration and noncompete obligations	$ 32,130	$ 11,037

XML

Fair Value of Financial Instruments - Narrative (Details) - Discount Rate - Level 3	Jan. 01, 2022
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Discount rate	0.095
Summit Materials, LLC
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items]
Discount rate	0.095

XML

Segment Information - Narrative (Details)	12 Months Ended
	Jan. 01, 2022 segment
Segment Reporting Information [Line Items]
Number of operating segments	3
Number of reportable segments	3
Summit Materials, LLC
Segment Reporting Information [Line Items]
Number of operating segments	3
Number of reportable segments	3

XML

Segment Information - Financial Data (Details) - USD ($) $ in Thousands	3 Months Ended	12 Months Ended
	Oct. 02, 2021	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Segment Reporting Information [Line Items]
Revenue		$ 2,409,669	$ 2,332,451	$ 2,222,140
Income from operations before taxes		198,637	129,055	78,224
Interest expense		92,240	103,595	116,509
Depreciation, depletion and amortization		226,442	218,682	214,886
Accretion		2,924	2,638	2,216
Loss on debt financings	$ 6,000	6,016	4,064	14,565
Tax receivable agreement benefit		(6,779)	(7,559)	16,237
Gain on sale of businesses		(20,011)	0	0
Non-cash compensation		19,705	28,857	20,403
Other		908	2,957	(3,800)
Total Adjusted EBITDA		520,082	482,289	459,240
Total purchases of property, plant and equipment		211,982	177,249	177,495
Total depreciation, depletion, amortization and accretion		229,366	221,320	217,102
Total assets		4,239,125	4,308,011	4,067,556
Operating segment
Segment Reporting Information [Line Items]
Total purchases of property, plant and equipment		210,745	175,099	174,982
Total depreciation, depletion, amortization and accretion		225,117	217,338	213,106
Total assets		3,649,022	3,657,959	3,537,047
Corporate and other
Segment Reporting Information [Line Items]
Total Adjusted EBITDA		(50,120)	(43,994)	(36,691)
Total purchases of property, plant and equipment		1,237	2,150	2,513
Total depreciation, depletion, amortization and accretion		4,249	3,982	3,996
Total assets		590,103	650,052	530,509
West
Segment Reporting Information [Line Items]
Revenue		1,262,061	1,262,196	1,122,338
West | Operating segment
Segment Reporting Information [Line Items]
Total Adjusted EBITDA		271,560	271,052	204,868
Total purchases of property, plant and equipment		94,056	67,500	71,397
Total depreciation, depletion, amortization and accretion		99,470	93,866	93,256
Total assets		1,512,298	1,503,382	1,379,684
East
Segment Reporting Information [Line Items]
Revenue		849,374	799,633	809,098
East | Operating segment
Segment Reporting Information [Line Items]
Total Adjusted EBITDA		181,483	162,275	187,625
Total purchases of property, plant and equipment		89,727	92,528	77,894
Total depreciation, depletion, amortization and accretion		86,623	86,205	81,403
Total assets		1,292,638	1,303,742	1,288,835
Cement
Segment Reporting Information [Line Items]
Revenue		298,234	270,622	290,704
Cement | Operating segment
Segment Reporting Information [Line Items]
Total Adjusted EBITDA		117,159	92,956	103,438
Total purchases of property, plant and equipment		26,962	15,071	25,691
Total depreciation, depletion, amortization and accretion		39,024	37,267	38,447
Total assets		844,086	850,835	868,528
Summit Materials, LLC
Segment Reporting Information [Line Items]
Revenue		2,409,669	2,332,451	2,222,140
Income from operations before taxes		191,920	121,800	94,982
Interest expense		92,178	103,291	115,988
Depreciation, depletion and amortization		226,442	218,682	214,886
Accretion		2,924	2,638	2,216
Loss on debt financings		6,016	4,064	14,565
Gain on sale of businesses		(20,011)	0	0
Non-cash compensation		19,705	28,857	20,403
Other		908	2,957	(3,800)
Total Adjusted EBITDA		520,082	482,289	459,240
Total purchases of property, plant and equipment		211,982	177,249	177,495
Total depreciation, depletion, amortization and accretion		229,366	221,320	217,102
Total assets		4,035,559	4,077,134	3,856,223
Summit Materials, LLC | Operating segment
Segment Reporting Information [Line Items]
Total purchases of property, plant and equipment		210,745	175,099	174,982
Total depreciation, depletion, amortization and accretion		225,117	217,338	213,106
Total assets		3,649,022	3,657,959	3,537,047
Summit Materials, LLC | Corporate and other
Segment Reporting Information [Line Items]
Total Adjusted EBITDA		(50,120)	(43,994)	(36,691)
Total purchases of property, plant and equipment		1,237	2,150	2,513
Total depreciation, depletion, amortization and accretion		4,249	3,982	3,996
Total assets		386,537	419,175	319,176
Summit Materials, LLC | West
Segment Reporting Information [Line Items]
Revenue		1,262,061	1,262,196	1,122,338
Summit Materials, LLC | West | Operating segment
Segment Reporting Information [Line Items]
Total Adjusted EBITDA		271,560	271,052	204,868
Total purchases of property, plant and equipment		94,056	67,500	71,397
Total depreciation, depletion, amortization and accretion		99,470	93,866	93,256
Total assets		1,512,298	1,503,382	1,379,684
Summit Materials, LLC | East
Segment Reporting Information [Line Items]
Revenue		849,374	799,633	809,098
Summit Materials, LLC | East | Operating segment
Segment Reporting Information [Line Items]
Total Adjusted EBITDA		181,483	162,275	187,625
Total purchases of property, plant and equipment		89,727	92,528	77,894
Total depreciation, depletion, amortization and accretion		86,623	86,205	81,403
Total assets		1,292,638	1,303,742	1,288,835
Summit Materials, LLC | Cement
Segment Reporting Information [Line Items]
Revenue		298,234	270,622	290,704
Summit Materials, LLC | Cement | Operating segment
Segment Reporting Information [Line Items]
Total Adjusted EBITDA		117,159	92,956	103,438
Total purchases of property, plant and equipment		26,962	15,071	25,691
Total depreciation, depletion, amortization and accretion		39,024	37,267	38,447
Total assets		$ 844,086	$ 850,835	$ 868,528

XML

Senior Notes' Guarantor and Non-Guarantor Financial Information - Schedule of Condensed Consolidating Balance Sheets (Details) - USD ($) $ in Thousands	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019	Dec. 29, 2018
Current assets:
Cash and cash equivalents	$ 380,961	$ 418,181
Accounts receivable, net	287,226	254,696
Costs and estimated earnings in excess of billings	7,600	8,666
Inventories	180,760	200,308
Other current assets	13,063	11,428
Total current assets	869,610	893,279
Property, plant and equipment	1,842,908	1,850,169
Goodwill	1,163,750	1,201,291	$ 1,199,699
Intangible assets, net	69,396	47,852
Operating lease right-of-use assets	30,150	28,543
Other assets	58,745	55,000
Total assets	4,239,125	4,308,011	4,067,556
Current liabilities:
Current portion of debt	6,354	6,354
Current portion of acquisition-related liabilities	13,110	10,265
Accounts payable	128,232	120,813
Accrued expenses	147,476	160,570
Current operating lease liabilities	6,497	8,188
Billings in excess of costs and estimated earnings	7,401	16,499
Total current liabilities	309,070	322,689
Long-term debt	1,591,019	1,892,347
Acquisition-related liabilities	33,369	12,246
Noncurrent operating lease liabilities	28,880	21,500
Other noncurrent liabilities	127,027	121,281
Total liabilities	2,415,913	2,691,743
Total liabilities and stockholders' equity / member's interest	4,239,125	4,308,011
Summit Materials, LLC
Current assets:
Cash and cash equivalents	380,961	418,181
Accounts receivable, net	287,226	254,696
Intercompany receivables	0	0
Costs and estimated earnings in excess of billings	7,600	8,666
Inventories	180,760	200,308
Other current assets	13,063	11,428
Total current assets	869,610	893,279
Property, plant and equipment	1,842,908	1,850,169
Goodwill	1,164,750	1,202,291	1,200,699
Intangible assets, net	69,396	47,852
Operating lease right-of-use assets	30,150	28,543
Other assets	58,745	55,000
Total assets	4,035,559	4,077,134	3,856,223
Current liabilities:
Current portion of debt	6,354	6,354
Current portion of acquisition-related liabilities	13,110	7,827
Accounts payable	128,843	121,422
Accrued expenses	148,136	160,801
Current operating lease liabilities	6,497	8,188
Intercompany payables	0	0
Billings in excess of costs and estimated earnings	7,401	16,499
Total current liabilities	310,341	321,091
Long-term debt	1,591,019	1,892,347
Acquisition-related liabilities	33,369	12,246
Noncurrent operating lease liabilities	28,880	21,500
Other noncurrent liabilities	187,006	167,182
Total liabilities	2,150,615	2,414,366
Total member's interest	1,884,944	1,662,768	$ 1,513,150	$ 1,385,431
Total liabilities and stockholders' equity / member's interest	4,035,559	4,077,134
Summit Materials, LLC | Eliminations
Current assets:
Cash and cash equivalents	(4,684)	(3,641)
Accounts receivable, net	59	109
Intercompany receivables	(2,113,528)	(1,707,752)
Costs and estimated earnings in excess of billings	0	0
Inventories	0	0
Other current assets	0	0
Total current assets	(2,118,153)	(1,711,284)
Property, plant and equipment	0	0
Goodwill	0	0
Intangible assets, net	0	0
Operating lease right-of-use assets	0	0
Other assets	(4,579,370)	(4,175,921)
Total assets	(6,697,523)	(5,887,205)
Current liabilities:
Current portion of debt	0	0
Current portion of acquisition-related liabilities	0	0
Accounts payable	59	109
Accrued expenses	(4,684)	(3,641)
Current operating lease liabilities	0	0
Intercompany payables	(2,113,528)	(1,707,752)
Billings in excess of costs and estimated earnings	0	0
Total current liabilities	(2,118,153)	(1,711,284)
Long-term debt	0	0
Acquisition-related liabilities	0	0
Noncurrent operating lease liabilities	0	0
Other noncurrent liabilities	(164,421)	(164,421)
Total liabilities	(2,282,574)	(1,875,705)
Total member's interest	(4,414,949)	(4,011,500)
Total liabilities and stockholders' equity / member's interest	(6,697,523)	(5,887,205)
Issuers | Summit Materials, LLC | Reportable Legal Entities
Current assets:
Cash and cash equivalents	365,044	401,074
Accounts receivable, net	94	4
Intercompany receivables	366,619	404,459
Costs and estimated earnings in excess of billings	0	0
Inventories	0	0
Other current assets	3,036	2,840
Total current assets	734,793	808,377
Property, plant and equipment	10,013	9,410
Goodwill	0	0
Intangible assets, net	0	0
Operating lease right-of-use assets	5,612	2,615
Other assets	4,417,039	4,022,729
Total assets	5,167,457	4,843,131
Current liabilities:
Current portion of debt	6,354	6,354
Current portion of acquisition-related liabilities	0	0
Accounts payable	6,284	3,889
Accrued expenses	55,440	54,108
Current operating lease liabilities	780	913
Intercompany payables	1,607,816	1,215,043
Billings in excess of costs and estimated earnings	0	0
Total current liabilities	1,676,674	1,280,307
Long-term debt	1,591,019	1,892,347
Acquisition-related liabilities	0	0
Noncurrent operating lease liabilities	9,647	2,567
Other noncurrent liabilities	5,173	5,142
Total liabilities	3,282,513	3,180,363
Total member's interest	1,884,944	1,662,768
Total liabilities and stockholders' equity / member's interest	5,167,457	4,843,131
100% Owned Guarantors | Summit Materials, LLC | Reportable Legal Entities
Current assets:
Cash and cash equivalents	2,264	10,287
Accounts receivable, net	264,888	230,199
Intercompany receivables	1,746,909	1,303,293
Costs and estimated earnings in excess of billings	6,942	7,504
Inventories	175,211	193,417
Other current assets	8,920	6,797
Total current assets	2,205,134	1,751,497
Property, plant and equipment	1,742,721	1,746,045
Goodwill	1,104,019	1,142,083
Intangible assets, net	64,466	47,852
Operating lease right-of-use assets	19,693	21,880
Other assets	220,500	207,699
Total assets	5,356,533	4,917,056
Current liabilities:
Current portion of debt	0	0
Current portion of acquisition-related liabilities	13,110	7,827
Accounts payable	114,405	108,805
Accrued expenses	94,858	106,320
Current operating lease liabilities	5,053	6,114
Intercompany payables	502,334	485,401
Billings in excess of costs and estimated earnings	6,960	15,508
Total current liabilities	736,720	729,975
Long-term debt	0	0
Acquisition-related liabilities	33,369	12,246
Noncurrent operating lease liabilities	15,101	16,062
Other noncurrent liabilities	227,348	208,540
Total liabilities	1,012,538	966,823
Total member's interest	4,343,995	3,950,233
Total liabilities and stockholders' equity / member's interest	5,356,533	4,917,056
Non-Guarantors | Summit Materials, LLC | Reportable Legal Entities
Current assets:
Cash and cash equivalents	18,337	10,461
Accounts receivable, net	22,185	24,384
Intercompany receivables	0	0
Costs and estimated earnings in excess of billings	658	1,162
Inventories	5,549	6,891
Other current assets	1,107	1,791
Total current assets	47,836	44,689
Property, plant and equipment	90,174	94,714
Goodwill	60,731	60,208
Intangible assets, net	4,930	0
Operating lease right-of-use assets	4,845	4,048
Other assets	576	493
Total assets	209,092	204,152
Current liabilities:
Current portion of debt	0	0
Current portion of acquisition-related liabilities	0	0
Accounts payable	8,095	8,619
Accrued expenses	2,522	4,014
Current operating lease liabilities	664	1,161
Intercompany payables	3,378	7,308
Billings in excess of costs and estimated earnings	441	991
Total current liabilities	15,100	22,093
Long-term debt	0	0
Acquisition-related liabilities	0	0
Noncurrent operating lease liabilities	4,132	2,871
Other noncurrent liabilities	118,906	117,921
Total liabilities	138,138	142,885
Total member's interest	70,954	61,267
Total liabilities and stockholders' equity / member's interest	$ 209,092	$ 204,152

XML

Senior Notes' Guarantor and Non-Guarantor Financial Information - Schedule of Condensed Consolidating Statements of Operations and Comprehensive Income (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Condensed Financial Statements, Captions [Line Items]
Revenue	$ 2,409,669	$ 2,332,451	$ 2,222,140
Cost of revenue	1,736,410	1,710,654	1,646,016
Depreciation, depletion, amortization and accretion	229,366	221,320	217,102
Operating income	253,065	225,173	213,558
Gain on sale of businesses	(20,011)	0	0
Income from operations before taxes	198,637	129,055	78,224
Income tax expense (benefit)	44,356	(12,185)	17,101
Net income attributable to Summit Inc/LLC	152,184	137,967	59,066
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	154,064	139,722	59,833
Summit Materials, LLC
Condensed Financial Statements, Captions [Line Items]
Revenue	2,409,669	2,332,451	2,222,140
Cost of revenue	1,736,410	1,710,654	1,646,016
General and administrative expenses	190,828	175,304	145,464
Depreciation, depletion, amortization and accretion	229,366	221,320	217,102
Operating income	253,065	225,173	213,558
Other (income) loss, net	(11,022)	82	2,588
Interest expense (income)	92,178	103,291	115,988
Gain on sale of businesses	(20,011)	0	0
Income from operations before taxes	191,920	121,800	94,982
Income tax expense (benefit)	20,949	1,063	6,385
Net income attributable to Summit Inc/LLC	170,971	120,737	88,597
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	173,528	123,125	91,242
Summit Materials, LLC | Eliminations
Condensed Financial Statements, Captions [Line Items]
Revenue	(13,866)	(17,166)	(12,196)
Cost of revenue	(13,866)	(17,166)	(12,196)
General and administrative expenses	0	0	0
Depreciation, depletion, amortization and accretion	0	0	0
Operating income	0	0	0
Other (income) loss, net	388,440	331,667	291,662
Interest expense (income)	0	0	0
Gain on sale of businesses	0
Income from operations before taxes	(388,440)	(331,667)	(291,662)
Income tax expense (benefit)	0	0	0
Net income attributable to Summit Inc/LLC	(388,440)	(331,667)	(291,662)
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	(385,883)	(329,279)	(289,017)
Summit Materials, LLC | Issuers | Reportable Legal Entities
Condensed Financial Statements, Captions [Line Items]
Revenue	0	0	0
Cost of revenue	0	0	0
General and administrative expenses	70,384	72,504	58,099
Depreciation, depletion, amortization and accretion	4,249	3,983	3,997
Operating income	(74,633)	(76,487)	(62,096)
Other (income) loss, net	(382,983)	(328,914)	(279,517)
Interest expense (income)	135,206	130,176	127,734
Gain on sale of businesses	0
Income from operations before taxes	173,144	122,251	89,687
Income tax expense (benefit)	2,173	1,514	1,090
Net income attributable to Summit Inc/LLC	170,971	120,737	88,597
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	173,528	123,125	91,242
Summit Materials, LLC | 100% Owned Guarantors | Reportable Legal Entities
Condensed Financial Statements, Captions [Line Items]
Revenue	2,307,127	2,259,865	2,139,457
Cost of revenue	1,665,196	1,663,957	1,587,374
General and administrative expenses	116,374	96,526	81,434
Depreciation, depletion, amortization and accretion	213,900	210,038	207,277
Operating income	311,657	289,344	263,372
Other (income) loss, net	(15,891)	(2,473)	(8,767)
Interest expense (income)	(48,529)	(31,402)	(16,561)
Gain on sale of businesses	(20,011)
Income from operations before taxes	396,088	323,219	288,700
Income tax expense (benefit)	16,079	(4,737)	3,377
Net income attributable to Summit Inc/LLC	380,009	327,956	285,323
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	378,706	330,185	287,394
Summit Materials, LLC | Non-Guarantors | Reportable Legal Entities
Condensed Financial Statements, Captions [Line Items]
Revenue	116,408	89,752	94,879
Cost of revenue	85,080	63,863	70,838
General and administrative expenses	4,070	6,274	5,931
Depreciation, depletion, amortization and accretion	11,217	7,299	5,828
Operating income	16,041	12,316	12,282
Other (income) loss, net	(588)	(198)	(790)
Interest expense (income)	5,501	4,517	4,815
Gain on sale of businesses	0
Income from operations before taxes	11,128	7,997	8,257
Income tax expense (benefit)	2,697	4,286	1,918
Net income attributable to Summit Inc/LLC	8,431	3,711	6,339
Comprehensive income (loss) income attributable to member of Summit Materials, LLC	$ 7,177	$ (906)	$ 1,623

XML

Senior Notes' Guarantor and Non-Guarantor Financial Information - Schedule of Condensed Consolidating Statements of Cash Flows (Details) - USD ($) $ in Thousands	12 Months Ended
	Jan. 01, 2022	Jan. 02, 2021	Dec. 28, 2019
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	$ 361,929	$ 408,869	$ 337,184
Cash flow from investing activities:
Acquisitions, net of cash acquired	(19,513)	(123,477)	(5,392)
Purchase of property, plant and equipment	(211,982)	(177,249)	(177,495)
Proceeds from the sale of property, plant, and equipment	11,674	14,018	21,173
Proceeds from sale of businesses	128,337	0	0
Other	236	1,121	(1,095)
Net cash used for investing activities	(91,248)	(285,587)	(162,809)
Cash flow from financing activities:
Net proceeds from debt issuance	0	700,000	300,000
Payments on long-term debt	(329,010)	(674,045)	(270,229)
Payments on acquisition-related liabilities	(10,360)	(33,257)	(33,883)
Debt issuance costs	0	(9,605)	(6,312)
Other	(1,008)	(907)	(502)
Net cash used in financing activities	(307,927)	(16,771)	8,150
Impact of foreign currency on cash	26	351	286
Net (decrease) increase in cash	(37,220)	106,862	182,811
Cash and cash equivalents—beginning of period	418,181	311,319	128,508
Cash and cash equivalents—end of period	380,961	418,181	311,319
Summit Materials, LLC
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	361,929	408,869	337,184
Cash flow from investing activities:
Acquisitions, net of cash acquired	(19,513)	(123,477)	(5,392)
Purchase of property, plant and equipment	(211,982)	(177,249)	(177,495)
Proceeds from the sale of property, plant, and equipment	11,674	14,018	21,173
Proceeds from sale of businesses	128,337	0	0
Other	236	1,121	(1,095)
Net cash used for investing activities	(91,248)	(285,587)	(162,809)
Cash flow from financing activities:
Proceeds from investment by member	32,451	1,043	19,076
Net proceeds from debt issuance	0	700,000	300,000
Loans received from and payments made on loans from other Summit Companies	0	0	0
Payments on long-term debt	(329,010)	(674,045)	(270,229)
Payments on acquisition-related liabilities	(7,860)	(30,757)	(31,383)
Debt issuance costs	0	(9,605)	(6,312)
Distributions from partnership	(2,500)	(2,500)	(2,500)
Other	(1,008)	(907)	(502)
Net cash used in financing activities	(307,927)	(16,771)	8,150
Impact of foreign currency on cash	26	351	286
Net (decrease) increase in cash	(37,220)	106,862	182,811
Cash and cash equivalents—beginning of period	418,181	311,319	128,508
Cash and cash equivalents—end of period	380,961	418,181	311,319
Summit Materials, LLC | Eliminations
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	0	0	0
Cash flow from investing activities:
Acquisitions, net of cash acquired	0	0	0
Purchase of property, plant and equipment	0	0	0
Proceeds from the sale of property, plant, and equipment	0	0	0
Proceeds from sale of businesses	0		0
Other	0	0	0
Net cash used for investing activities	0	0	0
Cash flow from financing activities:
Proceeds from investment by member	0	0	0
Net proceeds from debt issuance		0	0
Loans received from and payments made on loans from other Summit Companies	(1,043)	2,836	(1,607)
Payments on long-term debt	0	0	0
Payments on acquisition-related liabilities	0	0	0
Debt issuance costs		0	0
Distributions from partnership	0	0	0
Other	0	0	0
Net cash used in financing activities	(1,043)	2,836	(1,607)
Impact of foreign currency on cash	0	0	0
Net (decrease) increase in cash	(1,043)	2,836	(1,607)
Cash and cash equivalents—beginning of period	(3,641)	(6,477)	(4,870)
Cash and cash equivalents—end of period	(4,684)	(3,641)	(6,477)
Issuers | Summit Materials, LLC | Reportable Legal Entities
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	(136,008)	(135,895)	(112,019)
Cash flow from investing activities:
Acquisitions, net of cash acquired	0	0	0
Purchase of property, plant and equipment	(1,237)	(2,150)	(2,513)
Proceeds from the sale of property, plant, and equipment	0	0	0
Proceeds from sale of businesses	0		0
Other	0	0	0
Net cash used for investing activities	(1,237)	(2,150)	(2,513)
Cash flow from financing activities:
Proceeds from investment by member	29,685	(91,142)	(21,614)
Net proceeds from debt issuance		700,000	300,000
Loans received from and payments made on loans from other Summit Companies	381,393	298,656	287,029
Payments on long-term debt	(306,355)	(657,942)	(256,354)
Payments on acquisition-related liabilities	0	0	0
Debt issuance costs		(9,605)	(6,312)
Distributions from partnership	(2,500)	(2,500)	(2,500)
Other	(1,008)	(822)	(462)
Net cash used in financing activities	101,215	236,645	299,787
Impact of foreign currency on cash	0	0	0
Net (decrease) increase in cash	(36,030)	98,600	185,255
Cash and cash equivalents—beginning of period	401,074	302,474	117,219
Cash and cash equivalents—end of period	365,044	401,074	302,474
100% Owned Guarantors | Summit Materials, LLC | Reportable Legal Entities
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	471,106	502,595	431,323
Cash flow from investing activities:
Acquisitions, net of cash acquired	(19,513)	(92,085)	(5,392)
Purchase of property, plant and equipment	(201,038)	(173,228)	(163,652)
Proceeds from the sale of property, plant, and equipment	10,894	13,935	21,083
Proceeds from sale of businesses	128,337		0
Other	236	1,121	(1,095)
Net cash used for investing activities	(81,084)	(250,257)	(149,056)
Cash flow from financing activities:
Proceeds from investment by member	2,766	87,925	40,690
Net proceeds from debt issuance		0	0
Loans received from and payments made on loans from other Summit Companies	(370,940)	(288,711)	(280,836)
Payments on long-term debt	(22,011)	(15,911)	(13,650)
Payments on acquisition-related liabilities	(7,860)	(30,757)	(31,383)
Debt issuance costs		0	0
Distributions from partnership	0	0	0
Other	0	(85)	(40)
Net cash used in financing activities	(398,045)	(247,539)	(285,219)
Impact of foreign currency on cash	0	0	0
Net (decrease) increase in cash	(8,023)	4,799	(2,952)
Cash and cash equivalents—beginning of period	10,287	5,488	8,440
Cash and cash equivalents—end of period	2,264	10,287	5,488
Non-Guarantors | Summit Materials, LLC | Reportable Legal Entities
Condensed Financial Statements, Captions [Line Items]
Net cash (used in) provided by operating activities	26,831	42,169	17,880
Cash flow from investing activities:
Acquisitions, net of cash acquired	0	(31,392)	0
Purchase of property, plant and equipment	(9,707)	(1,871)	(11,330)
Proceeds from the sale of property, plant, and equipment	780	83	90
Proceeds from sale of businesses	0		0
Other	0	0	0
Net cash used for investing activities	(8,927)	(33,180)	(11,240)
Cash flow from financing activities:
Proceeds from investment by member	0	4,260	0
Net proceeds from debt issuance		0	0
Loans received from and payments made on loans from other Summit Companies	(9,410)	(12,781)	(4,586)
Payments on long-term debt	(644)	(192)	(225)
Payments on acquisition-related liabilities	0	0	0
Debt issuance costs		0	0
Distributions from partnership	0	0	0
Other	0	0	0
Net cash used in financing activities	(10,054)	(8,713)	(4,811)
Impact of foreign currency on cash	26	351	286
Net (decrease) increase in cash	7,876	627	2,115
Cash and cash equivalents—beginning of period	10,461	9,834	7,719
Cash and cash equivalents—end of period	$ 18,337	$ 10,461	$ 9,834

XML

Label	Element	Value
Stock Issued During Period, Value, Stock Options Exercised	us-gaap_StockIssuedDuringPeriodValueStockOptionsExercised	$ 32,451,000
Stock Issued During Period, Value, Conversion of Units	us-gaap_StockIssuedDuringPeriodValueConversionOfUnits	0
Additional Paid-in Capital [Member]
Other Equity Activity, Value	sum_OtherEquityActivityValue	(1,445,000)
APIC, Share-based Payment Arrangement, Increase for Cost Recognition	us-gaap_AdjustmentsToAdditionalPaidInCapitalSharebasedCompensationRequisiteServicePeriodRecognitionValue	19,705,000
Stock Issued During Period, Value, Stock Options Exercised	us-gaap_StockIssuedDuringPeriodValueStockOptionsExercised	32,434,000
Stock Issued During Period, Value, Conversion of Units	us-gaap_StockIssuedDuringPeriodValueConversionOfUnits	10,965,000
Noncontrolling Interest In Lp [Member]
Other Comprehensive Income (Loss), Net of Tax	us-gaap_OtherComprehensiveIncomeLossNetOfTax	62,000
Stock Issued During Period, Value, Conversion of Units	us-gaap_StockIssuedDuringPeriodValueConversionOfUnits	(10,981,000)
Net Income (Loss), Including Portion Attributable to Noncontrolling Interest	us-gaap_ProfitLoss	2,097,000
Common Class A [Member] | Common Stock [Member]
Other Equity Activity, Value	sum_OtherEquityActivityValue	$ 10,000
Other Equity Activity, Shares	sum_OtherEquityActivityShares	1,009,409
Share-based Compensation Arrangement by Share-based Payment Award, Options, Exercises in Period	us-gaap_StockIssuedDuringPeriodSharesStockOptionsExercised	1,745,940
Stock Issued During Period, Value, Stock Options Exercised	us-gaap_StockIssuedDuringPeriodValueStockOptionsExercised	$ 17,000
Stock Issued During Period, Shares, Conversion of Units	us-gaap_StockIssuedDuringPeriodSharesConversionOfUnits	1,559,164
Stock Issued During Period, Value, Conversion of Units	us-gaap_StockIssuedDuringPeriodValueConversionOfUnits	$ 16,000