Exhibit 99.1
 
SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Consolidated Balance Sheets
(In thousands) 
 April 1,December 31,
 20232022
 (unaudited)(audited)
Assets  
Current assets:  
Cash and cash equivalents$379,457 $520,451 
Accounts receivable, net236,569 256,669 
Costs and estimated earnings in excess of billings14,387 6,510 
Inventories234,564 212,491 
Other current assets24,608 20,787 
Current assets held for sale1,305 1,468 
Total current assets890,890 1,018,376 
Property, plant and equipment, less accumulated depreciation, depletion and amortization (April 1, 2023 - $1,311,037 and December 31, 2022 - $1,267,557)
1,867,412 1,813,702 
Goodwill1,160,525 1,133,546 
Intangible assets, less accumulated amortization (April 1, 2023 - $16,428 and December 31, 2022 - $15,503)
70,485 71,384 
Operating lease right-of-use assets36,638 37,889 
Other assets45,523 44,809 
Total assets$4,071,473 $4,119,706 
Liabilities and Members' Interest  
Current liabilities:  
Current portion of debt$5,096 $5,096 
Current portion of acquisition-related liabilities7,243 13,718 
Accounts payable138,816 104,430 
Accrued expenses93,563 120,708 
Current operating lease liabilities7,515 7,296 
Billings in excess of costs and estimated earnings4,233 5,739 
Total current liabilities256,466 256,987 
Long-term debt1,487,783 1,488,569 
Acquisition-related liabilities22,939 29,051 
Noncurrent operating lease liabilities34,315 35,737 
Other noncurrent liabilities164,824 166,212 
Total liabilities1,966,327 1,976,556 
Commitments and contingencies (see note 11)
Members' equity1,424,282 1,425,278 
Accumulated earnings702,037 739,248 
Accumulated other comprehensive loss(21,173)(21,376)
Total members' interest2,105,146 2,143,150 
Total liabilities and members' interest$4,071,473 $4,119,706 
 
See notes to unaudited consolidated financial statements.





SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Operations
(In thousands)
 
 Three months ended
 April 1, 2023April 2, 2022
Revenue:  
Product$372,172 $355,669 
Service35,098 36,826 
Net revenue407,270 392,495 
Delivery and subcontract revenue28,118 28,452 
Total revenue435,388 420,947 
Cost of revenue (excluding items shown separately below):
Product295,881 290,345 
Service30,038 34,583 
Net cost of revenue325,919 324,928 
Delivery and subcontract cost28,118 28,452 
Total cost of revenue354,037 353,380 
General and administrative expenses46,362 51,924 
Depreciation, depletion, amortization and accretion50,894 51,193 
Gain on sale of property, plant and equipment (430)(1,255)
Operating loss(15,475)(34,295)
Interest expense27,420 20,149 
Loss on debt financings493  
Gain on sale of businesses (14,205)
Other income, net(5,710)(696)
Loss from operations before taxes(37,678)(39,543)
Income tax (benefit) expense(467)6,844 
Net loss attributable to Summit LLC$(37,211)$(46,387)
 
See notes to unaudited consolidated financial statements.





SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Comprehensive Income
(In thousands)
 
 Three months ended
 April 1, 2023April 2, 2022
Net loss$(37,211)$(46,387)
Other comprehensive income (loss):  
Foreign currency translation adjustment203 1,744 
Comprehensive loss attributable to Summit LLC$(37,008)$(44,643)
 
See notes to unaudited consolidated financial statements.





SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Cash Flows
(In thousands)
 
 Three months ended
 April 1, 2023April 2, 2022
Cash flows from operating activities:  
Net loss$(37,211)$(46,387)
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, amortization and accretion53,927 54,838 
Share-based compensation expense4,708 5,422 
Net gain on asset and business disposals(868)(15,660)
Non-cash loss on debt financings161  
Change in deferred tax liability, net(1,510)3,818 
Other26 (221)
Decrease (increase) in operating assets, net of acquisitions and dispositions:
Accounts receivable, net20,414 35,836 
Inventories(20,960)(36,752)
Costs and estimated earnings in excess of billings(7,868)(6,449)
Other current assets(3,748)(1,891)
Other assets2,239 1,183 
(Decrease) increase in operating liabilities, net of acquisitions and dispositions:
Accounts payable20,443 16,744 
Accrued expenses(27,968)(25,947)
Billings in excess of costs and estimated earnings(1,507)317 
Other liabilities57 (1,564)
Net cash provided by (used in) operating activities335 (16,713)
Cash flows from investing activities:
Acquisitions, net of cash acquired(55,477) 
Purchases of property, plant and equipment(63,584)(57,774)
Proceeds from the sale of property, plant and equipment1,777 1,439 
Proceeds from sale of businesses 47,821 
Other(1,045)(857)
Net cash used in investing activities(118,329)(9,371)
Cash flows from financing activities:
Capital (distributions to) contributions by member15 (47,482)
Debt issuance costs(1,566) 
Payments on debt(4,414)(7,603)
Payments on acquisition-related liabilities(11,374)(11,397)
Other(5,719)(1,180)
Net cash used in financing activities(23,058)(67,662)
Impact of foreign currency on cash58 177 
Net decrease in cash(140,994)(93,569)
Cash and cash equivalents – beginning of period520,451 380,961 
Cash and cash equivalents – end of period$379,457 $287,392 
 
See notes to unaudited consolidated financial statements.





SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Changes in Members' Interest
(In thousands)
 
 Total Members' Interest 
   Accumulated 
   otherTotal
 Members'Accumulatedcomprehensivemembers'
 equityearningslossinterest
Balance — December 31, 2022$1,425,278 $739,248 $(21,376)$2,143,150 
Net contributed capital15 — — 15 
Net loss— (37,211)— (37,211)
Other comprehensive income— — 203 203 
Share-based compensation4,708 — — 4,708 
Shares redeemed to settle taxes and other(5,719)— — (5,719)
Balance — April 1, 2023$1,424,282 $702,037 $(21,173)$2,105,146 
Balance — January 1, 2022$1,507,859 $393,111 $(16,026)$1,884,944 
Net contributed capital(47,482)— — (47,482)
Net loss— (46,387)— (46,387)
Other comprehensive loss— — 1,744 1,744 
Share-based compensation5,422 — — 5,422 
Shares redeemed to settle taxes and other(1,180)— — (1,180)
Balance — April 2, 2022$1,464,619 $346,724 $(14,282)$1,797,061 
 
See notes to unaudited consolidated financial statements





SUMMIT MATERIALS, LLC
 
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
(Dollars in tables in thousands)

1. SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
 
Summit Materials, LLC (“Summit LLC” and, together with its subsidiaries, “Summit,” “we,” “us,” “our” or the “Company”) is a vertically-integrated construction materials company. The Company is engaged in the production and sale of aggregates, cement, ready-mix concrete, asphalt paving mix and concrete products and owns and operates quarries, sand and gravel pits, two cement plants, cement distribution terminals, ready-mix concrete plants, asphalt plants and landfill sites. It is also engaged in paving and related services. The Company’s three operating and reporting segments are the West, East and Cement segments.
 
Substantially all of the Company’s construction materials, products and services are produced, consumed and performed outdoors, primarily in the spring, summer and fall. Seasonal changes and other weather-related conditions can affect the production and sales volumes of its products and delivery of services. Therefore, the financial results for any interim period are typically not indicative of the results expected for the full year. Furthermore, the Company’s sales and earnings are sensitive to national, regional and local economic conditions, weather conditions and to cyclical changes in construction spending, among other factors.
 
Summit LLC is a wholly owned indirect subsidiary of Summit Materials Holdings L.P. (“Summit Holdings”), whose primary owner is Summit Materials, Inc. (“Summit Inc.”). Summit Inc. was formed as a Delaware corporation on September 23, 2014. Its sole material asset is a controlling equity interest in Summit Holdings. Pursuant to a reorganization into a holding company structure (the “Reorganization”) consummated in connection with Summit Inc.’s March 2015 initial public offering, Summit Inc. became a holding corporation operating and controlling all of the business and affairs of Summit Holdings and its subsidiaries, including Summit LLC.

Basis of Presentation—These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto as of and for the year ended December 31, 2022. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements.
 
Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of April 1, 2023, the results of operations for the three months ended April 1, 2023 and April 2, 2022 and cash flows for the three months ended April 1, 2023 and April 2, 2022.
 
Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs.
 
Business and Credit Concentrations—The Company’s operations are conducted primarily across 20 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 the three months ended April 1, 2023 or April 2, 2022.
 
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: Revenue for product sales is recognized when the performance obligation is satisfied, which generally is when the product is shipped.

Services: We earn revenue from the provision of services, which are primarily paving and related services, which are typically calculated using monthly progress based on a method similar to percentage of completion or a customer’s engineer review of progress.

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 are for work that occurs mostly during the spring, summer and fall. 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.

Estimating costs to be incurred for revenue recognition 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.

2. ACQUISITIONS, DISPOSITIONS, GOODWILL AND INTANGIBLES
 
The Company has completed numerous acquisitions since its formation, which have been financed through a combination of debt and equity funding and available cash. 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:

Three months endedYear ended
April 1, 2023December 31, 2022
West1  
East 2
 
The purchase price allocation, primarily the valuation of property, plant and equipment for the acquisitions completed during the three months ended April 1, 2023, as well as the acquisitions completed during 2022 that occurred after April 2, 2022, 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:




Three months endedYear ended
April 1, 2023    December 31, 2022
Financial assets$804 $297 
Inventories1,107 161 
Property, plant and equipment27,170 30,041 
Other assets91 1,116 
Financial liabilities(59)(1,120)
Other long-term liabilities(138)(1,589)
Net assets acquired28,975 28,906 
Goodwill26,910  
Purchase price55,885 28,906 
Acquisition-related liabilities (6,176)
Other(408) 
Net cash paid for acquisitions$55,477 $22,730 

Changes in the carrying amount of goodwill, by reportable segment, from December 31, 2022 to April 1, 2023 are summarized as follows:
 WestEastCement
Total  
Balance—December 31, 2022$567,389 $361,501 $204,656 $1,133,546 
Acquisitions (1)26,910   26,910 
Foreign currency translation adjustments69   69 
Balance—April 1, 2023$594,368 $361,501 $204,656 $1,160,525 
_______________________________________________________________________
(1) Reflects goodwill from 2023 acquisitions.

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 certain 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. The following table shows intangible assets by type and in total:
 
 April 1, 2023December 31, 2022
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Operating permits$38,677 $(4,498)$34,179 $38,677 $(4,109)$34,568 
Mineral leases17,766 (7,005)10,761 18,091 (7,056)11,035 
Reserve rights25,586 (4,402)21,184 25,242 (3,872)21,370 
Other4,884 (523)4,361 4,877 (466)4,411 
Total intangible assets$86,913 $(16,428)$70,485 $86,887 $(15,503)$71,384 
 
Amortization expense totaled $0.9 million and $0.9 million for the three months ended April 1, 2023 and April 2, 2022, respectively. The estimated amortization expense for the intangible assets for each of the five years subsequent to April 1, 2023 is as follows:
 
2023 (nine months)$2,984 
20243,987 
20253,945 
20263,897 
20273,884 
20283,887 
Thereafter47,901 
Total$70,485 




3. REVENUE RECOGNITION
 
We derive our revenue predominantly by selling construction materials, products and providing paving and related services. Construction materials consist of aggregates and cement. Products consist of related downstream products, including ready-mix concrete, asphalt paving mix and concrete products. Paving and related service revenue is generated primarily from the asphalt paving services that we provide.
 
Revenue by product for the three months ended April 1, 2023 and April 2, 2022 is as follows:
 Three months ended
 April 1, 2023April 2, 2022
Revenue by product*:  
Aggregates$143,653 $123,393 
Cement49,013 42,554 
Ready-mix concrete138,778 157,563 
Asphalt26,635 17,138 
Paving and related services27,184 30,610 
Other50,125 49,689 
Total revenue$435,388 $420,947 
*Revenue from liquid asphalt terminals is included in asphalt revenue.

Accounts receivable, net consisted of the following as of April 1, 2023 and December 31, 2022:
 
 April 1, 2023December 31, 2022
Trade accounts receivable$222,479 $215,766 
Construction contract receivables12,243 37,067 
Retention receivables9,428 11,048 
Accounts receivable244,150 263,881 
Less: Allowance for doubtful accounts(7,581)(7,212)
Accounts receivable, net$236,569 $256,669 
 
Retention receivables are amounts earned by the Company but held by customers until paving and related service contracts and projects are near completion or fully completed. Amounts are generally billed and collected within one year.
 
4. INVENTORIES
 
Inventories consisted of the following as of April 1, 2023 and December 31, 2022:
April 1, 2023December 31, 2022
Aggregate stockpiles$152,276 $148,347 
Finished goods51,884 33,622 
Work in process7,754 8,191 
Raw materials22,650 22,331 
Total$234,564 $212,491 
 

5. ACCRUED EXPENSES
 
Accrued expenses consisted of the following as of April 1, 2023 and December 31, 2022:



April 1, 2023December 31, 2022
Interest$11,064 $24,625 
Payroll and benefits20,447 34,485 
Finance lease obligations4,224 6,959 
Insurance19,713 18,127 
Non-income taxes5,621 5,101 
Deferred asset purchase payments5,287 5,131 
Professional fees2,053 924 
Other (1)25,154 25,356 
Total$93,563 $120,708 
_______________________________________________________________________
(1) Consists primarily of current portion of asset retirement obligations and miscellaneous accruals.

6. DEBT
 
Debt consisted of the following as of April 1, 2023 and December 31, 2022:
April 1, 2023December 31, 2022
Term Loan, due 2027:  
$508.3 million and $509.6 million, net of $4.8 million and $5.0 million discount at April 1, 2023 and December 31, 2022, respectively
$503,530 $504,549 
6 1/2% Senior Notes, due 2027
300,000 300,000 
5 1/4% Senior Notes, due 2029
700,000 700,000 
Total1,503,530 1,504,549 
Current portion of long-term debt5,096 5,096 
Long-term debt$1,498,434 $1,499,453 
 
The contractual payments of long-term debt, including current maturities, for the five years subsequent to April 1, 2023, are as follows:
2023 (nine months)$3,822 
20243,822 
20256,369 
20265,096 
2027789,177 
2028 
Thereafter700,000 
Total1,508,286 
Less: Original issue net discount(4,756)
Less: Capitalized loan costs(10,651)
Total debt$1,492,879 
 
Senior Notes—On August 11, 2020, Summit LLC and Summit Finance (together, 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 "2029 Notes Indenture"). The 2029 Notes 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 2029 Notes 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.

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 2029 Notes Indenture. Interest on the 2027 Notes is payable semi-annually on March 15 and September 15 of each year commencing on September 15, 2019.



 
As of April 1, 2023 and December 31, 2022, 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 $508.3 million and revolving credit commitments in an aggregate amount of $395.0 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 2023 payment. The interest rate on the term loan is a variable rate, it was 8.49% as of April 1, 2023. In 2022, the Company repaid $95.6 million of its term loan under provisions related to divestitures of businesses. The unpaid principal balance is due in full on the maturity date, which is December 14, 2027.
 
On December 14, 2022, Summit Materials, LLC entered into Amendment No. 5 to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”), which among other things, (a) refinanced the existing $509.6 million of existing term loans with new term loans under the Term Loan Facility bearing interest, at Summit LLC’s option, based on either the base rate or Term SOFR rate and an applicable margin of (i) 2.00% per annum with respect to base rate borrowings and a floor of 1.00% per annum or (ii) 3.00% per annum with respect to Term SOFR borrowings, with a SOFR adjustment of 0.10% per annum and a floor of zero, and (b) extended the maturity date to December 14, 2027.

On January 10, 2023, Summit Materials, LLC entered into Amendment No. 6 to the Credit Agreement, which among other things, increased the maximum amount available to $395.0 million and extended the maturity date to January 10, 2028. The revolving credit agreement bears interest per annum equal to a Term SOFR Rate with a SOFR adjustment of 0.10% per annum and a floor of zero.
 
There were no outstanding borrowings under the revolving credit facility as of April 1, 2023 and December 31, 2022, with borrowing capacity of $373.9 million remaining as of April 1, 2023, which is net of $21.1 million of outstanding letters of credit. The outstanding letters of credit are renewed annually and support required bonding on construction projects, large leases, workers compensation claims 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 April 1, 2023 and December 31, 2022, Summit LLC was in compliance with all financial covenants.
 
Summit LLC’s wholly-owned domestic subsidiary companies, subject to certain exclusions and exceptions, are named as subsidiary guarantors of the Senior Notes and the Senior Secured Credit Facilities. In addition, Summit LLC has pledged substantially all of its assets as collateral, subject to certain exclusions and exceptions, for the Senior Secured Credit Facilities.

The following table presents the activity for the deferred financing fees for the three months ended April 1, 2023 and April 2, 2022:
 Deferred financing fees
Balance—December 31, 2022$11,489 
Loan origination fees1,566 
Amortization(616)
Write off of deferred financing fees(160)
Balance—April 1, 2023$12,279 
  
  
Balance - January 1, 2022$13,049 
Amortization(692)
Balance -April 2, 2022$12,357 
 
Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC Bank Canada, 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% and (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 April 1, 2023 or December 31, 2022, which may be terminated upon demand.



 
7. INCOME TAXES
 
Summit LLC is a limited liability company and passes its tax attributes for federal and state tax purposes to its parent company and is generally not subject to federal or state income tax. However, certain subsidiary entities file federal, state and Canadian income tax returns due to their status as taxable entities in the respective jurisdiction. The effective income tax rate for the C Corporations differs from the statutory federal rate primarily due to (1) tax depletion expense in excess of the expense recorded under U.S. GAAP, (2) basis differences in assets divested, (3) state income taxes and the effect of graduated tax rates and (4) various other items, such as limitations on meals and entertainment and other costs. The effective income tax rate for the Canadian subsidiary is not significantly different from its historical effective tax rate.
 
No material interest or penalties were recognized in income tax expense during the three months ended April 1, 2023 and April 2, 2022.

8. MEMBERS’ INTEREST
 
Accumulated other comprehensive income (loss)The changes in each component of accumulated other comprehensive income (loss) consisted of the following:
 
   Accumulated
  Foreign currencyother
 Change intranslationcomprehensive
 retirement plansadjustments(loss) income
Balance — December 31, 2022$(762)$(20,614)$(21,376)
Foreign currency translation adjustment— 203 203 
Balance — April 1, 2023$(762)$(20,411)$(21,173)
Balance — January 1, 2022$(7,243)$(8,783)$(16,026)
Foreign currency translation adjustment— 1,744 1,744 
Balance — April 2, 2022$(7,243)$(7,039)$(14,282)
 
9. SUPPLEMENTAL CASH FLOW INFORMATION
 
Supplemental cash flow information is as follows:
 Three months ended
April 1, 2023April 2, 2022
Cash payments:  
Interest$37,970 $31,789 
Payments for income taxes, net2,088 1,542 
Operating cash payments on operating leases2,402 2,455 
Operating cash payments on finance leases149 372 
Finance cash payments on finance leases4,011 5,949 
Non cash investing and financing activities:
Accrued liabilities for purchases of property, plant and equipment$21,911 $23,610 
Right of use assets obtained in exchange for operating lease obligations679 5,416 
Right of use assets obtained in exchange for finance leases obligations413 248 
 
10. 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 Accounting Standards Update 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:
Three months ended
April 1, 2023April 2, 2022
Operating lease cost$2,641$2,512 
Variable lease cost30113
Short-term lease cost7,2708,248
Financing lease cost:
Amortization of right-of-use assets8181,986
Interest on lease liabilities148369
Total lease cost$10,907$13,228
April 1, 2023December 31, 2022
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets$36,638$37,889
Current operating lease liabilities$7,515$7,296
Noncurrent operating lease liabilities34,31535,737
Total operating lease liabilities$41,830$43,033
Finance leases:
Property and equipment, gross$24,565$32,119
Less accumulated depreciation(11,279)(14,992)
Property and equipment, net$13,286$17,127
Current finance lease liabilities$4,224$6,959
Long-term finance lease liabilities6,3037,167
Total finance lease liabilities$10,527$14,126
Weighted average remaining lease term (years):
Operating leases9.09.1
Finance lease3.52.8
Weighted average discount rate:
Operating leases4.7 %4.7 %
Finance leases5.6 %5.3 %
Maturities of lease liabilities, as of April 1, 2023, were as follows:
Operating LeasesFinance Leases
2023 (nine months)$6,929$3,106
20248,2893,433
20256,3772,435
20265,009990
20274,161760
20283,223513
Thereafter16,787570
Total lease payments50,77511,807
Less imputed interest(8,945)(1,280)
Present value of lease payments$41,830$10,527





11. COMMITMENTS AND CONTINGENCIES
 
The Company is party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all 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.
 
The Company has asset retirement obligations arising from regulatory and contractual requirements to perform reclamation activities at the time certain quarries and landfills are closed. As of April 1, 2023 and December 31, 2022, $35.5 million and $36.3 million, respectively, were included in other noncurrent liabilities on the consolidated balance sheets and $5.3 million and $4.0 million, respectively, were included in accrued expenses for future reclamation costs. The total undiscounted anticipated costs for site reclamation as of April 1, 2023 and December 31, 2022 were $124.8 million and $124.9 million, respectively.
 
Other—The Company is obligated under various firm purchase commitments for certain raw materials and services that are in the ordinary course of business. Management does not expect any significant changes in the market value of these goods and services during the commitment period that would have a material adverse effect on the financial condition, results of operations and cash flows of the Company. The terms of the purchase commitments generally approximate one year.
 
12. FAIR VALUE
 
Fair Value Measurements—Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified.
 
The fair value of contingent consideration as of April 1, 2023 and December 31, 2022 was: 
April 1, 2023December 31, 2022
Current portion of acquisition-related liabilities and Accrued expenses:  
Contingent consideration$336 $336 
Acquisition-related liabilities and Other noncurrent liabilities:
Contingent consideration$4,961 $4,981 
 
The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and a 10.0% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. There were no material valuation adjustments to contingent consideration as of April 1, 2023 and April 2, 2022.




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 April 1, 2023 and December 31, 2022 was:
 April 1, 2023December 31, 2022
 Fair ValueCarrying ValueFair ValueCarrying Value
Level 1    
Long-term debt(1)$1,457,171 $1,503,530 $1,447,673 $1,504,549 
Level 3    
Current portion of deferred consideration and noncompete obligations(2)6,907 6,907 13,382 13,382 
Long term portion of deferred consideration and noncompete obligations(3)17,978 17,978 24,070 24,070 
(1)$5.1 million was included in current portion of debt as of April 1, 2023 and December 31, 2022.
(2)Included in current portion of acquisition-related liabilities on the consolidated balance sheets.
(3)Included in acquisition-related liabilities on the consolidated balance sheets.

The fair value of debt was determined based on observable, or Level 2, inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded.
 
Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value.
 
13. SEGMENT INFORMATION
 
The Company has three operating segments: West, East and Cement, which are its reporting segments. These segments are consistent with the Company’s management reporting structure.
 
The operating results of each segment are regularly reviewed and evaluated by the Chief Executive Officer, our Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of the Company’s segments and allocates resources to them based on a segment profit metric that we call Adjusted EBITDA, which is computed as earnings from operations before interest, taxes, depreciation, depletion, amortization, accretion and share-based compensation, as well as various other non-recurring, non-cash amounts.
 
The West and East segments have several 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 April 1, 2023 and December 31, 2022 and for the three months ended April 1, 2023 and April 2, 2022:
 Three months ended
 April 1, 2023April 2, 2022
Revenue*:  
West$250,882 $252,232 
East130,389 122,490 
Cement54,117 46,225 
Total revenue$435,388 $420,947 
*Intercompany sales are immaterial and the presentation above only reflects sales to external customers.
 



 Three months ended
 April 1, 2023April 2, 2022
Loss from operations before taxes$(37,678)$(39,543)
Interest expense27,420 20,149 
Depreciation, depletion and amortization50,188 50,479 
Accretion706 714 
Loss on debt financings493  
Gain on sale of businesses (14,205)
Non-cash compensation4,708 5,422 
Other(4,636)247 
Total Adjusted EBITDA$41,201 $23,263 
Total Adjusted EBITDA by Segment:
West$32,678 $32,692 
East18,852 8,136 
Cement10 (5,819)
Corporate and other(10,339)(11,746)
Total Adjusted EBITDA$41,201 $23,263 
 
 Three months ended
April 1, 2023April 2, 2022
Purchases of property, plant and equipment  
West$38,174 $26,874 
East15,518 24,326 
Cement6,996 6,115 
Total reportable segments60,688 57,315 
Corporate and other2,896 459 
Total purchases of property, plant and equipment$63,584 $57,774 
 
 Three months ended
 April 1, 2023April 2, 2022
Depreciation, depletion, amortization and accretion:  
West$26,373 $24,575 
East15,535 18,295 
Cement7,998 7,574 
Total reportable segments49,906 50,444 
Corporate and other988 749 
Total depreciation, depletion, amortization and accretion$50,894 $51,193 

April 1, 2023December 31, 2022
Total assets:  
West$1,632,437 $1,565,776 
East1,155,539 1,151,223 
Cement885,608 873,604 
Total reportable segments3,673,584 3,590,603 
Corporate and other397,889 529,103 
Total$4,071,473 $4,119,706 
 



14. GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION
 
Summit LLC’s domestic wholly-owned subsidiary companies other than Finance Corp. are named as guarantors (collectively, the “Guarantors”) of the Senior Notes. Finance Corp. does not and will not have any assets or operations other than as may be incidental to its activities as a co-issuer of the Senior Notes and other indebtedness. Certain other partially-owned subsidiaries and a non-U.S. entity do not guarantee the Senior Notes (collectively, the “Non-Guarantors”). The Guarantors provide a joint and several, full and unconditional guarantee of the Senior Notes.
 
There are no significant restrictions on Summit LLC’s ability to obtain funds from any of the Guarantors in the form of dividends or loans. Additionally, there are no significant restrictions on a Guarantor’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 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 Guarantors or Non-Guarantors operated as independent entities.




Condensed Consolidating Balance Sheets
April 1, 2023
     
  Non-  
 Issuers
Guarantors 
Guarantors 
Eliminations 
Consolidated
Assets     
Current assets:     
Cash and cash equivalents$352,581 $2,713 $27,633 $(3,470)$379,457 
Accounts receivable, net2,066 213,534 21,042 (73)236,569 
Intercompany receivables320,454 1,935,271  (2,255,725) 
Cost and estimated earnings in excess of billings 12,689 1,698  14,387 
Inventories 228,260 6,304  234,564 
Other current assets11,751 13,094 1,068  25,913 
Total current assets686,852 2,405,561 57,745 (2,259,268)890,890 
Property, plant and equipment, net23,419 1,762,834 81,159  1,867,412 
Goodwill 1,103,845 56,680  1,160,525 
Intangible assets, net 66,125 4,360  70,485 
Operating lease right-of-use assets4,463 27,447 4,728  36,638 
Other assets4,671,809 206,025 1,258 (4,833,569)45,523 
Total assets$5,386,543 $5,571,837 $205,930 $(7,092,837)$4,071,473 
Liabilities and Members' Interest
Current liabilities:
Current portion of debt$5,096 $ $ $ $5,096 
Current portion of acquisition-related liabilities 7,243   7,243 
Accounts payable3,711 125,906 9,272 (73)138,816 
Accrued expenses37,547 57,127 2,359 (3,470)93,563 
Current operating lease liabilities981 5,841 693  7,515 
Intercompany payables1,731,965 521,961 1,799 (2,255,725) 
Billings in excess of costs and estimated earnings 3,684 549  4,233 
Total current liabilities1,779,300 721,762 14,672 (2,259,268)256,466 
Long-term debt1,487,783    1,487,783 
Acquisition-related liabilities 22,939   22,939 
Noncurrent operating lease liabilities8,493 21,953 3,869  34,315 
Other noncurrent liabilities5,821 206,075 117,349 (164,421)164,824 
Total liabilities3,281,397 972,729 135,890 (2,423,689)1,966,327 
Total members' interest2,105,146 4,599,108 70,040 (4,669,148)2,105,146 
Total liabilities and members' interest$5,386,543 $5,571,837 $205,930 $(7,092,837)$4,071,473 
        



Condensed Consolidating Balance Sheets
December 31, 2022
 
     
  Non-  
 Issuers
Guarantors 
Guarantors 
Eliminations 
Consolidated
Assets     
Current assets:     
Cash and cash equivalents$498,307 $2,864 $26,298 $(7,018)$520,451 
Accounts receivable, net1,528 233,039 22,127 (25)256,669 
Intercompany receivables329,744 1,937,390  (2,267,134) 
Cost and estimated earnings in excess of billings 5,861 649  6,510 
Inventories 206,418 6,073  212,491 
Other current assets4,755 16,341 1,159  22,255 
Total current assets834,334 2,401,913 56,306 (2,274,177)1,018,376 
Property, plant and equipment, net21,306 1,710,972 81,424  1,813,702 
Goodwill 1,076,935 56,611  1,133,546 
Intangible assets, net 66,972 4,412  71,384 
Operating lease right-of-use assets4,665 28,310 4,914  37,889 
Other assets4,599,488 204,644 1,220 (4,760,543)44,809 
Total assets$5,459,793 $5,489,746 $204,887 $(7,034,720)$4,119,706 
Liabilities and Members' Interest
Current liabilities:
Current portion of debt$5,096 $ $ $ $5,096 
Current portion of acquisition-related liabilities 13,718   13,718 
Accounts payable3,553 93,096 7,806 (25)104,430 
Accrued expenses54,417 70,433 2,876 (7,018)120,708 
Current operating lease liabilities921 5,637 738  7,296 
Intercompany payables1,750,352 513,494 3,288 (2,267,134) 
Billings in excess of costs and estimated earnings 4,956 783  5,739 
Total current liabilities1,814,339 701,334 15,491 (2,274,177)256,987 
Long-term debt1,488,569    1,488,569 
Acquisition-related liabilities 29,051   29,051 
Noncurrent operating lease liabilities8,726 22,871 4,140  35,737 
Other noncurrent liabilities5,009 208,185 117,439 (164,421)166,212 
Total liabilities3,316,643 961,441 137,070 (2,438,598)1,976,556 
Total members' interest2,143,150 4,528,305 67,817 (4,596,122)2,143,150 
Total liabilities and members' interest$5,459,793 $5,489,746 $204,887 $(7,034,720)$4,119,706 




Condensed Consolidating Statements of Operations
For the three months ended April 1, 2023
 
     
  Non-  
 Issuers
Guarantors 
Guarantors 
Eliminations
Consolidated 
Revenue$ $408,422 $27,761 $(795)$435,388 
Cost of revenue (excluding items shown separately below) 335,210 19,622 (795)354,037 
General and administrative expenses15,221 28,947 1,764  45,932 
Depreciation, depletion, amortization and accretion988 47,153 2,753  50,894 
Operating (loss) income(16,209)(2,888)3,622  (15,475)
Other income, net(19,147)(277)(508)14,715 (5,217)
Interest expense (income)39,845 (13,795)1,370  27,420 
(Loss) income from operation before taxes(36,907)11,184 2,760 (14,715)(37,678)
Income tax expense (benefit)304 (1,510)739  (467)
Net (loss) income attributable to Summit LLC$(37,211)$12,694 $2,021 $(14,715)$(37,211)
Comprehensive (loss) income attributable to member of Summit Materials, LLC$(37,008)$12,694 $1,818 $(14,512)$(37,008)

Condensed Consolidating Statements of Operations
For the three months ended April 2, 2022
 
     
  Non-  
 Issuers
Guarantors 
GuarantorsEliminationsConsolidated
Revenue$ $395,180 $27,097 $(1,330)$420,947 
Cost of revenue (excluding items shown separately below) 334,264 20,446 (1,330)353,380 
General and administrative expenses17,304 31,672 1,693  50,669 
Depreciation, depletion, amortization and accretion750 47,496 2,947  51,193 
Operating (loss) income(18,054)(18,252)2,011  (34,295)
Other income, net(5,919)(552)(7)5,782 (696)
Interest expense (income)33,902 (15,123)1,370  20,149 
Gain on sale of business (14,205)  (14,205)
(Loss) income from operation before taxes(46,037)11,628 648 (5,782)(39,543)
Income tax expense350 6,318 176  6,844 
Net (loss) income attributable to Summit LLC$(46,387)$5,310 $472 $(5,782)$(46,387)
Comprehensive (loss) income attributable to member of Summit Materials, LLC$(44,643)$5,310 $(1,272)$(4,038)$(44,643)




Condensed Consolidating Statements of Cash Flows
For the three months ended April 1, 2023
 
     
  Non-  
 Issuers
Guarantors 
GuarantorsEliminationsConsolidated
Net cash (used in) provided by operating activities$(55,528)$49,394 $6,469 $ $335 
Cash flow from investing activities:
Acquisitions, net of cash acquired (55,477)  (55,477)
Purchase of property, plant and equipment(2,895)(58,356)(2,333) (63,584)
Proceeds from the sale of property, plant, and equipment 1,777   1,777 
Other (1,045)  (1,045)
Net cash (used for) provided by investing activities(2,895)(113,101)(2,333) (118,329)
Cash flow from financing activities:
Capital distributions to member(55,870)55,885   15 
Loans received from and payments made on loans from other Summit Companies(25,853)24,951 (2,646)3,548  
Payments on long-term debt(1,274)(3,140)  (4,414)
Payments on acquisition-related liabilities (11,374)  (11,374)
Debt issuance costs(1,566)   (1,566)
Other(2,740)(2,766)(213) (5,719)
Net cash (used in) provided by financing activities(87,303)63,556 (2,859)3,548 (23,058)
Impact of cash on foreign currency  58  58 
Net (decrease) increase in cash(145,726)(151)1,335 3,548 (140,994)
Cash — Beginning of period498,307 2,864 26,298 (7,018)520,451 
Cash — End of period$352,581 $2,713 $27,633 $(3,470)$379,457 


























Condensed Consolidating Statements of Cash Flows
For the three months ended April 2, 2022
 
     
  Non-  
 Issuers
Guarantors 
GuarantorsEliminationsConsolidated
Net cash (used in) provided by operating activities$(48,551)$25,873 $5,965 $ $(16,713)
Cash flow from investing activities:
Purchase of property, plant and equipment(459)(55,522)(1,793) (57,774)
Proceeds from the sale of property, plant, and equipment 1,360 79  1,439 
Proceeds from the sale of a business 47,821   47,821 
Other (857)  (857)
Net cash used for investing activities(459)(7,198)(1,714) (9,371)
Cash flow from financing activities:
Capital distributions to member(47,482)   (47,482)
Loans received from and payments made on loans from other Summit Companies4,703 (2,052)(3,353)702  
Payments on long-term debt(1,588)(6,015)  (7,603)
Payments on acquisition-related liabilities (11,397)  (11,397)
Other(1,180)   (1,180)
Net cash used in financing activities(45,547)(19,464)(3,353)702 (67,662)
Impact of cash on foreign currency  177  177 
Net (decrease) increase in cash(94,557)(789)1,075 702 (93,569)
Cash — Beginning of period365,044 2,264 18,337 (4,684)380,961 
Cash — End of period$270,487 $1,475 $19,412 $(3,982)$287,392