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Vulcan Materials CO

For the period ended Mar 31, 2025. Filed Apr 30, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2025 · Filed Apr 30, 2025

VMC$282.72-1.0%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-10-30.

0001396009-24-000023

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 245 previous paragraphs and 205 current paragraphs.

130 unchanged; 39 reworded; 36 added; 72 removed; 4 previous and 0 current paragraphs rearranged.

Tables are not compared: 16 previous and 15 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (36)

Current report

▪Total revenues increased $88.9 million, or 6%, to $1,634.6 million

Current report

▪Gross profit increased $60.4 million, or 20%, to $365.3 million

Current report

▪Aggregates segment freight-adjusted revenues increased $60.6 million, or 6%, to $1,052.0 million

Current report

▪Shipments decreased 1%, or 0.4 million tons, to 47.8 million tons

Current report

▪Aggregates segment gross profit increased $54.0 million, or 18%, to $357.3 million

Current report

▪Operating earnings increased $53.5 million, or 31%, to $226.4 million

Current report

▪Earnings attributable to Vulcan from continuing operations were $0.98 per diluted share compared to $0.78 per diluted share

Current report

▪Adjusted earnings attributable to Vulcan from continuing operations were $1.00 per diluted share compared to $0.80 per diluted share

Current report

▪Net earnings attributable to Vulcan were $128.9 million, an increase of $26.2 million or 26%

Current report

▪Adjusted EBITDA was $410.9 million, an increase of $87.4 million, or 27%

Current report

▪Returned capital to shareholders via share repurchases of $38.1 million at $224.36 average price per share compared to $18.8 million at $265.44 average price per share

Current report

The combination of our aggregates-led business and our consistent focus on our Vulcan Way of Selling and Vulcan Way of Operating disciplines resulted in strong earnings growth and margin expansion in the first quarter. Adjusted EBITDA increased 27%, and Adjusted EBITDA margin expanded 420 basis points over the prior year. Aggregates gross profit per ton improved 19%, and cash gross profit per ton improved 20%, with widespread improvements across our footprint. Our commercial and operational execution support our full-year outlook to deliver another year of earnings growth in 2025.

Current report

We used $400.0 million of cash on hand to redeem our 2025 notes this quarter, resulting in a ratio of total debt to trailing-twelve months Adjusted EBITDA of 2.3 times (2.2 times on a net debt basis, reflecting $192.9 million of cash on hand).

Current report

On a trailing-twelve months basis, return on invested capital was 16.2%, a 10 basis points decrease over the prior year, primarily resulting from the fourth quarter 2024 acquisitions of Wake Stone Corporation (Wake Stone) and Superior Ready Mix Concrete, L.P. (Superior).

Current report

Our execution in the first quarter was strong, and we reiterate our full-year outlook to deliver $2,350 million to $2,550 million of Adjusted EBITDA. We continue to monitor the impact on overall economic activity from the uncertainty surrounding trade policy and the trajectory of interest rates. As always, we are focused on the things we can control. Our continued execution of our strategic disciplines has and will continue to lead to attractive cash generation and value creation for our shareholders regardless of external headwinds.

Current report

(+$54.0 million or 18%) and the Concrete segment (+$6.3 million or 204%) and remained flat in the Asphalt segment.

Current report

Net earnings attributable to Vulcan for the first quarter of 2025 include:

Current report

▪$1.7 million of tax charges related to a valuation allowance against Calica deferred tax assets, including NOL carryforwards

Current report

Net earnings attributable to Vulcan for the first quarter of 2024 include:

Current report

▪pretax charges of $0.1 million associated with non-routine acquisitions

Current report

▪$1.6 million of tax charges related to a valuation allowance against Calica deferred tax assets, including NOL carryforwards

Current report

First quarter Aggregates segment gross profit increased 18% to $357.3 million (increased 19% to $7.48 on a per ton basis), and gross profit margin expanded 320 basis points. Cash gross profit per ton increased 20% to $10.63 per ton resulting from geographically widespread pricing growth and operational efficiencies. On a trailing-twelve months basis, cash gross profit per ton was $10.99, marking the ninth consecutive quarter of double-digit compounding improvement in unit profitability.

Current report

Aggregates shipments decreased 1% compared to the prior year. Shipments from acquisitions partially offset one less shipping day in the quarter and challenging weather, particularly in February.

Current report

Price increases effective at the beginning of the year resulted in another quarter of attractive growth. Freight-adjusted selling prices increased 7.0% (mix-adjusted pricing increased 8.5%) compared to the prior year. Freight-adjusted unit cash cost of sales decreased 3% ($0.33 per ton) as a result of continued operational cost discipline and moderating inflationary pressures.

Current report

Concrete segment gross profit of $3.2 million was up $6.3 million from the prior year's first quarter, and cash gross profit of $18.6 million was a 103% increase from the prior year. Unit gross profit increased 191%, and unit cash gross profit increased 77% through a combination of improvement in the legacy business and the benefit of acquired operations. Shipments increased 15%, and pricing increased 3.6% versus the prior year.

Current report

Net interest expense was $59.7 million in the first quarter of 2025 compared to $39.1 million in the first quarter of 2024. The increase in interest expense was primarily due to a higher debt level resulting from the November 2024 notes issuances.

Current report

Earnings attributable to Vulcan from continuing operations were $0.98 per diluted share in the first quarter of 2025 compared to $0.78 per diluted share in the first quarter of 2024.

Current report

Our industry is experiencing uncertainty due to rapid changes in global trade policies including announced tariff increases, potential additional tariff increases and other measures that could restrict international trade. Economic pressures on our customers, including the challenges of inflation and the impact of tariffs and other trade measures, may negatively impact our shipment volumes. We will continue to evaluate the evolving macroeconomic environment to take action to mitigate the impact on our business.

Current report

1 Includes $150 million estimated contribution from acquisitions.

Current report

In November 2024, we issued $500.0 million of 4.95% senior notes due 2029, $750.0 million of 5.35% senior notes due 2034 and $750.0 million of 5.70% senior notes due 2054. Total proceeds of $1,975.0 million (net of discounts and transaction costs), together with cash on hand, were used to provide liquidity for acquisitions in 2024 and debt maturing in 2025.

Current report

In March 2025, we redeemed the $400.0 million senior notes due April 2025 using cash on hand.
Removed paragraphs (72)

Previous report

▪Total revenues decreased $181.9 million, or 8%, to $2,003.9 million

Previous report

▪Gross profit decreased $25.8 million, or 4%, to $565.2 million

Previous report

▪Aggregates segment freight-adjusted revenues decreased $7.7 million, or 1%, to $1,228.0 million

Previous report

▪Shipments decreased 10%, or 6.3 million tons, to 57.7 million tons

Previous report

▪Aggregates segment gross profit decreased $10.6 million, or 2%, to $498.5 million

Previous report

▪Operating earnings decreased $81.8 million, or 20%, to $337.1 million

Previous report

▪Earnings attributable to Vulcan from continuing operations were $1.57 per diluted share compared to $2.09 per diluted share

Previous report

▪Adjusted earnings attributable to Vulcan from continuing operations were $2.22 per diluted share compared to $2.29 per diluted share

Previous report

▪Net earnings attributable to Vulcan were $207.6 million, a decrease of $68.9 million, or 25%

Previous report

▪Adjusted EBITDA was $580.6 million, a decrease of $21.6 million, or 4%

Previous report

Results and activities in the third quarter evidence the consistent execution of our two-pronged strategy to generate durable growth. We continue to enhance our core through expansion of our aggregates gross profit per ton, which increased 9% in the third quarter. In addition, our industry-leading cash gross profit per ton increased 10% in the third quarter and has grown by double-digits for eight consecutive quarters. We also recently announced the acquisition of Wake Stone Corporation, a leading pure-play aggregates producer, that will expand our reach in high-growth geographies in the Carolinas. Our Vulcan Way of Selling and Vulcan Way of Operating disciplines remain fundamental to compounding profitability across our franchise and successfully integrating new operations.

Previous report

The acquisition of Wake Stone Corporation is consistent with our disciplined capital allocation priorities and aggregates-led strategy of continuing to expand our reach to better serve more high-growth regions in the United States, most notably with this transaction in Raleigh, North Carolina. The acquisition is expected to provide more than 60 years of quality hard rock reserves. We expect to close the transaction during the fourth quarter of this year, subject to the satisfaction of customary closing conditions.

Previous report

While significant weather disruptions have impacted construction activity through the first nine months of the year, overall demand fundamentals continue to underpin long-term growth. The pricing environment remains positive, and we continue to execute well. Given the decline in shipments to date and continued weather events so far in the fourth quarter, we now expect full-year Adjusted EBITDA of approximately $2,000 million.

Previous report

As we look to 2025, we expect aggregates price to improve high-single digits, costs to benefit from moderating inflation and our Vulcan Way of Operating discipline, and most importantly cash gross profit per ton to continue expanding at double-digit levels. A demand backdrop underpinned by growth in public construction activity and an improving private demand environment should lead to volume growth in 2025. Our steadfast focus to execute at the highest level – both commercially and operationally – positions us well to capitalize on improving volume and grow earnings.

Previous report

Net earnings attributable to Vulcan for the third quarter of 2024 include:

Previous report

▪pretax charges of $86.6 million associated with a goodwill impairment

Previous report

▪pretax charges of $0.8 million associated with non-routine acquisitions

Previous report

▪$1.9 million of tax charges related to a valuation allowance against Calica deferred tax assets, including NOL carryforwards

Previous report

Net earnings attributable to Vulcan for the third quarter of 2023 include:

Previous report

▪pretax charges of $28.3 million associated with long-lived asset impairments

Previous report

▪$5.0 million of tax charges related to a valuation allowance against Calica deferred tax assets, including NOL carryforwards

Previous report

Third quarter Aggregates segment gross profit decreased 2% to $498.5 million (increased 9% to $8.63 on a per ton basis), and gross profit margin expanded 40 basis points. Cash gross profit per ton increased 10% to $10.89 per ton, despite lower shipments and harsh weather conditions throughout the quarter. Improvements in unit profitability were widespread across our footprint.

Previous report

Aggregates shipments decreased 10% compared to the prior year. Shipments across the Southeast were impacted by significant rainfall in July, followed by numerous hurricanes and severe storms in August and September. The prior year's third quarter included fewer severe weather events.

Previous report

The pricing environment remained positive across our footprint. Freight-adjusted selling prices increased 10.2%, as compared to the prior year. Freight-adjusted unit cash cost of sales was negatively impacted by lower volume and challenging, weather-affected operating conditions; freight-adjusted cash cost of sales dollars remained flat compared to the prior year.

Previous report

Concrete segment gross profit of $6.5 million was down $19.5 million from the prior year's third quarter, and cash gross profit of $17.4 million was a 63% decrease from the prior year. The prior year's third quarter included results from the previously divested operations in Texas which accounted for the majority of the year-over-year decline in cash gross profit.

Previous report

During the third quarter of 2024, we recorded an $86.6 million pretax goodwill impairment charge related to a reporting unit that includes concrete operations acquired from U.S. Concrete in 2021 ($84.2 million after tax). During the third quarter of 2023, our concrete assets in Texas were classified as held for sale, resulting in a pretax long-lived asset impairment charge of $28.3 million ($21.1 million after tax).

Previous report

Net interest expense was $38.4 million in the third quarter of 2024 compared to $46.6 million in the third quarter of 2023.

Previous report

Earnings attributable to Vulcan from continuing operations were $1.57 per diluted share in the third quarter of 2024 compared to $2.09 per diluted share in the third quarter of 2023.

Previous report

YEAR-TO-DATE SEPTEMBER 30, 2024 COMPARED TO YEAR-TO-DATE SEPTEMBER 30, 2023

Previous report

Total revenues for the first nine months of 2024 were $5,564.0 million, down 6% from the first nine months of 2023. Shipments decreased in aggregates (-7%), decreased in ready-mixed concrete (-55%) and increased in asphalt mix (+1%). Gross profit increased in the Aggregates (+$18.0 million or 1%) and Asphalt (+$10.6 million or 9%) segments. Concrete segment gross profit decreased by $42.5 million (-84%) in part as a result of the divestiture of our operations in Texas in November 2023 (see Note 16 to thecondensed consolidated financial statements).

Previous report

Net earnings attributable to Vulcan for the first nine months of 2024 were $618.2 million, or $4.65 per diluted share, compared to $705.8 million, or $5.28 per diluted share, in the first nine months of 2023. Each period’s results were impacted by discrete items, as follows:

Previous report

Net earnings attributable to Vulcan for the first nine months of 2024 include:

Previous report

▪pretax charges of $86.6 million associated with a goodwill impairment

Previous report

▪pretax charges of $1.0 million associated with divested operations

Previous report

▪pretax charges of $1.8 million associated with non-routine acquisitions

Showing the first 40 of 72 passages. Open the source sections for the rest.

Reworded paragraphs (39)

Previous wording

No material part of our business depends upon any single customer whose loss would have a significant adverse effect on our business. In 2023, our five largest customers accounted for less than 8% of our total revenues, and no single customer accounted for more than 3% of our total revenues. Although approximately 40% to 55% of our aggregates shipments have historically been used in publicly-funded construction, such as highways, airports and government buildings, a relatively small portion of our sales are made directly to federal, state, county or municipal governments/agencies. Therefore, although reductions in state and federal funding can curtail publicly-funded construction, the vast majority of our business is not directly subject to renegotiation of profits or termination of contracts with local, state or federal governments. In addition, our sales to government entities span several hundred entities coast-to-coast, ensuring that negative changes to various government budgets would have a muted impact across such a diversified set of government customers.

Current wording

No material part of our business depends upon any single customer whose loss would have a significant adverse effect on our business. In 2024, our five largest customers accounted for approximately 8% of our total revenues, and no single customer accounted for more than 3% of our total revenues. Although approximately 40% to 55% of our aggregates shipments have historically been used in publicly-funded construction, such as highways, airports and government buildings, a relatively small portion of our sales are made directly to federal, state, county or municipal governments/agencies. Therefore, although reductions in state and federal funding can curtail publicly-funded construction, the vast majority of our business is not directly subject to renegotiation of profits or termination of contracts with local, state or federal governments. In addition, our sales to government entities span several hundred entities coast-to-coast, ensuring that negative changes to various government budgets would have a muted impact across such a diversified set of government customers.

Previous wording

▪Aggregates segment sales decreased $56.0 million, or 3%, to $1,572.4 million

Current wording

▪Aggregates segment sales increased $44.6 million, or 3%, to $1,335.9 million

Previous wording

▪Freight-adjusted sales price increased 10.2%, or $1.96 per ton, to $21.27

Current wording

▪Freight-adjusted sales price increased 7.0%, or $1.44 per ton, to $22.03

Previous wording

▪Unit profitability (as measured by gross profit per ton) increased 9% to $8.63 per ton

Current wording

▪Unit profitability (as measured by gross profit per ton) increased 19% to $7.48 per ton

Previous wording

▪Asphalt and Concrete segment gross profit decreased $15.2 million to $66.7 million, collectively

Current wording

▪Asphalt and Concrete segment gross profit increased $6.4 million to $8.0 million, collectively

Previous wording

▪Selling, administrative and general (SAG) expenses decreased $14.8 million (20 basis points as a percentage of total revenues)

Current wording

▪Selling, administrative and general (SAG) expenses increased $8.6 million (10 basis points as a percentage of total revenues)

Previous wording

▪Returned capital to shareholders via dividends of $60.8 million at $0.46 per share versus $57.2 million at $0.43 per share

Current wording

▪Returned capital to shareholders via dividends of $66.0 million at $0.49 per share versus $62.0 million at $0.46 per share

Previous wording

Capital expenditures, including maintenance and growth projects, were $104.3 million in the third quarter and $402.2 million on a year-to-date basis. During 2024, we expect to spend between $625 million and $650 million on maintenance and growth projects. During the quarter, we returned $60.8 million to shareholders through dividends, a 6% increase versus the prior year.

Current wording

Capital expenditures, including maintenance and growth projects, were $105.3 million in the first quarter. During 2025, we expect to spend between $750 million and $800 million on maintenance and growth projects. During the quarter, we returned $104.1 million to shareholders through $38.1 million of common stock repurchases and $66.0 million of dividends, a 29% increase versus the prior year.

Previous wording

We remain well positioned for continued growth with a strong liquidity position and balance sheet profile. As of September 30, 2024, the ratio of total debt to trailing-twelve months Adjusted EBITDA was 1.7 times, below our stated long-term target leverage range of 2.0 to 2.5 times. On a trailing twelve months basis, return on invested capital improved 70 basis points over the prior year to 16.1%.

Current wording

We remain well positioned for continued growth with a strong liquidity position and balance sheet profile. Our weighted-average debt maturity was 13.4 years, and our total weighted-average effective interest rate was 5.00%.

Previous wording

Interest expense, net of interest income, was $38.4 million in the third quarter compared with $46.6 million in the prior year.

Current wording

Interest expense, net of interest income, was $59.7 million in the first quarter compared with $39.1 million in the prior year. The $20.6 million increase is primarily due to a higher debt level resulting from the November 2024 notes issuances.

Previous wording

Third quarter 2024 total revenues were $2,003.9 million, down 8% from the third quarter of 2023. Shipments decreased in aggregates (-10%), decreased in ready-mixed concrete (-56%) and increased in asphalt mix (+1%). Gross profit decreased in the Aggregates segment (-$10.6 million or 2%) and increased in the Asphalt segment (+$4.3 million or 8%). Concrete segment gross profit decreased by $19.5 million (-75%) in part as a result of the divestiture of our operations in Texas in November 2023 (see Note 16 to thecondensed consolidated financial statements).

Current wording

First quarter 2025 total revenues were $1,634.6 million, up 6% from the first quarter of 2024. Shipments decreased in aggregates (-1%) and increased in asphalt mix (+4%) and ready-mixed concrete (+15%). Gross profit increased in the Aggregates segment

Previous wording

Net earnings attributable to Vulcan for the third quarter of 2024 were $207.6 million, or $1.56 per diluted share, compared to $276.5 million, or $2.07 per diluted share, in the third quarter of 2023. Each period’s results were impacted by discrete items, as follows:

Current wording

Net earnings attributable to Vulcan for the first quarter of 2025 were $128.9 million, or $0.97 per diluted share, compared to $102.7 million, or $0.77 per diluted share, in the first quarter of 2024. Each period’s results were impacted by discrete items, as follows:

Previous wording

In March 2023, we issued $550.0 million of 5.80% senior notes due 2026. Total proceeds of $546.6 million (net of discounts and transaction costs), together with cash on hand, were used to repay the $550.0 million delayed draw term loan. We redeemed these notes at par in March 2024 using cash on hand and recognized noncash expense of $2.3 million with the acceleration of unamortized deferred debt issuance costs.

Previous wording

Adjusted for these discrete items, earnings attributable to Vulcan from continuing operations (Adjusted Diluted EPS) was $2.22 per diluted share for the third quarter of 2024 compared to $2.29 per diluted share for the third quarter of 2023.

Current wording

Adjusted for these discrete items, earnings attributable to Vulcan from continuing operations (Adjusted Diluted EPS) was $1.00 per diluted share for the first quarter of 2025 compared to $0.80 per diluted share for the first quarter of 2024.

Previous wording

CONTINUING OPERATIONS — Changes in earnings from continuing operations before income taxes for the third quarter of 2024 versus the third quarter of 2023 are summarized below:

Current wording

CONTINUING OPERATIONS — Changes in earnings from continuing operations before income taxes for the first quarter of 2025 versus the first quarter of 2024 are summarized below:

Previous wording

Overall, non-aggregates segments gross profit of $66.7 million was $15.2 million lower than the prior year’s third quarter.

Current wording

Overall, non-aggregates segments gross profit of $8.0 million was $6.4 million higher than the prior year’s first quarter.

Previous wording

Asphalt segment gross profit of $60.2 million was up $4.3 million from the prior year’s third quarter, and cash gross profit of $72.2 million was a 12% improvement over the prior year. Asphalt mix shipments increased 1%, and pricing increased 6.1%.

Current wording

Asphalt segment gross profit of $4.8 million was in line with the prior year’s first quarter, and cash gross profit of $16.8 million was a 24% increase from the prior year. Asphalt mix shipments increased 4%, and pricing increased 4.5%, resulting in a 19% improvement in unit cash gross profit.

Previous wording

SAG expense was $129.1 million for the third quarter compared to $143.9 million in the prior year. As a percent of total revenues, SAG expense was 6.4% in the third quarter, a 20 basis point improvement compared to the prior year.

Current wording

SAG expense was $138.3 million for the first quarter compared to $129.7 million in the prior year. As a percent of total revenues on a trailing-twelve months basis, SAG expense was 7.2% in the first quarter, unchanged from the prior year.

Previous wording

Gain on sale of property, plant & equipment and businesses was $0.2 million in the third quarter of 2024 compared to $4.3 million in the third quarter of 2023.

Current wording

Gain on sale of property, plant & equipment and businesses was $7.4 million in the first quarter of 2025 compared to $0.6 million in the first quarter of 2024.

Previous wording

Other operating income (expense), net which is composed primarily of idle facilities expense, environmental remediation costs, gain (loss) on settlement of AROs, finance charges collected and net rental income (expense), was $12.6 million of expense for the third quarter of 2024 compared to $4.2 million of expense in the third quarter of 2023.

Current wording

Other operating income (expense), net which is composed primarily of idle facilities expense, environmental remediation costs, gain (loss) on settlement of AROs, finance charges collected and net rental income (expense), was $8.0 million of expense for the first quarter of 2025 compared to $2.9 million of expense in the first quarter of 2024.

Previous wording

Other nonoperating income (expense), net was $3.8 million of expense for the third quarter of 2024 compared to $6.4 million of expense in the third quarter of 2023.

Current wording

Other nonoperating income (expense), net was $2.6 million of expense for the first quarter of 2025 compared to $0.3 million of expense in the first quarter of 2024.

Previous wording

Income tax expense from continuing operations was $85.2 million in the third quarter of 2024 compared to $85.8 million in the third quarter of 2023. The tax expense is comparable to the amount recorded in the third quarter of 2023, as the reduction in pretax earnings in the third quarter of 2024 was primarily due to a goodwill impairment, the majority of which was non-tax deductible.

Current wording

Income tax expense from continuing operations was $33.8 million in the first quarter of 2025 compared to $28.9 million in the first quarter of 2024. The increase in tax expense was primarily due to an increase in pretax earnings.

Previous wording

DISCONTINUED OPERATIONS — Third quarter pretax loss from discontinued operations was $1.8 million in 2024 compared with a pretax loss of $3.8 million in 2023. Both periods include charges related to general and product liability costs, including legal defense costs, and environmental remediation costs associated with our former Chemicals business. For additional details, see Note 1 to the condensed consolidated financial statements under the caption Discontinued Operations.

Current wording

DISCONTINUED OPERATIONS — First quarter pretax loss from discontinued operations was $1.3 million in 2025 compared with a pretax loss of $2.3 million in 2024. Both periods include charges related to general and product liability costs, including legal defense costs, and environmental remediation costs associated with our former Chemicals business. For additional details, see Note 1 to the condensed consolidated financial statements under the caption Discontinued Operations.

Previous wording

Included in our September 30, 2024 cash and cash equivalents and restricted cash balances of $434.3 million is $1.1 million of restricted cash as described in Note 1 to the condensed consolidated financial statements under the section Restricted Cash.

Current wording

Included in our March 31, 2025 cash and cash equivalents and restricted cash balances of $192.9 million is $11.6 million of restricted cash as described in Note 1 to the condensed consolidated financial statements under the caption "Restricted Cash".

Previous wording

Net cash provided by operating activities was $969.5 million during the nine months ended September 30, 2024, an $85.7 million decrease compared to the same period of 2023. The decrease was primarily attributable to changes in working capital balances.

Current wording

Net cash provided by operating activities was $251.5 million during the three months ended March 31, 2025, a $78.1 million increase compared to the same period of 2024. The increase was primarily attributable to higher earnings after adjusting for non-cash charges for depreciation, depletion, accretion and amortization.

Previous wording

Days sales outstanding, a measurement of the time it takes to collect receivables, were 43.3 days at September 30, 2024 compared to 45.3 days at September 30, 2023. Additionally, our over 90 day receivables balance was $26.3 million at September 30, 2024, a decrease of $1.8 million from the $28.1 million balance at September 30, 2023. All customer accounts are actively managed, and no losses in excess of amounts reserved are currently expected.

Current wording

Days sales outstanding, a measurement of the time it takes to collect receivables, were 42.3 days at March 31, 2025 compared to 43.0 days at March 31, 2024. Additionally, our over 90 day receivables balance was $28.5 million at March 31, 2025, an increase of $5.8 million from the $22.7 million balance at March 31, 2024. All customer accounts are actively managed, and no losses in excess of amounts reserved are currently expected.

Previous wording

Net cash used for investing activities was $641.8 million during the first nine months of 2024, a $132.6 million increase compared to the same period of 2023. During the first nine months of 2024, we acquired businesses for $206.4 million of cash consideration whereas there were no business acquisitions in 2023 (see Note 16 to the condensed consolidated financial statements). Additionally, the first nine months of 2023 includes the collection of a $130.0 million note receivable related to the 2022 sale of concrete operations in New Jersey, New York and Pennsylvania. Partially offsetting these net increases to cash used for investing activities, during the first nine months of 2024, we invested $441.0 million in our existing operations (includes changes in accruals for property, plant & equipment) compared to $666.3 million in the prior year period. This $441.0 million investment includes both maintenance and internal growth projects to enhance our distribution capabilities, develop new production sites and improve existing production facilities.

Current wording

Net cash used for investing activities was $126.5 million during the first three months of 2025, a $37.3 million decrease compared to the same period of 2024. During the first three months of 2024, we acquired businesses for $12.3 million whereas there were no business acquisitions in the first three months of 2025. Conversely, during the first three months of 2025, we sold businesses in Texas for $19.0 million whereas there were no business dispositions in the first three months of 2024 (see Note 16 to the condensed consolidated financial statements for acquisitions and divestitures). Additionally, during the first three months of 2025, we invested $168.0 million in our existing operations (includes changes in accruals for property, plant & equipment) compared to $152.8 million in the prior year period. This $168.0 million investment includes both maintenance and internal growth projects to enhance our distribution capabilities, develop new production sites and improve existing production facilities.

Previous wording

Net cash used for financing activities was $842.6 million during the first nine months of 2024, a $480.1 million increase compared to cash used of $362.5 million in the same period of 2023. The current year includes cash paid to redeem the $550.0 million senior notes due 2026 whereas the prior year includes a $100.0 million net payment on our line of credit. Additionally, we returned $252.4 million to shareholders (a $30.9 million increase over the prior year) through $183.6 million of dividends ($1.38 per share compared to $1.29 per share) and $68.8 million of common stock repurchases (270,142 shares repurchased at $254.71 average price per share in 2024 compared to 241,363 shares repurchased at $206.82 average price per share in 2023).

Current wording

Net cash used for financing activities was $532.9 million during the first three months of 2025, a $125.8 million decrease compared to cash used of $658.7 million in the same period of 2024. The current year includes cash paid to redeem the $400.0 million senior notes due 2025 whereas the prior year includes cash paid to redeem the $550.0 million senior notes due 2026. Additionally, we returned $104.1 million to shareholders (a $23.3 million increase over the prior year) through $66.0 million of dividends ($0.49 per share compared to $0.46 per share) and $38.1 million of common stock repurchases (170,000 shares repurchased at $224.36 average price per share in 2025 compared to 70,932 shares repurchased at $265.44 average price per share in 2024).

Previous wording

At September 30, 2024, total debt to trailing-twelve months Adjusted EBITDA was 1.7 times (1.5 times on a net debt basis reflecting $434.3 million of cash on hand). Our weighted-average debt maturity was 10.4 years, and our total weighted-average effective interest rate was 4.70%.

Current wording

At March 31, 2025, total debt to trailing-twelve months Adjusted EBITDA was 2.3 times (2.2 times on a net debt basis reflecting $192.9 million of cash on hand). Our weighted-average debt maturity was 13.4 years, and our total weighted-average effective interest rate was 5.00%.

Previous wording

DELAYED DRAW TERM LOAN, LINE OF CREDIT AND COMMERCIAL PAPER PROGRAM

Current wording

LINE OF CREDIT AND COMMERCIAL PAPER PROGRAM

Previous wording

In 2022, we established a $1,600.0 million commercial paper program through which we borrowed $550.0 million that was used to partially repay the delayed draw term loan. As of September 30, 2024, we had $550.0 million in long-term commercial paper borrowings. Commercial paper borrowings bear interest at rates determined at the time of borrowing and as agreed between us and the commercial paper investors.

Current wording

Our $1,600.0 million commercial paper program was established in August 2022 and matures in November 2029. Commercial paper borrowings bear interest at rates determined at the time of borrowing and as agreed between us and the commercial paper investors. As of March 31, 2025, we had $550.0 million in long-term commercial paper borrowings with a 4.69% effective interest rate.

Previous wording

Our $1,600.0 million unsecured line of credit matures in August 2027 and contains covenants customary for an unsecured investment-grade facility. Covenants, borrowings, cost ranges and other details are described in Note 7 to the condensed consolidated financial statements. As of September 30, 2024, we were in compliance with the covenants, the margin for SOFR borrowings was 1.125%, the margin for base rate borrowings was 0.125% and the commitment fee for the unused amount was 0.100%.

Current wording

Our $1,600.0 million unsecured line of credit was amended in November 2024 to extend the maturity date from August 2027 to November 2029. Our line of credit contains covenants customary for an unsecured investment-grade facility. Covenants, borrowings, cost ranges and other details are described in Note 7 to the condensed consolidated financial statements. As of March 31, 2025, we were in compliance with the covenants, the margin for SOFR borrowings was 1.125%, the margin for base rate borrowings was 0.125% and the commitment fee for the unused amount was 0.100%.

Previous wording

As of September 30, 2024, our available borrowing capacity under the line of credit was $1,504.8 million. Utilization of the borrowing capacity was as follows:

Current wording

As of March 31, 2025, our available borrowing capacity under the line of credit was $1,576.1 million. Utilization of the borrowing capacity was as follows:

Previous wording

▪$95.2 million was used to support standby letters of credit

Current wording

▪$23.9 million was used to support standby letters of credit

Previous wording

All of our $3,391.1 million (face value) of term debt (which includes $550.0 million of commercial paper) is unsecured. All of the covenants in the debt agreements are customary for investment-grade facilities. As of September 30, 2024, we were in compliance with all term debt covenants.

Current wording

All of our $4,990.7 million (face value) of term debt (which includes $550.0 million of commercial paper) is unsecured. All of the covenants in the debt agreements are customary for investment-grade facilities. As of March 31, 2025, we were in compliance with all term debt covenants.

Previous wording

As of September 30, 2024, there were 6,817,118 shares remaining under the February 2017 share purchase authorization by our Board of Directors. Depending upon market, business, legal and other conditions, we may purchase shares from time to time through the open market (including plans designed to comply with Rule 10b5-1 of the Securities Exchange Act of 1934) and/or privately negotiated transactions. The authorization has no time limit, does not obligate us to purchase any specific number of shares and may be suspended or discontinued at any time.

Current wording

As of March 31, 2025, there were 6,647,118 shares remaining under the February 2017 share purchase authorization by our Board of Directors. Depending upon market, business, legal and other conditions, we may purchase shares from time to time through the open market (including plans designed to comply with Rule 10b5-1 of the Securities Exchange Act of 1934) and/or privately negotiated transactions. The authorization has no time limit, does not obligate us to purchase any specific number of shares and may be suspended or discontinued at any time.

Previous wording

We believe that the accounting policies described in the “Management's Discussion and Analysis of Financial Condition and Results of Operations” section of our Form 10-K require the most significant judgments and estimates used in the preparation of our consolidated financial statements, so we consider these to be our critical accounting policies. There have been no changes to our critical accounting policies during the nine months ended September 30, 2024.

Current wording

We believe that the accounting policies described in the “Management's Discussion and Analysis of Financial Condition and Results of Operations” section of our Form 10-K require the most significant judgments and estimates used in the preparation of our consolidated financial statements, so we consider these to be our critical accounting policies. There have been no changes to our critical accounting policies during the three months ended March 31, 2025.

Previous wording

▪other assumptions, risks and uncertainties detailed from time to time in our periodic reports filed with the SEC

Current wording

▪other assumptions, risks and uncertainties detailed from time to time in our periodic reports filed with the Securities and Exchange Commission

Previous wording

Our website also includes amendments to those reports filed with or furnished to the SEC pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 as well as all Forms 3, 4 and 5 filed with the SEC by our executive officers and directors, as soon as the filings are made publicly available by the SEC on its EDGAR database (www.sec.gov).

Current wording

Our website also includes amendments to those reports filed with or furnished to the Securities and Exchange Commission (SEC) pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934 as well as all Forms 3, 4 and 5 filed with the SEC by our executive officers and directors, as soon as the filings are made publicly available by the SEC on its EDGAR database (www.sec.gov).
Rearranged previous paragraphs (4)

Previous report — wording carried elsewhere

Adjusted for these discrete items, earnings attributable to Vulcan from continuing operations (Adjusted Diluted EPS) was $5.37 per diluted share for the first nine months of 2024 compared to $5.54 per diluted share for the first nine months of 2023.

Previous report — wording carried elsewhere

CONTINUING OPERATIONS — Changes in earnings from continuing operations before income taxes for year-to-date September 30, 2024 versus year-to-date September 30, 2023 are summarized below:

Previous report — wording carried elsewhere

Other operating income (expense), net which is composed primarily of idle facilities expense, environmental remediation costs, gain (loss) on settlement of AROs, finance charges collected and net rental income (expense), was $23.9 million of expense for the first nine months of 2024 compared to $13.1 million of expense in the first nine months of 2023.

Previous report — wording carried elsewhere

DISCONTINUED OPERATIONS — First nine months pretax loss from discontinued operations was $6.8 million in 2024 compared with $11.7 million in 2023. Both periods include charges related to general and product liability costs, including legal defense costs, and environmental remediation costs associated with our former Chemicals business. For additional details, see Note 1 to the condensed consolidated financial statements under the caption Discontinued Operations.