Arcosa, Inc.
For the period ended Mar 31, 2026. Filed May 1, 2026.
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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, 2026 · Filed May 1, 2026
ACA$149.15+0.1%Stored close · as of Oct 22, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-10-31.
0001739445-25-000135
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-01.
0001739445-26-000067
Item 2. Management's Discussion and Analysis of Financial Condition and Results of OperationsThe 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 171 previous paragraphs and 141 current paragraphs.
82 unchanged; 35 reworded; 24 added; 53 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 10 previous and 8 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 (24)
Current report
On April 1, 2026, the Company completed the previously announced sale of its barge business for $450 million, subject to customary purchase price adjustments. Previously reported in the Transportation Products segment, the barge business is a leading manufacturer of inland barges, fiberglass barge covers, winches, and marine hardware located along the U.S. inland river systems. The transaction is expected to generate a pre-tax gain and the Company intends to use the after-tax proceeds to further invest in the expansion of its core growth platforms and reduce outstanding debt. As of March 31, 2026, the assets and liabilities of the barge business were classified as held for sale and the results of operations and cash flows for the three months ended March 31, 2026 have been classified as discontinued operations. Results of prior periods have been recast to reflect these changes and present results on a comparable basis. Since there are no remaining operations, the Transportation Products segment is no longer presented as a reportable segment. Unless indicated otherwise, the information in MD&A relates to the Company's continuing operations.
Current report
•Revenues for the three months ended March 31, 2026 increased by 4.4% to $571.7 million compared to the three months ended March 31, 2025 due to higher revenues in Engineered Structures and Construction Products.
Current report
•Operating profit for the three months ended March 31, 2026 increased by $6.1 million to $47.1 million from the same period in 2025, driven by growth in our utility structures business.
Current report
•Interest expense for the three months ended March 31, 2026 totaled $24.0 million, a decrease of $4.3 million, from the same period in 2025.
Current report
•The effective tax rate from continuing operations for the three months ended March 31, 2026 was 5.3%, compared to 19.4% for the same period in 2025. The change in the tax rate was primarily due to a one-time state tax benefit and a higher compensation-related benefit in the period due to a change in timing of restricted stock vestings.
Current report
Unsatisfied Performance Obligations (Backlog)
Current report
•Revenues increased by 4.4% during the three months ended March 31, 2026.
Current report
•Revenues from Construction Products increased primarily due to higher revenues in our aggregates and trench shoring businesses, partially offset by lower revenues in our asphalt business.
Current report
•Operating costs increased by 3.6%.
Current report
•Operating costs for Construction Products increased primarily due to higher aggregates and trench shoring volumes and lower cost absorption in specialty materials.
Current report
•Corporate costs increased by 9.3% primarily due to higher acquisition and divestiture-related expenses and compensation-related costs. As a percentage of revenues, corporate costs were 3.1% for the three months ended March 31, 2026, compared to 2.9% for the same period in 2025.
Current report
•Operating profit increased 14.9%.
Current report
•Operating profit in Construction Products decreased primarily due to lower volumes and reduced cost absorption in specialty materials and asphalt, partially offset by improved profitability in aggregates and trench shoring.
Current report
•Operating profit decreased due to higher corporate costs driven by increased acquisition and divestiture-related expenses and compensation-related costs.
Current report
•Segment revenues increased 5.1%. For construction materials, revenues increased 2.6% primarily due to higher pricing and improved volumes in our aggregates business, partially offset by lower volumes in our asphalt business, which was impacted by colder temperatures in the northeast during the seasonal low point. Revenues from construction site support increased 26.4% due to higher volumes from our trench shoring business.
Current report
•Cost of revenues increased 6.1% primarily due to higher volumes in our aggregates and trench shoring businesses and lower cost absorption in our specialty materials business primarily due to planned maintenance downtime at one of our facilities. As a percentage of revenues, cost of revenues was 83.4% in the current period, compared to 82.6% in the prior period.
Current report
•Selling, general, and administrative expenses increased 7.4% primarily due to higher compensation-related expenses. Selling, general, and administrative expenses as a percentage of revenues was 12.1% in the current period, compared to 11.9% in the prior period.
Current report
•Operating profit decreased 18.6% primarily due to lower volumes and reduced cost absorption in specialty materials and asphalt, partially offset by improved profitability in aggregates and trench shoring.
Current report
•Segment revenues increased 3.7%. Revenues for our utility and related structures businesses increased 15.1% primarily due to higher volumes and pricing in our utility structures business. Revenue for wind towers declined 21.3%, primarily due to lower volume.
Current report
•Cost of revenues decreased 1.0% primarily due to lower wind tower volumes, partially offset by higher utility structures volume. As a percentage of revenues, cost of revenues decreased to 74.6% in the current period, compared to 78.2% in the prior period.
Current report
•Operating profit increased 28.4% primarily due to higher volumes and improved profitability in utility structures, partially offset by the expected decline in wind tower volumes.
Current report
Unsatisfied Performance Obligations (Backlog)
Current report
•adoption and use of AI and machine learning technology;
Current report
•costs and challenges in expanding existing business and identifying new organic growth opportunities; and
Removed paragraphs (53)
Previous report
•Within our Transportation Products segment, our backlog for inland barges as of September 30, 2025 was $325.9 million, up 16% year to date. During the third quarter, we received orders of $148 million for both hopper and tank barges. Both fleets continue to age as new builds have not kept pace with scrapping over the past seven years, which indicates future pent up replacement demand. With additional orders taken since the end of the quarter, our visibility for both hopper and tank barges extends well into the second half of 2026.
Previous report
In October 2024, the Company completed the acquisition of the construction materials business of Stavola Holding Corporation and its affiliated entities ("Stavola") for $1.2 billion in cash. Stavola, which is reported within the Construction Products segment, serves the New York-New Jersey MSA through its network of five hard rock natural aggregates quarries, twelve asphalt plants, and three recycled aggregates sites.
Previous report
In August 2024, the Company completed the sale of its steel components business. Previously reported in the Transportation Products segment, the steel components business was a leading supplier of railcar coupling devices, railcar axles, and circular forgings. As the steel components business was not core to Arcosa's long-term strategy, its divestiture was not considered a strategic shift that would have a major effect on the Company's operations or financial results either from a quantitative or qualitative perspective. As such, it is not reported as a discontinued operation.
Previous report
•Revenues for the three and nine months ended September 30, 2025 increased by 24.6% and 13.8%, respectively, to $797.8 million and $2,166.7 million, respectively, from the same periods in 2024, due to higher revenues in Construction Products and Engineered Structures. For the nine months ended September 30, 2025, revenues were partially offset by lower revenues in Transportation Products resulting from the divestiture of the steel components business.
Previous report
•Operating profit for the three and nine months ended September 30, 2025 increased by $78.5 million and $108.5 million, respectively, to $112.3 million and $262.9 million, respectively, from the same periods in 2024, with all segments contributing to the increase.
Previous report
•Selling, general, and administrative expenses decreased by 0.2% and 0.9% for the three and nine months ended September 30, 2025, respectively, from the same periods in 2024. As a percentage of revenues, selling, general, and administrative expenses were 10.3% and 10.6% for the three and nine months ended September 30, 2025, respectively, compared to 12.9% and 12.1% for the same periods in 2024, respectively.
Previous report
•Interest expense for the three and nine months ended September 30, 2025 totaled $27.1 million and $83.9 million, respectively, an increase of $11.3 million and $48.4 million, respectively, from the same periods in 2024, driven by the additional debt incurred to finance the Stavola acquisition.
Previous report
•The effective tax rate for the three and nine months ended September 30, 2025 was 16.2% and 16.0%, respectively, compared to 13.1% and 15.2%, respectively, for the same periods in 2024. See Note 10 Income Taxes to the Consolidated Financial Statements.
Previous report
For inland barges in our Transportation Products segment, 30% of the unsatisfied performance obligations are expected to be recognized during 2025, and the remainder are expected to be recognized during 2026.
Previous report
•Revenues increased by 24.6% and 13.8% during the three and nine months ended September 30, 2025, respectively.
Previous report
•Revenues from Construction Products increased primarily due to the contribution from the Stavola acquisition, which closed in October 2024.
Previous report
•Revenues from Transportation Products were impacted by the divestiture of the steel components business, which was completed in August 2024. Excluding the divested business, revenues increased 21.8% and 15.3%, for the three and nine months ended September 30, 2025, respectively, primarily due to higher tank barge deliveries.
Previous report
•Operating costs increased by 13.0% and 8.8% during the three and nine months ended September 30, 2025, respectively.
Previous report
•Operating costs for Construction Products increased primarily due to additional costs from the acquired Stavola business.
Previous report
•Operating costs for Transportation Products decreased primarily due to the divestiture of the steel components business, partially offset by higher barge volumes.
Previous report
N.M. - not meaningful
Previous report
•Operating profit increased 232.2% and 70.3% for the three and nine months ended September 30, 2025, respectively. Excluding the impact of the divested steel components business, operating profit increased 95.8% and 53.5% for the three and nine months ended September 30, 2025, respectively.
Previous report
•Operating profit in Construction Products increased primarily due to the impact of the acquired Stavola business.
Previous report
•Excluding the impact of the divested steel components business, operating profit in Transportation Products increased due to higher barge volumes.
Previous report
•Operating profit also increased due to lower acquisition and divestiture-related expenses which decreased by $11.9 and $19.0 for the three and nine months ended September 30, 2025, respectively.
Previous report
Other Nonoperating Income and Expense
Previous report
Other nonoperating (income) expense consists of the following items:
Previous report
•Revenues increased 45.7% primarily due to the acquisition of Stavola which contributed $102.6 million to revenues during the quarter. Organic revenues in our construction materials businesses increased 7.1% due to higher pricing and volumes. Revenues in our trench shoring business increased 11.1% primarily due to higher volumes.
Previous report
•Cost of revenues increased 42.2% due to increased costs from the Stavola acquisition, including higher depreciation, depletion, and amortization expense. Cost of revenues for our legacy businesses increased on higher volumes and operating inefficiencies largely due to unplanned maintenance at a few locations which lowered production volume. As a percentage of revenues, cost of revenues decreased to 73.4% in the current period, compared to 75.2% in the prior period.
Previous report
•Selling, general, and administrative expenses increased 30.4% primarily due to additional costs from Stavola. Selling, general, and administrative expenses as a percentage of revenues was 9.4% in the current period, compared to 10.5% in the prior period.
Previous report
•Operating profit increased 76.7% primarily due to the impact of the Stavola acquisition, which contributed $32.3 million in the current period. On an organic basis, operating profit decreased 3.2% as higher pricing and volume were offset by operating inefficiencies.
Previous report
•Revenues increased 26.7% primarily due to the acquisition of Stavola which contributed $219.3 million to revenues during the period. Organic revenues in our construction materials businesses declined slightly as higher pricing was offset by lower volumes, a decrease in freight revenue, and a reduction in revenue from operations divested in the prior year. Revenues from our trench shoring business decreased slightly primarily due to lower volumes and reduced steel prices.
Previous report
•Cost of revenues increased 27.2% primarily due to increased costs from the recently acquired businesses, including higher depreciation, depletion, and amortization expense. Cost of revenues in our legacy businesses were roughly flat. As a percentage of revenues, cost of revenues was 76.8% in the current period, compared to 76.5% in the prior period.
Previous report
•Selling, general, and administrative expenses increased 15.2% primarily due to additional costs from Stavola. Selling, general, and administrative expenses as a percentage of revenues was 9.8% in the current period, compared to 10.7% in the prior period.
Previous report
•Operating profit increased 36.6% primarily due to the impact of the Stavola acquisition, which contributed $44.2 million in the current period. On an organic basis, operating profit decreased due to lower revenues.
Previous report
•Revenues increased 11.3%. Revenues for our utility and related structures business increased primarily due to higher volumes and improved pricing, partially offset by lower steel prices. Revenues for our wind towers business increased primarily due to higher volumes from our new facility in New Mexico.
Previous report
•Cost of revenues increased 8.9% primarily due to higher volumes, partially offset by lower steel prices. As a percentage of revenues, cost of revenues decreased to 78.0% in the current period, compared to 79.7% in the prior period.
Previous report
•Selling, general, and administrative expenses increased 3.7%. Selling, general, and administrative expenses as a percentage of revenues were 8.0% in the current period, compared to 8.6% in the prior period.
Previous report
•Operating profit increased 37.7% primarily due to higher utility structures and wind towers volumes as well as increased pricing and improved efficiencies in our utility and related structures businesses.
Previous report
•Revenues increased 13.1% primarily due to higher volumes from our new wind tower facility in New Mexico. Revenue for our utility and related structures businesses increased due to higher utility structures volumes and the contribution from Ameron, which was acquired in April 2024, partially offset by lower steel prices.
Previous report
•Cost of revenues increased 8.1% primarily due to higher wind tower volumes. Costs of revenues for utility structures declined as lower steel costs more than offset increased volumes. As a percentage of revenues, cost of revenues decreased to 77.9% in the current period, compared to 81.5% in the prior period. This decrease is partially attributed to startup costs incurred in the prior period for the new wind tower facility.
Previous report
•During the prior period, the Company recognized an additional gain related to the divestiture of the storage tanks business, which closed in October 2022, including a gain on the settlement of certain contingencies from the sale and a gain on the sale of a non-operating facility that previously supported the divested business.
Previous report
•Operating profit increased 34.8% primarily due to higher utility structures and wind towers volumes as well as increased efficiencies in our utility and related structures businesses, partially offset by the asset sale gains recognized in the prior period from the divested business.
Previous report
Transportation Products
Previous report
(1)Depreciation, depletion, and amortization are included within operating profit and allocated between cost of revenues and selling, general, and administrative expenses depending on whether the underlying assets contribute to the production of revenue.
Showing the first 40 of 53 passages. Open the source sections for the rest.
Reworded paragraphs (35)
Previous wording
Arcosa, headquartered in Dallas, Texas, is a provider of infrastructure-related products and solutions with leading brands serving construction, engineered structures, and transportation markets in North America. Arcosa is a Delaware corporation and was incorporated in 2018.
Current wording
Arcosa, headquartered in Dallas, Texas, is a provider of infrastructure-related products and solutions with leading brands serving construction materials and engineered structures markets in North America. Arcosa is a Delaware corporation and was incorporated in 2018.
Previous wording
•Within our Engineered Structures segment, our backlog for utility and related structures as of September 30, 2025 was $461.5 million, up 11% year to date, and provides good production visibility for the remainder of 2025 and into 2026. In utility structures, order and inquiry activity continues to be healthy, as customers remain focused on grid hardening and reliability initiatives, along with increasing demand for electricity stemming from AI-driven projects. Due to increased demand, we are currently in the process of converting an idled wind tower facility to utility structures, which is expected to be operational in the second-half of 2026.
Current wording
•Within our Engineered Structures segment, our backlog for utility and related structures as of March 31, 2026 was $557.6 million, up 35% from March 31, 2025, and provides strong production visibility for the remainder of 2026. In utility structures, order and inquiry activity continues to be very healthy, as customers remain focused on grid hardening and reliability initiatives, along with increasing demand for electricity stemming from AI-driven projects. Due to increased demand, we are currently in the process of converting an idled wind tower facility to utility structures, which is expected to be operational by the end of the second quarter. We are evaluating our Engineered Structures footprint for additional opportunities to increase capacity to meet elevated demand.
Previous wording
•The Inflation Reduction Act ("IRA"), which passed in August 2022, was a significant catalyst for order activity for our wind towers business, also within the Engineered Structures segment. The IRA included a long-term extension of the Production Tax Credit (“PTC”) for new wind farm projects and introduced new Advanced Manufacturing Production (“AMP”) tax credits for companies that domestically manufacture and sell clean energy equipment in the U.S. Shortly following the passage of the IRA, we received new wind tower orders of $1.1 billion for delivery in 2023 through 2028, and we opened a new plant in New Mexico that started delivering towers in the second quarter of 2024. As of September 30, 2025, we have delivered roughly half of the orders we received in the wake of the IRA. Uncertainty around potential changes in renewable energy policy under the current U.S. presidential administration tempered additional order activity. The OBBBA, which was enacted on July 4, 2025, includes several provisions that roll-back, phase out, repeal, and/or add stricter eligibility requirements for, several tax incentives applicable to wind and solar projects. The OBBBA terminates the IRA's AMP tax credits for wind towers sold after 2027. Also, under the OBBBA, wind farm projects that begin construction after July 4, 2026, and are not placed in service before the end of 2027, will not be eligible for the PTC. The pending expiration of these incentives may pull demand forward. Notwithstanding these developments, we remain confident that further investment in wind energy is needed to meet the load growth demands in the U.S. During the third quarter, we received orders of $57 million for delivery in 2026 and shifted some deliveries scheduled for 2028 into 2026 to solidify near-term production visibility and provide time for renewable energy policy to be clarified. As of September 30, 2025, our remaining backlog for wind towers was $526.3 million. During October, we received additional wind tower orders of approximately $60 million for delivery through 2027.
Current wording
•For our wind towers business, market demand has historically been impacted by the level of federal tax credits available. The One Big Beautiful Bill Act ("OBBBA"), which was enacted on July 4, 2025, terminates the Advanced Manufacturing Production ("AMP") tax credit for wind towers sold after 2027. Also, under the OBBBA, wind farm projects that begin construction after July 4, 2026, and are not placed in service before the end of 2027, will not be eligible for the Production Tax Credit ("PTC"). Notwithstanding these developments, we remain confident that further investment in wind energy is needed to meet the load growth demands in the U.S. During the first quarter, we received orders of $43 million, of which roughly half is expected to be recognized in the second half of 2026 and the remainder in 2027. As of March 31, 2026, our remaining backlog for wind towers was $600.0 million and we expect to recognize 36% during the remainder of 2026.
Previous wording
•Selling, general, and administrative expenses decreased by 0.2% and 0.9% for the three and nine months ended September 30, 2025, compared to the same periods in the prior year. As a percentage of revenues, selling, general, and administrative expenses were 10.3% and 10.6% for the three and nine months ended September 30, 2025, respectively, compared to 12.9% and 12.1% for the same periods in 2024, respectively.
Current wording
•Selling, general, and administrative expenses increased by 6.8% for the three months ended March 31, 2026 compared to the same period in 2025. As a percentage of revenues, selling, general, and administrative expenses were 13.3% for the three months ended March 31, 2026, compared to 13.0% for the same period in 2025.
Previous wording
•Net income for the three and nine months ended September 30, 2025 was $73.0 million and $156.3 million, respectively, compared to $16.6 million and $101.4 million, respectively, for the same periods in 2024.
Current wording
•Net income for the three months ended March 31, 2026 was $37.8 million, compared to $23.6 million for the same period in 2025.
Previous wording
Our Engineered Structures and Transportation Products segments operate in cyclical industries. Additionally, results in our Construction Products segment are affected by weather and seasonal fluctuations with the second and third quarters historically being the quarters with the highest revenues.
Current wording
Our Engineered Structures segment operates in cyclical industries. Additionally, results in our Construction Products segment are affected by weather and seasonal fluctuations with the second and third quarters historically being the quarters with the highest revenues.
Previous wording
In our Engineered Structures segment,43% of the unsatisfied performance obligations for our utility and related structures are expected to be recognized during 2025, and substantially all of the remaining performance obligations are expected to be recognized in 2026. For our wind towers business, 18% of the unsatisfied performance obligations are expected to be recognized during 2025, with the remainder expected to be recognized through 2027.
Current wording
In our Engineered Structures segment,73% of the unsatisfied performance obligations for our utility and related structures are expected to be recognized during 2026, 17% are expected to be recognized in 2027, with the remainder expected to be recognized through 2029. For our wind towers business, 36% of the unsatisfied performance obligations for wind towers during 2026, 59% are expected to be recognized in 2027, with the remainder expected to be recognized in 2028.
Previous wording
•Revenues from Engineered Structures increased primarily due to higher volumes in our utility structures and wind towers businesses. For the nine months ended September 30, 2025, revenues also increased due to the contribution from the acquired Ameron business, which closed in April 2024.
Current wording
•Revenues from Engineered Structures increased primarily due to higher revenues in our utility structures business, partially offset by lower revenues in our wind towers businesses.
Previous wording
•Operating costs for Engineered Structures increased primarily due to higher volumes in utility structures and wind towers, partially offset by lower steel costs for utility structures.
Current wording
•Operating costs for Engineered Structures were substantially unchanged as increased costs from higher volumes in utility structures were offset by decreased costs from lower wind towers volumes.
Previous wording
•Depreciation, depletion, and amortization expense increased primarily due to the acquisition of Stavola.
Current wording
•Depreciation, depletion, and amortization expense increased primarily due to capital investments during the prior year.
Previous wording
•Operating profit in Engineered Structures increased due to higher utility structures and wind tower volumes as well as improved product mix and operating improvements in our utility structures business.
Current wording
•Operating profit in Engineered Structures increased primarily due to higher volumes and improved profitability in utility structures, partially offset by the expected decline in wind tower volumes.
Previous wording
The provision for income taxes results in effective tax rates that differ from the statutory rates. The Company's effective tax rate for the three and nine months ended September 30, 2025 was 16.2% and 16.0%, respectively, compared to 13.1% and 15.2%, respectively, for the same periods in 2024. The change in the tax rate for the three and nine months ended September 30, 2025 is primarily due to higher state taxes and foreign adjustments.
Current wording
The provision for income taxes results in effective tax rates that differ from the statutory rates. The Company's effective tax rate for continuing operations for the three months ended March 31, 2026 was 5.3% compared to 19.4% for the same period in 2025. The change in the tax rate for the three months ended March 31, 2026 was primarily due to a one-time state tax benefit and a higher compensation-related benefit in the current period due to a change in timing of restricted stock vestings.
Previous wording
Our effective tax rate differs from the federal tax rate of 21.0% due to AMP tax credits, state income taxes, statutory depletion deductions, compensation-related items, and other foreign adjustments. See Note 10 Income Taxes to the Consolidated Financial Statements for further discussion of income taxes.
Current wording
Our effective tax rate differs from the federal tax rate of 21.0% due to the timing of compensation-related items, Advanced Manufacturing Production ("AMP") tax credits, state income taxes, statutory depletion deductions and other foreign adjustments. See Note 9. "Income Taxes" to the Consolidated Financial Statements for further discussion of income taxes.
Previous wording
•Depreciation, depletion, and amortization expense increased 38.4% primarily due to the acquisition of Stavola, including the fair market value write-up of long-lived assets.
Current wording
•Depreciation, depletion, and amortization expense increased 4.7% primarily due to the acquisition of Stavola, including the fair market value write-up of long-lived assets.
Previous wording
•Selling, general, and administrative expenses increased 7.5% primarily due to additional costs from the acquired Ameron business. Selling, general, and administrative expenses as a percentage of revenues were 8.0% in the current period, compared to 8.4% in the prior period.
Current wording
•Selling, general, and administrative expenses increased 5.6% primarily due to higher compensation-related expenses for utility structures. Selling, general, and administrative expenses as a percentage of revenues were 8.4% in the current period, compared to 8.2% in the prior period.
Previous wording
As of September 30, 2025, the backlog for utility and related structures was $461.5 million compared to $414.0 million and $418.3 million as of December 31, 2024 and September 30, 2024, respectively. We expect to recognize 43% of the unsatisfied performance obligations for utility and related structures during 2025, and substantially all of the remaining performance obligations are expected to be recognized in 2026.
Current wording
As of March 31, 2026, the backlog for utility and related structures was $557.6 million compared to $434.9 million and $413.0 million as of December 31, 2025 and March 31, 2025, respectively. We expect to recognize 73% of the unsatisfied performance obligations for utility and related structures during 2026, 17% are expected to be recognized in 2027, with the remainder expected to be recognized through 2029.
Previous wording
The backlog for wind towers as of September 30, 2025 was $526.3 million compared to $776.8 million and $846.3 million as of December 31, 2024 and September 30, 2024, respectively. We expect to recognize 18% of the unsatisfied performance obligations for wind towers during 2025, with the remainder expected to be recognized through 2027.
Current wording
The backlog for wind towers as of March 31, 2026 was $600.0 million compared to $627.8 million and $681.1 million as of December 31, 2025 and March 31, 2025, respectively. We expect to recognize 36% of the unsatisfied performance obligations for wind towers during 2026, 59% are expected to be recognized in 2027, with the remainder expected to be recognized in 2028.
Previous wording
•Corporate overhead costs decreased 35.6% primarily due to lower acquisition and divestiture-related expenses of $0.1 million, compared to $11.6 million for the same period in 2024, partially offset by higher compensation-related expenses.
Current wording
•Corporate overhead costs increased 9.3% primarily due to higher acquisition and divestiture-related expenses of $1.9 million, compared to $0.8 million for the same period in 2025, and higher compensation-related expenses.
Previous wording
Arcosa’s primary liquidity requirement consists of funding our business operations, including operating expenses, capital expenditures, working capital investment, and our regular quarterly dividend. Our primary sources of liquidity include cash flow from operations, our existing cash balance, availability under the revolving credit facility, and, as necessary, the issuance of additional long-term debt or equity. We may also consider undertaking disciplined acquisitions, organic investment projects, additional return of capital to stockholders, or funding other general corporate purposes to the extent we have available liquidity.
Current wording
Arcosa’s primary liquidity requirement consists of funding our business operations, including operating expenses, capital expenditures, working capital investment, quarterly debt payments, and our regular quarterly dividend. Our primary sources of liquidity include cash flow from operations, our existing cash balance, availability under the revolving credit facility, and, as necessary, the issuance of additional long-term debt or equity. We may also consider undertaking disciplined acquisitions, organic investment projects, additional return of capital to stockholders, or funding other general corporate purposes to the extent we have available liquidity.
Previous wording
The following table summarizes our cash flows from operating, investing, and financing activities for the nine months ended September 30, 2025 and 2024:
Current wording
The following table summarizes our cash flows from continuing operations from operating, investing, and financing activities for the three months ended March 31, 2026 and 2025:
Previous wording
Operating Activities. Net cash provided by operating activities for the nine months ended September 30, 2025 was $221.1 million, compared to $253.8 million of net cash provided by operating activities for the nine months ended September 30, 2024.
Current wording
Operating Activities from Continuing Operations. Net cash provided by operating activities for the three months ended March 31, 2026 was $58.1 million, compared to $21.1 million of net cash required by operating activities for the three months ended March 31, 2025.
Previous wording
•The changes in current assets and liabilities resulted in a net use of cash of $133.6 million for the nine months ended September 30, 2025, compared to a net source of cash of $5.3 million for the nine months ended September 30, 2024. The current year activity was primarily driven by increases in receivables and inventory and a decrease in advanced billings, partially offset by higher accounts payable.
Current wording
•The changes in current assets and liabilities resulted in a net use of cash of $35.2 million for the three months ended March 31, 2026, compared to a net use of cash of $88.1 million for the three months ended March 31, 2025. The current year activity was primarily driven by an increase in inventory and a decrease in accrued liabilities, partially offset by higher accounts payable.
Previous wording
Investing Activities. Net cash required by investing activities for the nine months ended September 30, 2025 was $60.0 million, compared to $250.6 million for the nine months ended September 30, 2024.
Current wording
Investing Activities from Continuing Operations. Net cash required by investing activities for the three months ended March 31, 2026 was $96.9 million, compared to $10.4 million for the three months ended March 31, 2025.
Previous wording
•Capital expenditures for the nine months ended September 30, 2025 were $101.4 million, compared to $136.4 million for the same period last year. Full-year capital expenditures are expected to be approximately $145 to $155 million in 2025.
Current wording
•Capital expenditures for the three months ended March 31, 2026 were $43.5 million, compared to $33.0 million for the same period last year. Full-year capital expenditures are expected to be approximately $215 to $240 million in 2026.
Previous wording
•Proceeds from the sale of property, plant, and equipment and other assets totaled $23.8 million for the nine months ended September 30, 2025, compared to $14.0 million for the same period in 2024.
Current wording
•Proceeds from the sale of property, plant, and equipment totaled $6.6 million for the three months ended March 31, 2026, compared to $5.0 million for the same period in 2025.
Previous wording
•For the nine months ended September 30, 2025, cash received from acquisitions was $17.6 million due to escrow funds that were returned to Arcosa related to contractual purchase price adjustments in connection with the Stavola acquisition. Cash paid for acquisitions, net of cash acquired, was $214.6 million during the same period in 2024.
Current wording
•For the three months ended March 31, 2026, cash paid for acquisitions was $60.0 million, compared to cash received from acquisitions of $17.6 million during the same period in 2025.
Previous wording
Financing Activities. Net cash required by financing activities during the nine months ended September 30, 2025 was $128.4 million, compared to net cash provided by financing activities of $648.8 million for the same period in 2024.
Current wording
Financing Activities from Continuing Operations. Net cash required by financing activities during the three months ended March 31, 2026 was $35.0 million, compared to net cash required by financing activities of $7.3 million for the same period in 2025.
Previous wording
•Current year activity was driven by debt payments, dividends paid during the period, shares purchased to satisfy employee taxes on vested stock, and debt issuance costs.
Current wording
•Current year activity was driven by amounts paid to repurchase common stock under the share repurchase program, shares purchased to satisfy employee taxes on vested stock, debt payments, and dividends paid during the period.
Previous wording
On August 15, 2024, we entered into Amendment No.1 to the Credit Agreement to, among other things, (i) increase our revolving credit facility from $600.0 million to $700.0 million, (ii) collateralize the amended revolving credit facility with substantially all of our and our subsidiary guarantors' personal property (with certain exceptions), (iii) make the applicable margin for revolving borrowings, letters of credit and the commitment fee rate be based on our consolidated net leverage ratio (permitting up to $150.0 million of unrestricted cash to be netted from the calculation thereof), (iv) modify the margin for SOFR-based revolving borrowings and letters of credit to range from 1.25% to 2.50% per annum, (v) modify the margin for base rate revolving borrowings to range from 0.25% to 1.50%, (vi) modify the commitment fee that accrues on the unused portion of the revolving credit facility to range from 0.20% to 0.45%, and (vii) modify the maximum permitted leverage ratio to include a net debt concept (permitting up to $150.0 million of unrestricted cash to be netted from the calculation thereof), and to provide that such ratio shall be no greater than 5.00 to 1.00 during the fourth quarter of 2024 and the next two fiscal quarters, 4.50 to 1.00 for the next following two fiscal quarters, and 4.00 to 1.00 for each fiscal quarter thereafter (however, this maximum permitted leverage ratio may be increased to 4.50 to 1.00 for up to four fiscal quarters if a material acquisition is entered into). These amendments did not become effective until the closing of the Stavola acquisition on October 1, 2024. The amended revolving credit facility's maturity date of August 23, 2028 remains unchanged.
Current wording
On August 15, 2024, we entered into Amendment No. 1 to the Credit Agreement to, among other things, (i) increase our revolving credit facility from $600.0 million to $700.0 million, (ii) collateralize the amended revolving credit facility with substantially all of our and our subsidiary guarantors' personal property (with certain exceptions), (iii) make the applicable margin for revolving borrowings, letters of credit and the commitment fee rate be based on our consolidated net leverage ratio (permitting up to $150.0 million of unrestricted cash to be netted from the calculation thereof), (iv) modify the margin for SOFR-based revolving borrowings and letters of credit to range from 1.25% to 2.50% per annum, (v) modify the margin for base rate revolving borrowings to range from 0.25% to 1.50%, (vi) modify the commitment fee that accrues on the unused portion of the revolving credit facility to range from 0.20% to 0.45%, and (vii) modify the maximum permitted leverage ratio to include a net debt concept (permitting up to $150.0 million of unrestricted cash to be netted from the calculation thereof), and to provide that such ratio shall be no greater than 4.00 to 1.00 during the first quarter of 2026, and for each fiscal quarter thereafter (however, this maximum permitted leverage ratio may be increased to 4.50 to 1.00 for up to four fiscal quarters if a material acquisition is entered into). These amendments became effective on October 1, 2024. The amended revolving credit facility's maturity date of August 23, 2028 remains unchanged.
Previous wording
The interest rates for revolving loans under the Credit Agreement are variable based on the daily simple or term SOFR, plus a 10-basis point credit spread adjustment, or an alternate base rate, in each case plus a margin for borrowing. A commitment fee accrues on the average daily unused portion of the revolving credit facility. The margin for revolving borrowings and commitment fee rate are determined based on the Company’s consolidated total net leverage ratio (as measured by a consolidated funded indebtedness, less the aggregate amount of unrestricted cash up to a maximum amount not to exceed $150.0 million, to consolidated EBITDA ratio). As of September 30, 2025, the margin for borrowing based on SOFR was set at 2.00% and the commitment fee rate was set at 0.35%.
Current wording
The interest rates for revolving loans under the Credit Agreement are variable based on the daily simple or term SOFR, plus a 10-basis point credit spread adjustment, or an alternate base rate, in each case plus a margin for borrowing. A commitment fee accrues on the average daily unused portion of the revolving credit facility. The margin for revolving borrowings and commitment fee rate are determined based on the Company’s consolidated total net leverage ratio (as measured by a consolidated funded indebtedness, less the aggregate amount of unrestricted cash up to a maximum amount not to exceed $150.0 million, to consolidated EBITDA ratio). As of March 31, 2026, the margin for borrowing based on SOFR was set at 1.75% and the commitment fee rate was set at 0.30%.
Previous wording
On June 17, 2025, we entered into Amendment No. 2 to the Credit Agreement, which established the 2025 Refinancing Term Loan in an aggregate principal amount of $698.3 million. We used the 2025 Refinancing Term Loan's net proceeds, together with cash on hand, to satisfy the outstanding balance under the 2024 Term Loan. The 2025 Refinancing Term Loan requires, among other things, (i) mandatory prepayments from excess cash flow on an annual basis, commencing with the fiscal year ending December 31, 2025, (ii) mandatory prepayments with proceeds of certain asset sales and debt issuances, and (iii) quarterly principal amortization payments in an amount equal to 0.25% of the 2024 Term Loan. The 2025 Refinancing Term Loan has a maturity date of October 1, 2031. The interest rate for the 2025 Refinancing Term Loan is based on SOFR plus 2.00% per year, or an alternate base rate, plus 1.00% per year. If the 2025 Refinancing Term Loan is prepaid in connection with a repricing transaction or we effect any amendment to the Credit Agreement resulting in a repricing transaction, in either case within six months after the initial funding of the 2025 Refinancing Term Loan, there is a 1.0% premium on such prepaid amount or on the amount outstanding at the time such repricing transaction amendment becomes effective. Otherwise, the 2025 Refinancing Term Loan is prepayable at any time without premium or penalty (other than customary SOFR-related breakage costs). The 2025 Refinancing Term Loan is guaranteed by the same subsidiaries of the Company that guarantee our revolving credit facility, and the 2025 Refinancing Term Loan is secured on a pari passu basis with our revolving credit facility. During the nine months ended September 30, 2025, without premium or penalty, the Company prepaid $98.3 million of the outstanding principal balance on the 2025 Refinancing Term Loan.
Current wording
On June 17, 2025, we entered into Amendment No. 2 to the Credit Agreement, which established a new class of term loans, the 2025 Refinancing Term Loan in an aggregate principal amount of $698.3 million. We used the 2025 Refinancing Term Loan's net proceeds, together with cash on hand, to satisfy the outstanding balance under the 2024 Term Loan. The 2025 Refinancing Term Loan requires, among other things, (i) mandatory prepayments from excess cash flow on an annual basis, commencing with the fiscal year ending December 31, 2025, (ii) mandatory prepayments with proceeds of certain asset sales and debt issuances, and (iii) quarterly principal amortization payments in an amount equal to 0.25% of the 2024 Term Loan. The 2025 Refinancing Term Loan has a maturity date of October 1, 2031. The interest rate for the 2025 Refinancing Term Loan is based on SOFR plus 2.00% per year, or an alternate base rate, plus 1.00% per year. If the 2025 Refinancing Term Loan is prepaid in connection with a repricing transaction or we effect any amendment to the Credit Agreement resulting in a repricing transaction, in either case within six months after the initial funding of the 2025 Refinancing Term Loan, there is a 1.0% premium on such prepaid amount or on the amount outstanding at the time such repricing transaction amendment becomes effective. Otherwise, the 2025 Refinancing Term Loan is prepayable at any time without premium or penalty (other than customary SOFR-related breakage costs). The 2025 Refinancing Term Loan is guaranteed by the same subsidiaries of the Company that guarantee our revolving credit facility, and the 2025 Refinancing Term Loan is secured on a pari passu basis with our revolving credit facility. In April 2026, the Company used $83 million of cash proceeds from the sale of the barge business to prepay a portion of the outstanding 2025 Refinancing Term Loan. See Note 2. "Acquisitions and Divestitures" for additional information.
Previous wording
On August 26, 2024, the Company issued $600.0 million aggregate principal amount of 6.875% 2024 Notes that mature in August 2032. Interest on the 2024 Notes is payable semiannually in February and August. In April 2021, the Company issued $400.0 million aggregate principal amount of 4.375% senior unsecured notes (the "2021 Notes", and together with the 2024 Notes, the "Senior Notes") that mature in April 2029. Interest on the 2021 Notes is payable semiannually in April and October. The Senior Notes are senior unsecured obligations of the Company and are guaranteed on a senior unsecured basis by each of the Company’s domestic subsidiaries that is a guarantor under our Credit Agreement. The terms of each indenture governing the Senior Notes, among other things, limit the ability of the Company and each of its subsidiaries to create liens on assets, enter into sale and leaseback transactions, and consolidate, merge or transfer all or substantially all of its assets and the assets of its subsidiaries. The terms of each indenture also limit the ability of the Company’s non-guarantor subsidiaries to incur certain types of debt.
Current wording
On August 26, 2024, the Company issued $600.0 million aggregate principal amount of 6.875% senior unsecured notes (the "2024 Notes") that mature in August 2032. Interest on the 2024 Notes is payable semiannually in February and August. In April 2021, the Company issued $400.0 million aggregate principal amount of 4.375% senior unsecured notes (the "2021 Notes", and together with the 2024 Notes, the "Senior Notes") that mature in April 2029. Interest on the 2021 Notes is payable semiannually in April and October. The Senior Notes are senior unsecured obligations of the Company and are guaranteed on a senior unsecured basis by each of the Company’s domestic subsidiaries that is a guarantor under our Credit Agreement. The terms of each indenture governing the Senior Notes, among other things, limit the ability of the Company and each of its subsidiaries to create liens on assets, enter into sale and leaseback transactions, and consolidate, merge or transfer all or substantially all of its assets and the assets of its subsidiaries. The terms of each indenture also limit the ability of the Company’s non-guarantor subsidiaries to incur certain types of debt.
Previous wording
In September 2025, the Company declared a quarterly cash dividend of $0.05 per share that is scheduled to be paid on October 31, 2025.
Current wording
In February 2026, the Company declared a quarterly cash dividend of $0.05 per share that was paid on April 30, 2026.
Previous wording
In December 2024, the Board authorized a $50.0 million share repurchase program effective January 1, 2025 through December 31, 2026 to replace an expiring program of the same amount. For the three and nine months ended September 30, 2025, the Company did not repurchase any shares, leaving the full amount of the $50.0 million authorization available as of September 30, 2025. See Note 1 Overview and Summary of Significant Accounting Policies to the Consolidated Financial Statements.
Current wording
In December 2024, the Board authorized a $50.0 million share repurchase program effective January 1, 2025 through December 31, 2026 to replace an expiring program of the same amount. During the three months ended March 31, 2026, the Company repurchased 159,595 shares at a cost of $17.5 million. As of March 31, 2026, the Company has approximately $32.5 million available for share repurchases under the current program. See Note 1. "Overview and Summary of Significant Accounting Policies" to the Consolidated Financial Statements.
Previous wording
•if the Company does not realize some or all of the benefits expected from certain provisions of the IRA, including due to the modification or termination of the AMP tax credits for wind towers and due to changes in demand for wind towers resulting from modifications in tax incentives; and
Current wording
•if the Company does not realize some or all of the benefits expected from certain provisions of the IRA, including due to the modification or termination of the AMP tax credits for wind towers and due to changes in demand for wind towers resulting from modifications in tax incentives;
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
•Depreciation, depletion, and amortization expense increased 36.2% primarily due to the acquisition of Stavola, including the fair market value write-up of long-lived assets.