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[10-Q] Arcosa, Inc. Quarterly Earnings Report

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
10-Q
Rhea-AI Filing Summary

Arcosa (ACA) posted solid Q2 2025 results. Revenue rose 11% YoY to $736.9 M and diluted EPS jumped 31% to $1.22, driven by higher gross margin (22.5% vs. 20.8%) and a 41% increase in operating profit to $94.8 M. Construction Products led growth, up 28% after the $1.2 B Stavola acquisition, while Engineered Structures revenue added 7% on stronger wind-tower shipments. Transportation Products fell 21% following the 2024 divestiture of the steel-components unit.

Six-month revenue reached $1.37 B (+8%), but higher debt from Stavola pushed interest expense to $56.8 M (+189%), keeping YTD EPS nearly flat at $1.70. Cash flow from operations slid to $60.5 M (vs. $118.8 M) as receivables and inventory expanded. Arcosa closed the quarter with $189.7 M in cash, no revolver borrowings, and $1.68 B total debt (net leverage ≈3.6× EBITDA). Backlog remains healthy: $450 M utility structures, $599 M wind towers, and $277 M inland barges, with 57-84% scheduled for delivery in 2025. Management sees continued infrastructure demand but notes potential headwinds from the OBBBA’s phase-out of wind-related tax credits after 2027.

Arcosa (ACA) ha riportato solidi risultati nel secondo trimestre del 2025. I ricavi sono aumentati dell'11% su base annua, raggiungendo 736,9 milioni di dollari, mentre l'utile per azione diluito è salito del 31% a 1,22 dollari, grazie a un margine lordo più elevato (22,5% contro il 20,8%) e a un incremento del 41% dell'utile operativo, che ha raggiunto 94,8 milioni di dollari. La crescita è stata trainata dai Prodotti per l'edilizia, cresciuti del 28% dopo l'acquisizione da 1,2 miliardi di dollari di Stavola, mentre i ricavi delle Strutture Ingegnerizzate sono aumentati del 7% grazie a una maggiore spedizione di torri eoliche. I Prodotti per il trasporto sono invece diminuiti del 21% a seguito della cessione nel 2024 dell'unità di componenti in acciaio.

I ricavi nei primi sei mesi hanno raggiunto 1,37 miliardi di dollari (+8%), ma l'aumento del debito dovuto a Stavola ha fatto lievitare le spese per interessi a 56,8 milioni di dollari (+189%), mantenendo l'utile per azione da inizio anno quasi invariato a 1,70 dollari. Il flusso di cassa operativo è sceso a 60,5 milioni di dollari (rispetto a 118,8 milioni) a causa dell'aumento di crediti e inventario. Arcosa ha chiuso il trimestre con 189,7 milioni di dollari in cassa, nessun prestito revolving e un debito totale di 1,68 miliardi di dollari (leva finanziaria netta ≈3,6× EBITDA). Il portafoglio ordini rimane solido: 450 milioni in strutture per utility, 599 milioni in torri eoliche e 277 milioni in chiatte interne, con il 57-84% previsto per la consegna nel 2025. La direzione prevede una domanda infrastrutturale continua, ma segnala possibili ostacoli legati alla progressiva eliminazione, da parte dell'OBBBA, dei crediti d'imposta legati all'energia eolica dopo il 2027.

Arcosa (ACA) presentó resultados sólidos en el segundo trimestre de 2025. Los ingresos aumentaron un 11% interanual hasta 736,9 millones de dólares y las ganancias diluidas por acción se incrementaron un 31% hasta 1,22 dólares, impulsadas por un mayor margen bruto (22,5% frente a 20,8%) y un aumento del 41% en el beneficio operativo hasta 94,8 millones de dólares. El crecimiento estuvo liderado por Productos de Construcción, que subieron un 28% tras la adquisición de Stavola por 1.200 millones de dólares, mientras que los ingresos de Estructuras Ingenierizadas crecieron un 7% gracias a un mayor envío de torres eólicas. Los Productos de Transporte cayeron un 21% tras la desinversión en 2024 de la unidad de componentes de acero.

Los ingresos en seis meses alcanzaron 1.370 millones de dólares (+8%), pero la mayor deuda por Stavola elevó los gastos por intereses a 56,8 millones de dólares (+189%), manteniendo las ganancias por acción en lo que va de año casi estables en 1,70 dólares. El flujo de caja operativo disminuyó a 60,5 millones de dólares (frente a 118,8 millones) debido al aumento de cuentas por cobrar e inventario. Arcosa cerró el trimestre con 189,7 millones de dólares en efectivo, sin préstamos revolventes y una deuda total de 1.680 millones de dólares (apalancamiento neto ≈3,6× EBITDA). La cartera de pedidos sigue saludable: 450 millones en estructuras para servicios públicos, 599 millones en torres eólicas y 277 millones en barcazas interiores, con un 57-84% programado para entrega en 2025. La dirección prevé una demanda continua de infraestructura, pero advierte posibles desafíos por la eliminación gradual, tras 2027, de los créditos fiscales relacionados con la energía eólica por parte de la OBBBA.

Arcosa(ACA)는 2025년 2분기에 견고한 실적을 발표했습니다. 매출은 전년 대비 11% 증가한 7억 3,690만 달러를 기록했고, 희석 주당순이익(EPS)은 31% 상승한 1.22달러를 기록했습니다. 이는 총이익률 상승(22.5% 대 20.8%)과 영업이익이 41% 증가한 9,480만 달러에 힘입은 결과입니다. 건설 제품 부문은 12억 달러 규모의 Stavola 인수 이후 28% 성장하며 성장을 견인했고, 엔지니어드 구조물 매출은 풍력 타워 출하 증가로 7% 증가했습니다. 반면, 2024년 철강 부품 사업부 매각 이후 운송 제품 매출은 21% 감소했습니다.

6개월 누적 매출은 13억 7천만 달러(+8%)였으나, Stavola 인수로 인한 부채 증가로 이자 비용이 5,680만 달러(+189%)로 급증해 연초 대비 EPS는 거의 변동이 없은 1.70달러에 머물렀습니다. 영업 현금 흐름은 매출채권 및 재고 증가로 6,050만 달러로 감소(이전 1억 1,880만 달러)했습니다. Arcosa는 분기 말 현금 1억 8,970만 달러, 무차입 상태의 리볼빙 대출, 총 부채 16억 8천만 달러(순 레버리지 약 3.6배 EBITDA)를 보유하고 있습니다. 수주 잔고는 견고하며, 4억 5천만 달러의 유틸리티 구조물, 5억 9,900만 달러의 풍력 타워, 2억 7,700만 달러의 내륙 바지선이 있으며, 이 중 57~84%가 2025년에 인도될 예정입니다. 경영진은 인프라 수요가 지속될 것으로 예상하지만, 2027년 이후 OBBBA의 풍력 관련 세액 공제 단계적 폐지로 인한 잠재적 어려움을 언급했습니다.

Arcosa (ACA) a publié des résultats solides pour le deuxième trimestre 2025. Le chiffre d'affaires a augmenté de 11 % en glissement annuel pour atteindre 736,9 millions de dollars, et le BPA dilué a bondi de 31 % à 1,22 $, soutenu par une marge brute plus élevée (22,5 % contre 20,8 %) et une hausse de 41 % du bénéfice d'exploitation à 94,8 millions de dollars. Les Produits de Construction ont mené la croissance, en hausse de 28 % après l'acquisition de Stavola à 1,2 milliard de dollars, tandis que les revenus des Structures Ingénierisées ont progressé de 7 % grâce à des expéditions plus fortes de tours éoliennes. Les Produits de Transport ont chuté de 21 % suite à la cession en 2024 de l'unité de composants en acier.

Le chiffre d'affaires sur six mois a atteint 1,37 milliard de dollars (+8 %), mais une dette plus élevée liée à Stavola a fait grimper les charges d'intérêts à 56,8 millions de dollars (+189 %), maintenant le BPA cumulé presque stable à 1,70 $. Les flux de trésorerie opérationnels ont diminué à 60,5 millions de dollars (contre 118,8 millions) en raison de l'augmentation des créances clients et des stocks. Arcosa a clôturé le trimestre avec 189,7 millions de dollars en liquidités, aucune utilisation de crédit renouvelable et une dette totale de 1,68 milliard de dollars (levier net ≈3,6× EBITDA). Le carnet de commandes reste sain : 450 millions en structures utilitaires, 599 millions en tours éoliennes et 277 millions en barges intérieures, avec 57-84 % prévu pour livraison en 2025. La direction anticipe une demande infrastructurelle continue, mais note des vents contraires potentiels liés à la suppression progressive par l'OBBBA des crédits d'impôt liés à l'éolien après 2027.

Arcosa (ACA) hat solide Ergebnisse für das zweite Quartal 2025 vorgelegt. Der Umsatz stieg im Jahresvergleich um 11 % auf 736,9 Mio. USD, und das verwässerte Ergebnis je Aktie (EPS) sprang um 31 % auf 1,22 USD, getrieben durch eine höhere Bruttomarge (22,5 % gegenüber 20,8 %) und einen 41 %igen Anstieg des operativen Gewinns auf 94,8 Mio. USD. Das Wachstum wurde von den Bauprodukten angeführt, die nach der 1,2 Mrd. USD schweren Übernahme von Stavola um 28 % zulegten, während die Erlöse im Bereich Engineered Structures dank stärkerer Windturm-Lieferungen um 7 % stiegen. Die Transportprodukte gingen nach dem Verkauf der Stahlkomponenten-Einheit im Jahr 2024 um 21 % zurück.

Der Umsatz für sechs Monate erreichte 1,37 Mrd. USD (+8 %), aber die höhere Verschuldung durch Stavola trieb die Zinsaufwendungen auf 56,8 Mio. USD (+189 %) in die Höhe, wodurch das Ergebnis je Aktie im Jahresverlauf mit 1,70 USD nahezu unverändert blieb. Der operative Cashflow sank auf 60,5 Mio. USD (von 118,8 Mio.), da Forderungen und Lagerbestände zunahmen. Arcosa schloss das Quartal mit 189,7 Mio. USD in bar, keinen revolvierenden Kreditaufnahmen und einer Gesamtverschuldung von 1,68 Mrd. USD (Netto-Verschuldungsgrad ≈3,6× EBITDA) ab. Der Auftragsbestand bleibt gesund: 450 Mio. USD bei Versorgungsstrukturen, 599 Mio. USD bei Windtürmen und 277 Mio. USD bei Binnenbinnenschiffen, wobei 57-84 % für die Lieferung im Jahr 2025 geplant sind. Das Management erwartet eine anhaltende Infrastruktur-Nachfrage, weist jedoch auf mögliche Gegenwinde durch den schrittweisen Wegfall von windbezogenen Steuergutschriften durch die OBBBA nach 2027 hin.

Positive
  • EPS up 31% YoY to $1.22, outpacing revenue growth.
  • Operating margin +250 bp to 12.9% on cost discipline.
  • Construction Products revenue +28% aided by Stavola, showing successful integration.
  • Backlog $1.33 B provides multi-year visibility, with majority deliverable in 2025-26.
  • No revolver balance and $190 M cash give liquidity flexibility.
Negative
  • Interest expense +150%+ YoY to $28.5 M on higher leverage, pressuring net income run-rate.
  • Operating cash flow fell 49% in H1 due to working-capital build.
  • Net debt≈$1.5 B (3.6× EBITDA) increases financial risk.
  • Transportation Products revenue -21% after divestiture, reducing segment diversification.
  • OBBBA legislation phases out wind-related tax credits after 2027, creating demand uncertainty.

Insights

TL;DR: Q2 beat on revenue and margins; leverage up, but backlog solid—overall modestly bullish.

Arcosa delivered a clean top-line beat anchored by the Stavola acquisition and improving wind-tower volumes. Consolidated operating margin expanded 250 bp to 12.9%, showing good cost discipline even as SG&A fell to 9.9% of sales. The 31% EPS jump outpaced revenue growth, indicating solid operating leverage. Importantly, Construction Products now represents 48% of sales, diversifying away from more cyclical barges.

Risk sits on the balance sheet: net debt/EBITDA approaches mid-3×, and interest expense consumed 30% of operating profit. Cash generation was light this half on working-capital build, so debt pay-down depends on H2 performance. The order book supports visibility through 2026, but legislative changes could dampen wind-tower demand post-2027. Net impact is positive; valuation hinges on successful integration of Stavola and continued margin gains.

Arcosa (ACA) ha riportato solidi risultati nel secondo trimestre del 2025. I ricavi sono aumentati dell'11% su base annua, raggiungendo 736,9 milioni di dollari, mentre l'utile per azione diluito è salito del 31% a 1,22 dollari, grazie a un margine lordo più elevato (22,5% contro il 20,8%) e a un incremento del 41% dell'utile operativo, che ha raggiunto 94,8 milioni di dollari. La crescita è stata trainata dai Prodotti per l'edilizia, cresciuti del 28% dopo l'acquisizione da 1,2 miliardi di dollari di Stavola, mentre i ricavi delle Strutture Ingegnerizzate sono aumentati del 7% grazie a una maggiore spedizione di torri eoliche. I Prodotti per il trasporto sono invece diminuiti del 21% a seguito della cessione nel 2024 dell'unità di componenti in acciaio.

I ricavi nei primi sei mesi hanno raggiunto 1,37 miliardi di dollari (+8%), ma l'aumento del debito dovuto a Stavola ha fatto lievitare le spese per interessi a 56,8 milioni di dollari (+189%), mantenendo l'utile per azione da inizio anno quasi invariato a 1,70 dollari. Il flusso di cassa operativo è sceso a 60,5 milioni di dollari (rispetto a 118,8 milioni) a causa dell'aumento di crediti e inventario. Arcosa ha chiuso il trimestre con 189,7 milioni di dollari in cassa, nessun prestito revolving e un debito totale di 1,68 miliardi di dollari (leva finanziaria netta ≈3,6× EBITDA). Il portafoglio ordini rimane solido: 450 milioni in strutture per utility, 599 milioni in torri eoliche e 277 milioni in chiatte interne, con il 57-84% previsto per la consegna nel 2025. La direzione prevede una domanda infrastrutturale continua, ma segnala possibili ostacoli legati alla progressiva eliminazione, da parte dell'OBBBA, dei crediti d'imposta legati all'energia eolica dopo il 2027.

Arcosa (ACA) presentó resultados sólidos en el segundo trimestre de 2025. Los ingresos aumentaron un 11% interanual hasta 736,9 millones de dólares y las ganancias diluidas por acción se incrementaron un 31% hasta 1,22 dólares, impulsadas por un mayor margen bruto (22,5% frente a 20,8%) y un aumento del 41% en el beneficio operativo hasta 94,8 millones de dólares. El crecimiento estuvo liderado por Productos de Construcción, que subieron un 28% tras la adquisición de Stavola por 1.200 millones de dólares, mientras que los ingresos de Estructuras Ingenierizadas crecieron un 7% gracias a un mayor envío de torres eólicas. Los Productos de Transporte cayeron un 21% tras la desinversión en 2024 de la unidad de componentes de acero.

Los ingresos en seis meses alcanzaron 1.370 millones de dólares (+8%), pero la mayor deuda por Stavola elevó los gastos por intereses a 56,8 millones de dólares (+189%), manteniendo las ganancias por acción en lo que va de año casi estables en 1,70 dólares. El flujo de caja operativo disminuyó a 60,5 millones de dólares (frente a 118,8 millones) debido al aumento de cuentas por cobrar e inventario. Arcosa cerró el trimestre con 189,7 millones de dólares en efectivo, sin préstamos revolventes y una deuda total de 1.680 millones de dólares (apalancamiento neto ≈3,6× EBITDA). La cartera de pedidos sigue saludable: 450 millones en estructuras para servicios públicos, 599 millones en torres eólicas y 277 millones en barcazas interiores, con un 57-84% programado para entrega en 2025. La dirección prevé una demanda continua de infraestructura, pero advierte posibles desafíos por la eliminación gradual, tras 2027, de los créditos fiscales relacionados con la energía eólica por parte de la OBBBA.

Arcosa(ACA)는 2025년 2분기에 견고한 실적을 발표했습니다. 매출은 전년 대비 11% 증가한 7억 3,690만 달러를 기록했고, 희석 주당순이익(EPS)은 31% 상승한 1.22달러를 기록했습니다. 이는 총이익률 상승(22.5% 대 20.8%)과 영업이익이 41% 증가한 9,480만 달러에 힘입은 결과입니다. 건설 제품 부문은 12억 달러 규모의 Stavola 인수 이후 28% 성장하며 성장을 견인했고, 엔지니어드 구조물 매출은 풍력 타워 출하 증가로 7% 증가했습니다. 반면, 2024년 철강 부품 사업부 매각 이후 운송 제품 매출은 21% 감소했습니다.

6개월 누적 매출은 13억 7천만 달러(+8%)였으나, Stavola 인수로 인한 부채 증가로 이자 비용이 5,680만 달러(+189%)로 급증해 연초 대비 EPS는 거의 변동이 없은 1.70달러에 머물렀습니다. 영업 현금 흐름은 매출채권 및 재고 증가로 6,050만 달러로 감소(이전 1억 1,880만 달러)했습니다. Arcosa는 분기 말 현금 1억 8,970만 달러, 무차입 상태의 리볼빙 대출, 총 부채 16억 8천만 달러(순 레버리지 약 3.6배 EBITDA)를 보유하고 있습니다. 수주 잔고는 견고하며, 4억 5천만 달러의 유틸리티 구조물, 5억 9,900만 달러의 풍력 타워, 2억 7,700만 달러의 내륙 바지선이 있으며, 이 중 57~84%가 2025년에 인도될 예정입니다. 경영진은 인프라 수요가 지속될 것으로 예상하지만, 2027년 이후 OBBBA의 풍력 관련 세액 공제 단계적 폐지로 인한 잠재적 어려움을 언급했습니다.

Arcosa (ACA) a publié des résultats solides pour le deuxième trimestre 2025. Le chiffre d'affaires a augmenté de 11 % en glissement annuel pour atteindre 736,9 millions de dollars, et le BPA dilué a bondi de 31 % à 1,22 $, soutenu par une marge brute plus élevée (22,5 % contre 20,8 %) et une hausse de 41 % du bénéfice d'exploitation à 94,8 millions de dollars. Les Produits de Construction ont mené la croissance, en hausse de 28 % après l'acquisition de Stavola à 1,2 milliard de dollars, tandis que les revenus des Structures Ingénierisées ont progressé de 7 % grâce à des expéditions plus fortes de tours éoliennes. Les Produits de Transport ont chuté de 21 % suite à la cession en 2024 de l'unité de composants en acier.

Le chiffre d'affaires sur six mois a atteint 1,37 milliard de dollars (+8 %), mais une dette plus élevée liée à Stavola a fait grimper les charges d'intérêts à 56,8 millions de dollars (+189 %), maintenant le BPA cumulé presque stable à 1,70 $. Les flux de trésorerie opérationnels ont diminué à 60,5 millions de dollars (contre 118,8 millions) en raison de l'augmentation des créances clients et des stocks. Arcosa a clôturé le trimestre avec 189,7 millions de dollars en liquidités, aucune utilisation de crédit renouvelable et une dette totale de 1,68 milliard de dollars (levier net ≈3,6× EBITDA). Le carnet de commandes reste sain : 450 millions en structures utilitaires, 599 millions en tours éoliennes et 277 millions en barges intérieures, avec 57-84 % prévu pour livraison en 2025. La direction anticipe une demande infrastructurelle continue, mais note des vents contraires potentiels liés à la suppression progressive par l'OBBBA des crédits d'impôt liés à l'éolien après 2027.

Arcosa (ACA) hat solide Ergebnisse für das zweite Quartal 2025 vorgelegt. Der Umsatz stieg im Jahresvergleich um 11 % auf 736,9 Mio. USD, und das verwässerte Ergebnis je Aktie (EPS) sprang um 31 % auf 1,22 USD, getrieben durch eine höhere Bruttomarge (22,5 % gegenüber 20,8 %) und einen 41 %igen Anstieg des operativen Gewinns auf 94,8 Mio. USD. Das Wachstum wurde von den Bauprodukten angeführt, die nach der 1,2 Mrd. USD schweren Übernahme von Stavola um 28 % zulegten, während die Erlöse im Bereich Engineered Structures dank stärkerer Windturm-Lieferungen um 7 % stiegen. Die Transportprodukte gingen nach dem Verkauf der Stahlkomponenten-Einheit im Jahr 2024 um 21 % zurück.

Der Umsatz für sechs Monate erreichte 1,37 Mrd. USD (+8 %), aber die höhere Verschuldung durch Stavola trieb die Zinsaufwendungen auf 56,8 Mio. USD (+189 %) in die Höhe, wodurch das Ergebnis je Aktie im Jahresverlauf mit 1,70 USD nahezu unverändert blieb. Der operative Cashflow sank auf 60,5 Mio. USD (von 118,8 Mio.), da Forderungen und Lagerbestände zunahmen. Arcosa schloss das Quartal mit 189,7 Mio. USD in bar, keinen revolvierenden Kreditaufnahmen und einer Gesamtverschuldung von 1,68 Mrd. USD (Netto-Verschuldungsgrad ≈3,6× EBITDA) ab. Der Auftragsbestand bleibt gesund: 450 Mio. USD bei Versorgungsstrukturen, 599 Mio. USD bei Windtürmen und 277 Mio. USD bei Binnenbinnenschiffen, wobei 57-84 % für die Lieferung im Jahr 2025 geplant sind. Das Management erwartet eine anhaltende Infrastruktur-Nachfrage, weist jedoch auf mögliche Gegenwinde durch den schrittweisen Wegfall von windbezogenen Steuergutschriften durch die OBBBA nach 2027 hin.

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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
FOR THE QUARTERLY PERIOD ENDED June 30, 2025
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from _________ to _________ .
Commission File Number 1-38494
arcosalogo-orangea10.jpg
Arcosa, Inc.
(Exact name of registrant as specified in its charter)
Delaware82-5339416
(State or Other Jurisdiction of Incorporation or Organization)(I.R.S. Employer Identification No.)
500 N. Akard Street, Suite 400
Dallas,Texas75201
(Address of principal executive offices)(Zip Code)

(972) 942-6500
(Registrant's telephone number, including area code)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock ($0.01 par value)ACANew York Stock Exchange
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes þ  No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes þ   No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer þ Accelerated filer  Non-accelerated filer
Smaller reporting company  Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes  No þ
At July 15, 2025, the number of shares of common stock outstanding was 49,044,906.



ARCOSA, INC.
FORM 10-Q
TABLE OF CONTENTS
 
CaptionPage
PART I
Item 1. Financial Statements
3
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
24
Item 3. Quantitative and Qualitative Disclosures about Market Risk
37
Item 4. Controls and Procedures
37
PART II
Item 1. Legal Proceedings
38
Item 1A. Risk Factors
38
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
38
Item 3. Defaults Upon Senior Securities
38
Item 4. Mine Safety Disclosures
38
Item 5. Other Information
38
Item 6. Exhibits
39
SIGNATURES
40



2

Table of Contents
PART I
Item 1. Financial Statements
Arcosa, Inc. and Subsidiaries
Consolidated Statements of Operations
(unaudited)
 Three Months Ended June 30,Six Months Ended June 30,
 2025202420252024
 (in millions)
Revenues$736.9 $664.7 $1,368.9 $1,263.3 
Cost of revenues570.8 526.7 1,077.4 1,013.7 
Gross profit166.1 138.0 291.5 249.6 
Selling, general, and administrative expenses73.0 79.5 146.7 148.6 
Gain on disposition of property, plant, equipment, and other assets(4.5)(2.0)(8.3)(5.9)
(Gain) loss on sale of businesses2.8 (12.5)2.5 (19.5)
Impairment charge 5.8  5.8 
Operating profit94.8 67.2 150.6 120.6 
Interest expense28.5 11.4 56.8 19.7 
Interest income(1.3)(0.7)(3.1)(2.4)
Other (income) expense(2.2)3.3 (2.1)2.8 
Income before income taxes69.8 53.2 99.0 100.5 
Provision for income taxes10.1 7.6 15.7 15.7 
Net income$59.7 $45.6 $83.3 $84.8 
Net income per common share:
Basic$1.22 $0.93 $1.70 $1.74 
Diluted$1.22 $0.93 $1.70 $1.74 
Weighted average number of shares outstanding:
Basic48.9 48.6 48.8 48.5 
Diluted49.0 48.7 48.9 48.7 
Dividends declared per common share$0.05 $0.05 $0.10 $0.10 

See accompanying Notes to Consolidated Financial Statements.
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Arcosa, Inc. and Subsidiaries
Consolidated Statements of Comprehensive Income
(unaudited)
 Three Months Ended June 30,Six Months Ended June 30,
 2025202420252024
 (in millions)
Net income$59.7 $45.6 $83.3 $84.8 
Other comprehensive income (loss):
Currency translation adjustment:
Unrealized gains (losses) arising during the period, net of tax expense (benefit) of ($0.2), $0.0, ($0.2) and $0.0
0.9 (0.2)0.9 (0.6)
0.9 (0.2)0.9 (0.6)
Comprehensive income$60.6 $45.4 $84.2 $84.2 

See accompanying Notes to Consolidated Financial Statements.
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Arcosa, Inc. and Subsidiaries
Consolidated Balance Sheets
June 30,
2025
December 31,
2024
(unaudited)
 (in millions)
ASSETS
Current assets:
Cash and cash equivalents$189.7 $187.3 
Receivables, net of allowance477.0 350.2 
Inventories:
Raw materials and supplies179.4 147.1 
Work in process38.5 36.2 
Finished goods188.9 176.6 
406.8 359.9 
Other43.2 56.6 
Total current assets1,116.7 954.0 
Property, plant, and equipment, net2,100.9 2,129.4 
Goodwill1,343.4 1,361.2 
Intangibles, net324.2 338.3 
Deferred income taxes2.6 2.8 
Other assets123.8 129.8 
$5,011.6 $4,915.5 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable$297.5 $237.3 
Accrued liabilities161.4 166.4 
Advance billings58.4 100.2 
Current portion of long-term debt10.2 12.1 
Total current liabilities527.5 516.0 
Debt1,673.3 1,676.8 
Deferred income taxes212.5 200.6 
Other liabilities90.0 93.9 
2,503.3 2,487.3 
Stockholders’ equity:
Common stock – 200.0 shares authorized
0.5 0.5 
Capital in excess of par value1,697.4 1,696.5 
Retained earnings827.2 748.9 
Accumulated other comprehensive loss(16.8)(17.7)
2,508.3 2,428.2 
$5,011.6 $4,915.5 
See accompanying Notes to Consolidated Financial Statements.
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Arcosa, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
(unaudited)
 Six Months Ended
June 30,
 20252024
 (in millions)
Operating activities:
Net income$83.3 $84.8 
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation, depletion, and amortization109.7 89.4 
Impairment charge 5.8 
Stock-based compensation expense13.4 14.1 
Provision for deferred income taxes11.9 14.4 
Gain on disposition of property, plant, equipment, and other assets(8.3)(5.9)
(Gain) loss on sale of businesses2.5 (19.5)
(Increase) decrease in other assets2.3 (4.2)
Increase (decrease) in other liabilities(3.7)(9.7)
Other5.7 (5.7)
Changes in current assets and liabilities:
(Increase) decrease in receivables(126.3)(80.6)
(Increase) decrease in inventories(50.7)21.9 
(Increase) decrease in other current assets13.4 11.3 
Increase (decrease) in accounts payable60.1 (11.3)
Increase (decrease) in advance billings(41.8)(2.3)
Increase (decrease) in accrued liabilities(11.0)16.3 
Net cash provided by operating activities60.5 118.8 
Investing activities:
Proceeds from disposition of property, plant, equipment, and other assets10.8 7.4 
Proceeds from sale of businesses 33.3 
Capital expenditures(61.8)(102.0)
Cash received (paid) for acquisitions17.6 (179.9)
Net cash required by investing activities(33.4)(241.2)
Financing activities:
Payments to retire debt(6.6)(63.4)
Proceeds from issuance of debt 200.0 
Dividends paid to common stockholders(5.0)(4.9)
Purchase of shares to satisfy employee tax on vested stock(12.4)(10.4)
Debt issuance costs(0.7) 
Net cash (required) provided by financing activities(24.7)121.3 
Net increase (decrease) in cash and cash equivalents2.4 (1.1)
Cash and cash equivalents at beginning of period187.3 104.8 
Cash and cash equivalents at end of period $189.7 $103.7 

See accompanying Notes to Consolidated Financial Statements.
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Arcosa, Inc. and Subsidiaries
Consolidated Statements of Stockholders' Equity
(unaudited)
Common
Stock
Capital in
Excess of
Par Value
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Treasury
Stock
Total
Stockholders’
Equity
Shares
$0.01 Par Value
SharesAmount
(in millions, except par value)
Balances at March 31, 202448.6 $0.5 $1,689.6 $701.7 $(16.6) $(1.4)$2,373.8 
Net income— — — 45.6 — — — 45.6 
Other comprehensive loss— — — — (0.2)— — (0.2)
Cash dividends on common stock— — — (2.5)— — — (2.5)
Restricted shares, net0.3 — 7.8 — — (0.1)(9.5)(1.7)
Retirement of treasury stock(0.1)— (10.9)— — 0.1 10.9  
Balances at June 30, 202448.8 $0.5 $1,686.5 $744.8 $(16.8) $ $2,415.0 
Balances at March 31, 202548.8 $0.5 $1,703.3 $770.0 $(17.7) $(1.6)$2,454.5 
Net income— — — 59.7 — — — 59.7 
Other comprehensive income— — — — 0.9 — — 0.9 
Cash dividends on common stock— — — (2.5)— — — (2.5)
Restricted shares, net0.4 — 6.7 — — (0.1)(11.0)(4.3)
Retirement of treasury stock(0.1)— (12.6)— — 0.1 12.6  
Balances at June 30, 202549.1 $0.5 $1,697.4 $827.2 $(16.8) $ $2,508.3 
Balances at December 31, 202348.6 $0.5 $1,682.8 $664.9 $(16.2) $ $2,332.0 
Net income— — — 84.8 — — — 84.8 
Other comprehensive loss— — — — (0.6)— — (0.6)
Cash dividends on common stock— — — (4.9)— — — (4.9)
Restricted shares, net0.3 — 14.6 — — (0.1)(10.9)3.7 
Retirement of treasury stock(0.1)— (10.9)— — 0.1 10.9  
Balances at June 30, 202448.8 $0.5 $1,686.5 $744.8 $(16.8) $ $2,415.0 
Balances at December 31, 202448.8 $0.5 $1,696.5 $748.9 $(17.7) $ $2,428.2 
Net income— — — 83.3 — — — 83.3 
Other comprehensive income— — — — 0.9 — — 0.9 
Cash dividends on common stock— — — (5.0)— — — (5.0)
Restricted shares, net0.4 — 13.5 — — (0.1)(12.6)0.9 
Retirement of treasury stock(0.1)— (12.6)— — 0.1 12.6  
Balances at June 30, 202549.1 $0.5 $1,697.4 $827.2 $(16.8) $ $2,508.3 

See accompanying Notes to Consolidated Financial Statements.
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Arcosa, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
(unaudited)

Note 1. Overview and Summary of Significant Accounting Policies
Basis of Presentation
Arcosa, Inc. and its consolidated subsidiaries (“Arcosa,” the “Company,” “we,” or “our”), 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 as a publicly-traded company, listed on the New York Stock Exchange.
The accompanying Consolidated Financial Statements are unaudited and have been prepared from the books and records of Arcosa, Inc. and its consolidated subsidiaries. All normal and recurring adjustments necessary for a fair presentation of the financial position of the Company and the results of operations, comprehensive income/loss, and cash flows have been made in conformity with accounting principles generally accepted in the U.S. (“GAAP”). All significant intercompany accounts and transactions have been eliminated. Because of seasonal and other factors, the financial condition and results of operations for the three and six months ended June 30, 2025 may not be indicative of Arcosa's expected business, financial condition, and results of operations for the year ending December 31, 2025.
These interim financial statements and notes are condensed as permitted by the instructions to Form 10-Q and should be read in conjunction with the audited Consolidated Financial Statements of the Company included in its Annual Report on Form 10-K for the year ended December 31, 2024.
Stockholders' Equity
In December 2024, the Company’s Board of Directors (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 six months ended June 30, 2025, the Company did not repurchase any shares, leaving the full amount of the $50.0 million authorization available as of June 30, 2025.
Revenue Recognition
Revenue is measured based on the allocation of the transaction price in a contract to satisfied performance obligations. The transaction price does not include any amounts collected on behalf of third parties. The Company recognizes revenue when it satisfies a performance obligation by transferring control over a product or service to a customer. The following is a description of principal activities from which the Company generates its revenue, separated by reportable segments. Payments for our products and services are generally due within normal commercial terms. For a further discussion regarding the Company’s reportable segments, see Note 4 Segment Information.
Construction Products
The Construction Products segment primarily recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer.
Engineered Structures
Within the Engineered Structures segment, revenue is recognized for wind towers and certain utility structures over time as the products are manufactured using an input approach based on the costs incurred relative to the total estimated costs of production. We recognize revenue over time for these products as they are highly customized to the needs of an individual customer resulting in no alternative use to the Company if not purchased by the customer after the contract is executed. In addition, we have the right to bill the customer for our work performed to date plus at least a reasonable profit margin for work performed. As of June 30, 2025, we had a contract asset of $57.6 million related to these contracts, compared to $65.5 million as of December 31, 2024, which is included in receivables, net of allowance, within the Consolidated Balance Sheets. The decrease in the contract asset is attributed to timing of deliveries of finished structures to customers during the period. For all other products, revenue is recognized when the customer has accepted the product and legal title of the product has passed to the customer.
Transportation Products
The Transportation Products segment recognizes revenue when the customer has accepted the product and legal title of the product has passed to the customer.

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Revenues
Total revenues for the Company's reportable segments are presented below:
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (in millions)
Aggregates$194.0 $169.7 $359.3 $328.6 
Specialty materials and asphalt133.3 66.0 206.5 129.2 
Aggregates intrasegment sales(10.3)(0.2)(14.4)(0.6)
Total Construction Materials317.0 235.5 551.4 457.2 
Construction site support37.5 40.6 65.9 70.1 
Construction Products354.5 276.1 617.3 527.3 
Utility and related structures205.2 209.4 401.0 386.7 
Wind towers87.8 65.4 176.8 119.7 
Engineered Structures293.0 274.8 577.8 506.4 
Inland barges89.4 75.7 173.8 155.4 
Steel components(1)
 38.1  74.2 
Transportation Products89.4 113.8 173.8 229.6 
Segment Totals before Eliminations736.9 664.7 1,368.9 1,263.3 
Eliminations    
Consolidated Total$736.9 $664.7 $1,368.9 $1,263.3 
(1) On August 16, 2024, the Company completed the divestiture of its steel components business.
Unsatisfied Performance Obligations
The following table includes estimated revenue expected to be recognized in future periods related to performance obligations that are unsatisfied or partially satisfied as of June 30, 2025:
Unsatisfied performance obligations as of
 June 30, 2025
Total
Amount
 (in millions)
Engineered Structures:
Utility and related structures$450.0 
Wind towers$598.6 
Transportation Products:
Inland barges$277.0 
In our Engineered Structures segment, 84% of the unsatisfied performance obligations for our utility and related structures are expected to be delivered during 2025, and substantially all of the remaining performance obligations are expected to be delivered in 2026. For our wind towers business, 30% are expected to be delivered during 2025, 24% are expected to be delivered during 2026, and the remainder are expected to be delivered through 2028.
For inland barges in our Transportation Products segment, 57% of the unsatisfied performance obligations are expected to be delivered during 2025, and the remainder are expected to be delivered in 2026.


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Income Taxes
The liability method is used to account for income taxes. Deferred income taxes represent the tax effects of temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for income tax purposes. Valuation allowances reduce deferred tax assets to an amount that will more likely than not be realized.
The Company regularly evaluates the likelihood of realization of tax benefits derived from positions it has taken in various federal and state filings after consideration of all relevant facts, circumstances, and available information. For those tax positions that are deemed more likely than not to be sustained, the Company recognizes the benefit it believes is cumulatively greater than 50% likely to be realized. To the extent the Company were to prevail in matters for which accruals have been established or be required to pay amounts in excess of recorded reserves, the effective tax rate in a given financial statement period could be materially impacted.
Financial Instruments
The Company considers all highly liquid debt instruments to be cash and cash equivalents if purchased with a maturity of three months or less. Financial instruments that potentially subject the Company to a concentration of credit risk are primarily cash investments and receivables. The Company places its cash investments in bank deposits and highly-rated money market funds, and its investment policy limits the amount of credit exposure to any one commercial issuer. We seek to limit concentration of credit risk with respect to the Company's receivables with control procedures that monitor the credit worthiness of customers, together with the large number of customers in the Company's customer base and their dispersion across different industries and geographic areas. As receivables are generally unsecured, the Company maintains an allowance based upon the expected credit losses. Receivable balances determined to be uncollectible are charged against the allowance. To accelerate the conversion to cash, the Company may sell a portion of its trade receivables to third parties. The Company has no recourse to these receivables once they are sold but may have continuing involvement related to servicing and collection activities. The impact of these transactions in the Company's Consolidated Statements of Operations for the three and six months ended June 30, 2025 was not significant. The carrying values of cash, receivables, and accounts payable are considered to be representative of their respective fair values.
Recent Accounting Pronouncements
Recently adopted accounting pronouncements
Effective January 1, 2025, the Company adopted Accounting Standards Update No. 2023-09, “Income Taxes (Topic 740): Improvements to Income Tax Disclosures” (“ASU 2023-09”), which is intended to improve the transparency of income tax disclosures by requiring 1) consistent categories and greater disaggregation of information in the rate reconciliation and 2) income taxes paid disaggregated by jurisdiction. The standard also includes certain other amendments to improve the effectiveness of income tax disclosures. The additional disclosure requirements will be reflected in our Annual Report on Form 10-K for the year ending December 31, 2025. As ASU 2023-09 only modifies the Company's required income tax disclosures, the adoption of this guidance did not have a material impact on the Company's Consolidated Financial Statements.
Effective January 1, 2024, the Company adopted Accounting Standards Update No. 2023-07, “Segment Reporting (Topic 280): Improvements to Reportable Segment Disclosures” (“ASU 2023-07”), which is intended to improve reportable segment disclosure requirements, primarily through enhanced disclosures about significant segment expenses. The adoption of this guidance did not have a material effect on the Company's Consolidated Financial Statements.
Recently issued accounting pronouncements not adopted as of June 30, 2025
In November 2024, the FASB issued Accounting Standards Update No. 2024-03. "Income Statement-Reporting Comprehensive Income-Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses" ("ASU 2024-03"), which requires public business entities to disclose additional information about certain key expense categories within major income statement captions in the notes to consolidated financial statements. These enhanced disclosures are expected to help investors more effectively understand an entity's performance, assess its prospects for future cash flows, and compare an entity's performance over time and with that of other entities. ASU 2024-03 is effective for annual reporting periods beginning after December 15, 2026, and interim reporting periods beginning after December 15, 2027, and may be applied either prospectively or retrospectively. Early adoption is permitted. The Company is currently evaluating the impact of adopting ASU 2024-03 on its Consolidated Financial Statements.
Reclassifications
Certain prior year balances have been reclassified in the Consolidated Financial Statements and accompanying notes to the Consolidated Financial Statements to conform with the current year presentation.
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Note 2. Acquisitions and Divestitures
2025 Acquisitions
There were no acquisitions completed during the three and six months ended June 30, 2025.
2024 Acquisitions
On October 1, 2024, we acquired substantially all of the construction materials business of Stavola Holding Corporation and its affiliated entities ("Stavola") for $1.2 billion in cash, subject to certain customary purchase price adjustments. The purchase price was funded with a combination of proceeds from a private offering of $600.0 million of 6.875% senior unsecured notes that closed on August 26, 2024 and $700.0 million in borrowings under a variable-rate secured term loan entered into on October 1, 2024. See Note 7 Debt for additional information. Stavola, which is included in our Construction Products segment, is an aggregates-led and vertically integrated construction materials company primarily serving the New York-New Jersey Metropolitan Statistical Area ("MSA") through its network of five hard rock natural aggregates quarries, twelve asphalt plants, and three recycled aggregates sites. The Stavola acquisition expanded our platform into the nation's largest MSA with industry-leading financial attributes. During the three months ended March 31, 2025, the Company received $17.6 million from escrow related to purchase price adjustments in accordance with the terms of the purchase agreement for the Stavola acquisition, which reduced the total purchase price consideration. There were no amounts received from escrow during the three months ended June 30, 2025.
The Stavola acquisition was recorded as a business combination based on a preliminary valuation of assets acquired and liabilities assumed at their acquisition date fair values using unobservable inputs that are supported by little or no market activity and are significant to the fair value of the assets and liabilities ("Level 3" inputs). We expect to complete our purchase price allocation as soon as reasonably possible, not to exceed one year from the acquisition date. Adjustments to the preliminary purchase price allocation could be material, particularly with respect to our preliminary estimates of property, plant, and equipment, including mineral reserves. The following table details the preliminary purchase price allocation as of the acquisition date:
(in millions)
Cash$0.7 
Receivables, net of allowance69.2 
Inventories23.5 
Other current assets2.6 
Property, plant, and equipment, including mineral reserves743.0 
Goodwill333.8 
Intangibles41.0 
Other assets24.9 
Accounts payable(18.0)
Accrued liabilities(2.6)
Advance billings(0.8)
Other liabilities(25.3)
Total net assets acquired$1,192.0 
Goodwill represents the excess of the purchase consideration over the preliminary valuation of the net assets acquired. The acquired goodwill, which has been assigned to the Construction Products segment, is tax-deductible and primarily attributable to Stavola's market position and existing workforce. The acquired intangibles include beneficial use rights, recycling permits, and the Stavola trade name, which have a useful life of 34 years, 20 years, and 5 years, respectively.
On the acquisition date, the Company also entered into three separate lease agreements for properties owned by the sellers. These lease agreements were accounted for separately from the Stavola acquisition, and the corresponding right of use assets and lease liabilities of $12.4 million and $12.6 million, respectively, are reflected in the Consolidated Balance Sheet as of June 30, 2025.
Revenues and operating profit included in the Consolidated Statement of Operations were $90.3 million and $22.9 million, respectively, for the three months ended June 30, 2025, and $116.7 million and $11.9 million, respectively, for the six months ended June 30, 2025. Non-recurring transaction costs incurred during the three and six months ended June 30, 2025 were $0.5 million and $1.2 million, respectively.
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In July 2024, we completed the acquisition of a Phoenix, Arizona based natural aggregates business in our Construction Products segment, for a total purchase price of $35.0 million.
In April 2024, we completed the acquisition of Ameron Pole Products LLC ("Ameron"), a leading manufacturer of highly engineered, premium concrete and steel poles for a broad range of infrastructure applications, including lighting, traffic, electric distribution, and small-cell telecom, for a total purchase price of $180.0 million. With operations in Alabama, California, and Oklahoma, Ameron is included in our Engineered Structures segment. The acquisition was funded with $160.0 million of borrowings under our revolving credit facility and cash on hand. The acquisition was recorded as a business combination based on a valuation of the assets acquired and liabilities assumed at their acquisition date fair value using Level 3 inputs. The final valuation resulted in the recognition of, among others, $60.8 million of property, plant, and equipment, $25.6 million of customer relationships, $18.1 million of inventory, $12.8 million of developed technology, $12.0 million of accounts receivable, $8.9 million of trademarks and $42.3 million of goodwill in our Engineered Structures segment. The acquired goodwill, which is tax-deductible, primarily relates to Ameron's market position and existing workforce.
Divestitures
There were no divestitures completed during the three and six months ended June 30, 2025.
In August 2024, the Company completed the divestiture of its steel components business. The steel components business, previously reported in the Transportation Products segment, was a leading supplier of railcar coupling devices, railcar axles, and circular forgings. The total consideration for the divestiture was $110.0 million consisting of $55.0 million in cash, a $25.0 million seller's note and a $30.0 million earnout, for which the estimated fair value as of June 30, 2025 was $12.8 million. See Note 3 Fair Value Accounting. During the three and six months ended June 30, 2025, the Company recognized a loss of $2.8 million and $2.5 million, respectively, primarily due to a change in the estimated fair value of the earnout, which is presented within operating profit in the Consolidated Statements of Operations. Revenues and operating profit of the steel components business were $38.1 million and $2.0 million, respectively, for the three months ended June 30, 2024, and $74.2 million and $4.5 million, respectively, for the six months ended June 30, 2024. 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 from either a quantitative or qualitative perspective. Accordingly, it is not reported as a discontinued operation.
During the three months ended June 30, 2024, we completed the divestiture of certain assets and liabilities of a single-location asphalt and paving operation in our Construction Products segment and the sale of a non-operating facility in our Engineered Structures segment. The total consideration for these divestitures was $27.3 million.

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Note 3. Fair Value Accounting
Assets and liabilities measured at fair value on a recurring basis are summarized below:
 Fair Value Measurement as of June 30, 2025
 Level 1Level 2Level 3Total
(in millions)
Assets:
Cash equivalents$81.0 $ $ $81.0 
Contingent consideration(1)
  12.8 12.8 
Total assets$81.0 $ $12.8 $93.8 
 Fair Value Measurement as of December 31, 2024
 Level 1Level 2Level 3Total
(in millions)
Assets:
Cash equivalents$133.0 $ $ $133.0 
Contingent consideration(1)
  15.4 15.4 
Total assets$133.0 $ $15.4 $148.4 
Liabilities:
Contingent consideration(2)
$ $ $1.4 $1.4 
Total liabilities$ $ $1.4 $1.4 

(1) Included in other assets on the Consolidated Balance Sheets.
(2) Included in accrued liabilities on the Consolidated Balance Sheets.

Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability (an exit price) in the principal or most advantageous market for that asset or liability in an orderly transaction between market participants on the measurement date. An entity is required to establish a fair value hierarchy that maximizes the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. The three levels of inputs that may be used to measure fair values are listed below:
Level 1 – This level is defined as quoted prices in active markets for identical assets or liabilities. The Company’s cash equivalents are instruments of the U.S. Treasury or highly-rated money market mutual funds.
Level 2 – This level is defined as observable inputs other than Level 1 prices such as quoted prices for similar assets or liabilities; quoted prices in markets that are not active; or other inputs that are observable or can be corroborated by observable market data for substantially the full term of the assets or liabilities.
Level 3 – This level is defined as unobservable inputs that are supported by little or no market activity and that are significant to the fair value of the assets or liabilities. Contingent consideration relates to estimated future payments expected from businesses previously acquired or sold. We estimate the fair value of the contingent consideration using a model appropriate for the structure of the contingent consideration, which may include discounted cash flow models, Monte Carlo simulations, or option pricing models. The fair values are sensitive to changes in the forecast of the performance metrics and in other metrics such as discount rates and volatility. The fair value is reassessed quarterly based on assumptions used in our latest projections. See further discussion in Note 2 Acquisitions and Divestitures.

Note 4. Segment Information
The Company's operating segments are identified on the basis of information that is reviewed by our chief operating decision maker, the Chief Executive Officer, to make decisions about resources to be allocated and assess its performance. The Company reports operating results in three principal business segments:
Construction Products. The Construction Products segment primarily produces and sells natural and recycled aggregates, specialty materials, asphalt mix, and construction site support equipment, including trench shields and shoring products.
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Engineered Structures. The Engineered Structures segment primarily manufactures and sells steel and concrete structures for infrastructure businesses, including utility structures for electricity transmission and distribution, structural wind towers, traffic and lighting structures, and telecommunication structures. These products share similar manufacturing competencies and steel sourcing requirements and can be manufactured across our North American footprint.
Transportation Products. The Transportation Products segment primarily manufactures and sells inland barges, fiberglass barge covers, winches, marine hardware, and other transportation and industrial equipment. In August 2024, the Company completed the sale of its steel components business, which manufactured and sold steel components for railcars. See Note 2 Acquisitions and Divestitures.
The financial information for these segments is shown in the tables below. We operate principally in North America.
Three Months Ended June 30, 2025
Construction ProductsEngineered StructuresTransportation ProductsCorporateEliminationsConsolidated
 (in millions)
Revenues$354.5 $293.0 $89.4 $ $ $736.9 
Operating Costs
Cost of revenues270.1 227.0 73.7   570.8 
Selling, general, and administrative30.3 23.2 4.1 15.4  73.0 
Gain on disposition of property, plant, equipment, and other assets(4.5)    (4.5)
Loss on sale of businesses  2.8   2.8 
Operating profit (loss)$58.6 $42.8 $8.8 $(15.4)$ $94.8 
Depreciation, depletion, and amortization$41.8 $12.0 $1.9 $0.4 $ $56.1 
Assets $3,320.8 $1,298.0 $153.0 $239.8 $ $5,011.6 
Capital Expenditures$18.6 $8.0 $0.8 $0.4 $ $27.8 

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Six Months Ended June 30, 2025
Construction ProductsEngineered StructuresTransportation ProductsCorporateEliminationsConsolidated
 (in millions)
Revenues$617.3 $577.8 $173.8 $ $ $1,368.9 
Operating Costs
Cost of revenues487.2 449.6 140.6   1,077.4 
Selling, general, and administrative61.5 46.4 8.0 30.8  146.7 
Gain on disposition of property, plant, equipment, and other assets(8.3)    (8.3)
Loss on sale of businesses  2.5   2.5 
Operating profit (loss)$76.9 $81.8 $22.7 $(30.8)$ $150.6 
Depreciation, depletion, and amortization$80.4 $24.7 $3.8 $0.8 $ $109.7 
Assets $3,320.8 $1,298.0 $153.0 $239.8 $ $5,011.6 
Capital Expenditures$43.0 $15.6 $1.8 $1.4 $ $61.8 

Three Months Ended June 30, 2024
Construction ProductsEngineered StructuresTransportation ProductsCorporateEliminationsConsolidated
 (in millions)
Revenues$276.1 $274.8 $113.8 $ $ $664.7 
Operating Costs
Cost of revenues208.3 223.9 94.5   526.7 
Selling, general, and administrative29.1 23.8 6.7 19.9  79.5 
Gain on disposition of property, plant, equipment, and other assets(1.5)(0.5)   (2.0)
Gain on sale of businesses(5.0)(7.5)   (12.5)
Impairment charge5.8     5.8 
Operating profit (loss)$39.4 $35.1 $12.6 $(19.9)$ $67.2 
Depreciation, depletion, and amortization$29.4 $12.5 $4.1 $0.6 $ $46.6 
Assets$2,058.0 $1,318.7 $291.4 $139.8 $ $3,807.9 
Capital Expenditures$28.1 $16.2 $2.3 $1.0 $ $47.6 

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Six Months Ended June 30, 2024
Construction ProductsEngineered StructuresTransportation ProductsCorporateEliminationsConsolidated
 (in millions)
Revenues$527.3 $506.4 $229.6 $ $ $1,263.3 
Operating Costs
Cost of revenues406.6 417.7 189.4   1,013.7 
Selling, general, and administrative57.1 42.3 13.0 36.2  148.6 
Gain on disposition of property, plant, equipment, and other assets(5.4)(0.5)   (5.9)
Gain on sale of businesses(5.0)(14.5)   (19.5)
Impairment charge5.8     5.8 
Operating profit (loss)$68.2 $61.4 $27.2 $(36.2)$ $120.6 
Depreciation, depletion, and amortization$59.5 $20.4 $8.1 $1.4 $ $89.4 
Assets$2,058.0 $1,318.7 $291.4 $139.8 $ $3,807.9 
Capital Expenditures$58.8 $37.6 $4.2 $1.4 $ $102.0 

Note 5. Property, Plant, and Equipment
The following table summarizes the components of property, plant, and equipment as of June 30, 2025 and December 31, 2024.
June 30,
2025
December 31,
2024
 (in millions)
Land$170.0 $158.3 
Mineral reserves1,117.4 1,111.7 
Buildings and improvements391.4 366.4 
Machinery and other1,308.2 1,292.8 
Construction in progress129.2 129.7 
3,116.2 3,058.9 
Less accumulated depreciation and depletion(1,015.3)(929.5)
$2,100.9 $2,129.4 
No impairment charges were recognized during the three and six months ended June 30, 2025. The Company recorded an impairment of $5.8 million during the three and six months ended June 30, 2024 related to the closure of the Company's aggregates operations in west Texas in our Construction Products segment. Depreciation and depletion related to assets that contribute to the production of revenue are included in cost of revenues on the Consolidated Statements of Operations.

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Note 6. Goodwill and Other Intangible Assets
Goodwill
Goodwill by segment is as follows:
June 30,
2025
December 31,
2024
 (in millions)
Construction Products$843.4 $861.2 
Engineered Structures480.1 480.1 
Transportation Products19.9 19.9 
$1,343.4 $1,361.2 
The decrease in Construction Products goodwill during the six months ended June 30, 2025 is due to purchase price adjustments from the Stavola acquisition. See Note 2 Acquisitions and Divestitures.
Intangible Assets
Intangibles, net consisted of the following:
June 30,
2025
December 31,
2024
(in millions)
Intangibles with indefinite lives - Trademarks$43.8 $43.8 
Intangibles with definite lives:
Customer relationships167.3169.1
Permits178.1178.1
Other46.149.6
391.5396.8
Less accumulated amortization(111.1)(102.3)
280.4294.5
Intangible assets, net$324.2 $338.3 

Note 7. Debt
The following table summarizes the components of debt as of June 30, 2025 and December 31, 2024:
June 30,
2025
December 31,
2024
 (in millions)
Revolving credit facility$ $ 
Term Loan696.5 700.0 
2021 Senior Notes - 4.375% due April 2029400.0 400.0 
2024 Senior Notes - 6.875% due August 2032600.0 600.0 
Finance leases (see Note 8 Leases)4.0 7.1 
1,700.5 1,707.1 
Less: unamortized debt issuance costs(17.0)(18.2)
Total debt$1,683.5 $1,688.9 
Revolving Credit Facility
In August 2023, we entered into a Second Amended and Restated Credit Agreement (as amended, the "Credit Agreement") to increase our revolving credit facility from $500.0 million to $600.0 million, extend the maturity date of our revolving credit facility from January 2, 2025 to August 23, 2028, and refinance and repay in full the remaining balance of the term loan then outstanding under our prior credit facility.
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On August 15, 2024, we entered into Amendment No. 1 to the Credit Agreement ("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 Secured Overnight Financing Rate ("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.
As of June 30, 2025, we had no outstanding loans borrowed under our revolving credit facility, which left $700.0 million available for borrowing.
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 June 30, 2025, the margin for borrowing based on SOFR was set at 2.00% and the commitment fee rate was set at 0.35%.
The revolving credit facility portion of the Credit Agreement requires the maintenance of certain ratios related to leverage and interest coverage. As of June 30, 2025, we were in compliance with all such financial covenants. Borrowings under the Credit Agreement are guaranteed by certain domestic subsidiaries of the Company. On October 1, 2024, we collateralized our obligations under the Credit Agreement with substantially all of our and our subsidiary guarantors' personal property (with certain exceptions).
The carrying value of revolving borrowings under the Credit Agreement approximates fair value because the interest rate adjusts to the market interest rate (Level 3 input). See Note 3 Fair Value Accounting.
In connection with the Credit Agreement, the Company incurred debt issuance costs of approximately $1.9 million during the year ended December 31, 2024. As of June 30, 2025, total unamortized debt issuance costs related to the prior and amended revolving credit facilities were $3.2 million. These costs are included in other assets on the Consolidated Balance Sheet and are amortized into interest expense over the term of the Credit Agreement.
Term Loan
Amendment No. 1 to the Credit Agreement provided for a secured term loan facility (the “2024 Term Loan”) in an aggregate principal amount of $700.0 million. The 2024 Term Loan was funded on October 1, 2024 with the closing of the Stavola acquisition, of which $100.0 million was used to pay down the Company's revolving credit facility. The 2024 Term Loan required, 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 2024 Term Loan had a maturity date of October 1, 2031. The interest rate for the 2024 Term Loan was based on SOFR plus 2.25% per year. The 2024 Term Loan was prepayable at any time without penalty. The 2024 Term Loan was guaranteed by the same subsidiaries of the Company that guarantee our revolving credit facility, and the 2024 Term Loan was secured on a pari passu basis with our revolving credit facility.
In connection with the issuance of the 2024 Term Loan, the Company incurred $7.0 million of debt issuance costs.
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On June 17, 2025, we entered into Amendment No. 2 to the Credit Agreement to establish 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 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, a 0.25% per annum reduction from the 2024 Term Loan. 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 1.00% 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). All other terms of the 2025 Refinancing Term Loan are the same as the 2024 Term Loan that was prepaid with the proceeds of the 2025 Refinancing Term Loan.
In connection with the issuance of the 2025 Refinancing Term Loan, the Company incurred $0.7 million of debt issuance costs.
Senior Notes
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.
The Company has the option to redeem all or a portion of the Senior Notes at redemption prices set forth in the applicable indenture, plus accrued and unpaid interest to the redemption date. If a Change of Control Triggering Event (as defined in each applicable indenture) occurs, the Company must offer to repurchase the Senior Notes at a price equal to 101% of the principal amount of the Senior Notes, plus accrued and unpaid interest to the date of repurchase.
The estimated fair values of the 2024 Notes and 2021 Notes as of June 30, 2025 were $623.0 million and $387.1 million, respectively, based on quoted market prices in a market with little activity (Level 2 input).
In connection with the issuance of the 2024 Notes and the 2021 Notes, the Company incurred $8.2 million and $6.6 million, respectively, of debt issuance costs.
The remaining principal payments under existing debt agreements as of June 30, 2025 are as follows:
20252026202720282029Thereafter
 (in millions)
Term Loan$3.5 $7.0 $7.0 $7.0 $7.0 $665.0 
2021 Senior Notes - 4.375% due April 2029    400.0  
2024 Senior Notes - 6.875% due August 2032     600.0 

Note 8. Leases
We have various leases primarily for office space, land and buildings, and certain equipment. At inception, we determine if an arrangement contains a lease and whether that lease meets the classification criteria of a finance or operating lease. For leases that contain options to purchase, terminate, or extend, such options are included in the lease term when it is reasonably certain that the option will be exercised. Some of our lease arrangements contain lease components and non-lease components which are accounted for as a single lease component as we have elected the practical expedient to group lease and non-lease components for all leases.
As most of our leases do not provide an implicit rate, we use our incremental borrowing rate based on information available at commencement date in determining the present value of lease payments.
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Future minimum lease payments for operating and finance lease obligations as of June 30, 2025 consisted of the following:
Operating LeasesFinance Leases
(in millions)
2025 (remaining)$6.3 $2.2 
202611.3 1.5 
20278.1 0.4 
20286.3 0.1 
20295.8  
Thereafter55.7  
Total undiscounted future minimum lease obligations93.5 4.2 
Less imputed interest(33.4)(0.2)
Present value of net minimum lease obligations$60.1 $4.0 
The following table summarizes our operating and finance leases and their classification within the Consolidated Balance Sheet.
June 30,
2025
December 31,
2024
(in millions)
Assets
Operating - Other assets
$59.7 $63.1 
Finance - Property, plant, and equipment, net
9.6 12.3 
Total lease assets69.3 75.4 
Liabilities
Current
Operating - Accrued liabilities
8.2 8.6 
Finance - Current portion of long-term debt
3.2 5.2 
Non-current
Operating - Other liabilities
51.9 54.7 
Finance - Debt
0.8 1.9 
Total lease liabilities$64.1 $70.4 

Note 9. Other
Other (income) expense consists of the following items:
 Three Months Ended
June 30,
Six Months Ended
June 30,
 2025202420252024
 (in millions)
Foreign currency exchange transactions(2.2)3.3 (2.1)2.8 
Other (income) expense$(2.2)$3.3 $(2.1)$2.8 

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Note 10. Income Taxes
For interim income tax reporting, we estimate our annual effective tax rate and apply it to our year-to-date ordinary income (loss). Tax jurisdictions with a projected or year to date loss for which a tax benefit cannot be realized are excluded. The tax effects of unusual or infrequently occurring items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, are reported in the interim period in which they occur. We have open tax years from 2019 to 2024 with various significant tax jurisdictions.
Our effective tax rates of 14.5% and 15.9% for the three and six months ended June 30, 2025, respectively, differed from the U.S. federal statutory rate of 21.0% due to Advanced Manufacturing Production ("AMP") tax credits, state income taxes, statutory depletion deductions, compensation-related items, and other foreign adjustments. Our effective tax rates of 14.3% and 15.6% for the three and six months ended June 30, 2024, respectively, differed from the U.S. federal statutory rate of 21.0% due to AMP tax credits, compensation-related items, state income taxes, statutory depletion deductions, and tax effects of foreign currency translations.
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted. The OBBBA includes significant provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, the scaling back of, repeal of, and/or addition of stricter eligibility requirements for, several renewable-energy tax incentives, and the restoration of immediate deductibility of certain capital expenditures for tangible, depreciable personal property, and research and development expenditures. The legislation has multiple effective dates, with certain provisions effective in 2025 and others implemented through 2027. We are currently assessing the impact of the OBBBA on our consolidated financial statements.

Note 11. Employee Retirement Plans
Total employee retirement plan expense, which includes related administrative expenses, is as follows:
Three Months Ended
June 30,
Six Months Ended
June 30,
2025202420252024
(in millions)
Defined contribution plans$4.8 $4.6 $9.2 $8.6 
Multiemployer plans0.8 0.4 1.3 0.8 
$5.6 $5.0 $10.5 $9.4 
The Company contributes to various multiemployer defined benefit pension plans under the terms of collective-bargaining agreements that cover certain union-represented employees at one of the facilities in our Engineered Structures segment and four of the facilities in our Construction Products segment acquired in the Stavola acquisition. The Company contributed $0.8 million and $1.3 million to the multiemployer plans for the three and six months ended June 30, 2025, respectively. The Company contributed $0.4 million and $0.8 million to the multiemployer plans for the three and six months ended June 30, 2024, respectively. Total contributions to these plans for 2025 are expected to be approximately $2.8 million.

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Note 12. Accumulated Other Comprehensive Loss
Changes in accumulated other comprehensive loss for the six months ended June 30, 2025 and 2024 are as follows:
Currency
translation
adjustments
Accumulated
other
comprehensive
loss
 (in millions)
Balances at December 31, 2023$(16.2)$(16.2)
Other comprehensive income (loss), net of tax, before reclassifications(0.6)(0.6)
Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0 and $0.0
  
Other comprehensive income (loss)(0.6)(0.6)
Balances at June 30, 2024$(16.8)$(16.8)
Balances at December 31, 2024$(17.7)$(17.7)
Other comprehensive income (loss), net of tax, before reclassifications0.9 0.9 
Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0 and $0.0
  
Other comprehensive income (loss)0.9 0.9 
Balances at June 30, 2025$(16.8)$(16.8)

Note 13. Stock-Based Compensation
Stock-based compensation totaled approximately $6.7 million and $13.4 million for the three and six months ended June 30, 2025, respectively. Stock-based compensation totaled approximately $7.4 million and $14.1 million for the three and six months ended June 30, 2024, respectively.

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Note 14. Earnings Per Common Share
Basic earnings per common share is computed by dividing net income remaining after allocation to participating unvested restricted shares by the weighted average number of basic common shares outstanding for the period. Except when the effect would be antidilutive, the calculation of diluted earnings per common share includes the weighted average net impact of nonparticipating unvested restricted shares. Total weighted average restricted shares were 1.1 million for the three and six months ended June 30, 2025. Total weighted average restricted shares were 1.2 million for the three and six months ended June 30, 2024.
The computation of basic and diluted earnings per share follows.
 Three Months Ended
June 30, 2025
Three Months Ended
June 30, 2024
 Income
(Loss)
Average
Shares
EPSIncome
(Loss)
Average
Shares
EPS
(in millions, except per share amounts)
Net income$59.7 $45.6 
Unvested restricted share participation(0.1)(0.1)
Net income per common share – basic59.6 48.9 $1.22 45.5 48.6 $0.93 
Effect of dilutive securities:
Nonparticipating unvested restricted shares 0.1  0.1 
Net income per common share – diluted$59.6 49.0 $1.22 $45.5 48.7 $0.93 
 Six Months Ended
June 30, 2025
Six Months Ended
June 30, 2024
 Income
(Loss)
Average
Shares
EPSIncome
(Loss)
Average
Shares
EPS
(in millions, except per share amounts)
Net income$83.3 $84.8 
Unvested restricted share participation(0.2)(0.3)
Net income per common share – basic83.1 48.8 $1.70 84.5 48.5 $1.74 
Effect of dilutive securities:
Nonparticipating unvested restricted shares 0.1  0.2 
Net income per common share – diluted$83.1 48.9 $1.70 $84.5 48.7 $1.74 

Note 15. Commitments and Contingencies
The Company is involved in claims and lawsuits incidental to our business arising from various matters including commercial disputes, alleged product defect and/or warranty claims, intellectual property matters, personal injury claims, environmental issues, employment and/or workplace-related matters, and various governmental regulations. The Company evaluates its exposure to such claims and suits periodically and establishes accruals for these contingencies when probable losses can be reasonably estimated. At June 30, 2025, the reasonably possible losses and any related accruals for such matters were not significant.
Estimates of liability arising from future proceedings, assessments, or remediation are inherently imprecise. Accordingly, there can be no assurance that we will not become involved in future litigation or other proceedings, including those related to the environment or, if we are found to be responsible or liable in any such litigation or proceeding, that such costs would not be material to the Company.
Other commitments
In the normal course of business, at June 30, 2025, the Company was contingently liable for $201.7 million in surety bonds, which guarantee its own performance and are required by certain states and municipalities and their related agencies. The Company has indemnified the underwriting insurance companies against any exposure under the surety bonds. The Company is not aware of any circumstances that would result in material claims against these bonds.
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Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
Management’s Discussion and Analysis of Financial Condition and Results of Operations (“MD&A”) is intended to provide a reader of our financial statements with a narrative from the perspective of our management on our financial condition, results of operations, liquidity, and certain other factors that may affect our future results. Our MD&A is presented in the following sections:
Company Overview
Market Outlook
Executive Overview
Results of Operations
Liquidity and Capital Resources
Recent Accounting Pronouncements
Forward-Looking Statements
Our MD&A should be read in conjunction with the Consolidated Financial Statements of Arcosa, Inc. and its consolidated subsidiaries (“Arcosa,” “Company,” “we,” or “our”) and related Notes in Part I, Item 1 of this Quarterly Report on Form 10-Q and the Consolidated Financial Statements and related Notes in Item 8, “Financial Statements and Supplementary Data”, of our Annual Report on Form 10-K for the year ended December 31, 2024 (“2024 Annual Report on Form 10-K”).

Company Overview
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 as a publicly-traded company, listed on the New York Stock Exchange.
Market Outlook
Within our Construction Products segment, market demand remains healthy overall when seasonal weather conditions have been normal, supported by increased infrastructure spending and private non-residential activity. The outlook for single-family residential housing continues to be impacted by higher interest rates and home affordability, which has negatively impacted volumes. We have been successful in managing inflationary cost pressures through proactive price increases.
Within our Engineered Structures segment, our backlog as of June 30, 2025 provides good production visibility for the remainder of 2025. Our customers remain committed to taking delivery of these orders. 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. In our wind towers business, the Inflation Reduction Act ("IRA"), which passed in August 2022, was a significant catalyst for order activity following its passage. 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 through 2028, a large portion of which is supporting wind energy expansion projects in the Southwest. As a result, we opened a new plant in New Mexico and started delivering towers from this facility in the second quarter of 2024. Uncertainty around potential changes in energy policy with the current U.S. presidential administration tempered 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., and we continue to have discussions with our customers about additional orders for 2026 and beyond. As of June 30, 2025, our remaining backlog for wind towers was $598.6 million.
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Within our Transportation Products segment, our backlog for inland barges as of June 30, 2025 was $277.0 million, up 10% from June 30, 2024. Our customers remain committed to taking delivery of these orders. Our barge business is recovering from cyclical lows resulting from the onset of the COVID-19 pandemic when order levels fell sharply due to high steel prices throughout 2022 and 2023. Over this time, customer inquiries have remained healthy, initially for dry barges and more recently for tank barges. Our backlog for tank barges extends deep into 2026. Both fleets continue to age as new builds have not kept pace with scrapping, which indicates future replacement demand. During the second quarter, we received orders of $33 million primarily for hopper barges. After quarter end, we received additional orders totaling $122 million, solidifying our 2025 production plans and extending our hopper barge backlog into 2026 as well.

Executive Overview
Recent Developments
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.
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.
Financial Operations and Highlights
Revenues for the three and six months ended June 30, 2025 increased by 10.9% and 8.4%, respectively, to $736.9 million and $1,368.9 million, respectively, from the same periods in 2024, due to higher revenues in Construction Products and Engineered Structures, partially offset by lower revenues in Transportation Products resulting from the divestiture of the steel components business.
Operating profit for the three and six months ended June 30, 2025 increased by $27.6 million and $30.0 million, respectively, to $94.8 million and $150.6 million, respectively, from the same periods in 2024, primarily driven by higher operating profit in Construction Products and Engineered Structures, partially offset by a decrease in Transportation Products resulting from the divestiture of the steel components business.
Selling, general, and administrative expenses decreased by 8.2% and 1.3% for the three and six months ended June 30, 2025, respectively, from the same periods in 2024. As a percentage of revenues, selling, general, and administrative expenses were 9.9% and 10.7% for the three and six months ended June 30, 2025, respectively, compared to 12.0% and 11.8% for the same periods in 2024, respectively.
Interest expense for the three and six months ended June 30, 2025 totaled $28.5 million and $56.8 million, respectively, an increase of $17.1 million and $37.1 million, respectively, from the same periods in 2024, driven by the additional debt incurred to finance the Stavola acquisition.
The effective tax rate for the three and six months ended June 30, 2025 was 14.5% and 15.9%, respectively, compared to 14.3% and 15.6%, respectively, for the same periods in 2024. See Note 10 Income Taxes to the Consolidated Financial Statements.
Net income for the three and six months ended June 30, 2025 was $59.7 million and $83.3 million, respectively, compared to $45.6 million and $84.8 million, respectively, for the same periods in 2024.
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.
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Unsatisfied Performance Obligations (Backlog)
As of June 30, 2025, December 31, 2024, and June 30, 2024, our unsatisfied performance obligations, or backlog, were as follows:
June 30,
2025
December 31,
2024
June 30,
2024
 (in millions)
Engineered Structures:
Utility and related structures$450.0 $414.0 $424.6 
Wind towers$598.6 $776.8 $914.1 
Transportation Products:
Inland barges$277.0 $280.1 $251.5 
In our Engineered Structures segment, 84% of the unsatisfied performance obligations for our utility and related structures are expected to be delivered during 2025, and substantially all of the remaining performance obligations are expected to be delivered in 2026. For our wind towers business, 30% of the unsatisfied performance obligations are expected to be delivered during 2025, 24% are expected to be delivered during 2026, and the remainder are expected to be delivered through 2028.
For inland barges in our Transportation Products segment, 57% of the unsatisfied performance obligations are expected to be delivered during 2025, and the remainder are expected to be delivered during 2026.

Results of Operations
Overall Summary
Revenues
 Three Months Ended June 30,Six Months Ended June 30,
 20252024Percent Change20252024Percent Change
 (in millions)(in millions)
Construction Products$354.5 $276.1 28.4 %$617.3 $527.3 17.1 %
Engineered Structures293.0 274.8 6.6 577.8 506.4 14.1 
Transportation Products89.4 113.8 (21.4)173.8 229.6 (24.3)
Consolidated Total$736.9 $664.7 10.9 $1,368.9 $1,263.3 8.4 
2025 versus 2024
Revenues increased by 10.9% and 8.4% during the three and six months ended June 30, 2025, respectively.
Revenues from Construction Products increased primarily due to the contribution from the Stavola acquisition, which closed in October 2024.
Revenues from Engineered Structures increased primarily due to higher volumes in our wind towers business. For the six months ended June 30, 2025, revenues also increased due to the contribution from the acquired Ameron business, which closed in April 2024.
Revenues from Transportation Products decreased due to the divestiture of the steel components business, which was completed in August 2024, partially offset by higher barge revenues.
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Operating Costs
 Three Months Ended June 30,Six Months Ended June 30,
 20252024Percent Change20252024Percent Change
 (in millions)(in millions)
Construction Products$295.9 $236.7 25.0 %$540.4 $459.1 17.7 %
Engineered Structures250.2 239.7 4.4 496.0 445.0 11.5 
Transportation Products80.6 101.2 (20.4)151.1 202.4 (25.3)
Segment Totals before Corporate Expenses626.7 577.6 8.5 1,187.5 1,106.5 7.3 
Corporate15.4 19.9 (22.6)30.8 36.2 (14.9)
Consolidated Total$642.1 $597.5 7.5 $1,218.3 $1,142.7 6.6 
Depreciation, depletion, and amortization(1)
$56.1 $46.6 20.4 $109.7 $89.4 22.7 
(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.
2025 versus 2024
Operating costs increased by 7.5% and 6.6% during the three and six months ended June 30, 2025, respectively.
Operating costs for Construction Products increased primarily due to additional costs from the acquired Stavola business.
Operating costs for Engineered Structures increased primarily due to higher volumes in wind towers, partially offset by lower steel costs for utility structures.
Operating costs for Transportation Products decreased primarily due to the divestiture of the steel components business, partially offset by higher barge volumes.
Depreciation, depletion, and amortization expense increased primarily due to the acquisition of Stavola.
Selling, general, and administrative expenses decreased by 8.2% and 1.3% for the three and six months ended June 30, 2025, compared to the same periods in the prior year. As a percentage of revenues, selling, general, and administrative expenses were 9.9% and 10.7% for the three and six months ended June 30, 2025, respectively, compared to 12.0% and 11.8% for the same periods in 2024, respectively.

Operating Profit (Loss)
 Three Months Ended June 30,Six Months Ended June 30,
 20252024Percent Change20252024Percent Change
 (in millions)(in millions)
Construction Products$58.6 $39.4 48.7 %$76.9 $68.2 12.8 %
Engineered Structures42.8 35.1 21.9 81.8 61.4 33.2 
Transportation Products8.8 12.6 (30.2)22.7 27.2 (16.5)
Segment Totals before Corporate Expenses110.2 87.1 26.5 181.4 156.8 15.7 
Corporate(15.4)(19.9)(22.6)(30.8)(36.2)(14.9)
Consolidated Total$94.8 $67.2 41.1 $150.6 $120.6 24.9 

2025 versus 2024
Operating profit increased 41.1% and 24.9% for the three and six months ended June 30, 2025, respectively.
Operating profit in Construction Products increased primarily due to the impact of the acquired Stavola business.
Operating profit in Engineered Structures increased due to higher wind tower volumes as well as improved product mix and operating improvements in our utility structures business.
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Excluding the impact of the divested steel components business, operating profit in Transportation Products increased due to higher barge volumes.
For further discussion of revenues, costs, and the operating results of individual segments, see Segment Discussion below.
Other Income and Expense
Other (income) expense consists of the following items:
 Three Months Ended June 30,Six Months Ended June 30,
 2025202420252024
 (in millions)
Foreign currency exchange transactions(2.2)3.3 (2.1)2.8 
Other (income) expense$(2.2)$3.3 $(2.1)$2.8 

Income Taxes
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 six months ended June 30, 2025 was 14.5% and 15.9%, respectively, compared to 14.3% and 15.6%, respectively, for the same periods in 2024. The change in the tax rate for the three and six months ended June 30, 2025 is primarily due to higher state taxes and foreign adjustments.
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.

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Segment Discussion
Construction Products
 Three Months Ended June 30,Six Months Ended June 30,
 20252024Percent20252024Percent
 ($ in millions)Change($ in millions)Change
Revenues:
Aggregates$194.0 $169.7 14.3 %$359.3 $328.6 9.3 %
Specialty materials and asphalt133.3 66.0 102.0 206.5 129.2 59.8 %
Aggregates intrasegment sales(10.3)(0.2)(14.4)(0.6)
Total Construction Materials317.0 235.5 34.6 551.4 457.2 20.6 %
Construction site support37.5 40.6 (7.6)65.9 70.1 (6.0)
Total revenues354.5 276.1 28.4 617.3 527.3 17.1 
Cost of revenues270.1 208.3 29.7 487.2 406.6 19.8 
Gross profit84.4 67.8 24.5 130.1 120.7 7.8 
Selling, general, and administrative expenses30.3 29.1 4.1 61.5 57.1 7.7 
Gain on disposition of property, plant, equipment, and other assets(4.5)(1.5)(8.3)(5.4)
Gain on sale of business (5.0) (5.0)
Impairment charge 5.8  5.8 
Operating profit$58.6 $39.4 48.7 $76.9 $68.2 12.8 
Operating profit margin16.5 %14.3 %12.5 %12.9 %
Depreciation, depletion, and amortization(1)
$41.8 $29.4 42.2 $80.4 $59.5 35.1 
(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.
Three Months Ended June 30, 2025 versus Three Months Ended June 30, 2024
Revenues increased 28.4% primarily due to the acquisition of Stavola which contributed $90.3 million to revenues during the quarter. Organic revenues in our construction materials businesses declined 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 in our trench shoring business decreased 7.6% primarily due to lower volumes and reduced steel prices.
Cost of revenues increased 29.7% due to increased costs from the Stavola acquisition, including higher depreciation, depletion, and amortization expense. This was partially offset by a slight decrease in costs for our legacy businesses driven by lower organic volumes. As a percentage of revenues, cost of revenues increased to 76.2% in the current period, compared to 75.4% in the prior period.
Selling, general, and administrative expenses increased 4.1% due to additional costs from Stavola partially offset by lower costs in our legacy businesses. Selling, general, and administrative expenses as a percentage of revenues was 8.5% in the current period, compared to 10.5% in the prior period.
Operating profit increased 48.7% primarily due to the impact of the Stavola acquisition, which contributed $22.9 million in the current period. On an organic basis, operating profit decreased due to the decline in revenues and lower cost absorption.
Depreciation, depletion, and amortization expense increased 42.2% primarily due to the acquisition of Stavola, including the fair market value write-up of long-lived assets.
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Six Months Ended June 30, 2025 versus Six Months Ended June 30, 2024
Revenues increased 17.1% primarily due to the acquisition of Stavola which contributed $116.7 million to revenues during the period. Organic revenues in our construction materials businesses declined 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 6.0% primarily due to lower volumes and reduced steel prices.
Cost of revenues increased 19.8% primarily due to increased costs from the recently acquired businesses, including higher depreciation, depletion, and amortization expense. These costs were partially offset by lower costs in our legacy businesses driven by lower organic volumes. As a percentage of revenues, cost of revenues was 78.9% in the current period, compared to 77.1% in the prior period.
Selling, general, and administrative expenses increased 7.7% due to additional costs from Stavola partially offset by lower costs in our legacy businesses. Selling, general, and administrative expenses as a percentage of revenues was 10.0% in the current period, compared to 10.8% in the prior period.
Operating profit increased 12.8% primarily due to the impact of the Stavola acquisition, which contributed $11.9 million in the current period. On an organic basis, operating profit decreased roughly in line with the decrease in revenues.
Depreciation, depletion, and amortization expense increased 35.1% primarily due to the acquisition of Stavola, including the fair market value write-up of long-lived assets.

Engineered Structures
 Three Months Ended June 30,Six Months Ended June 30,
 20252024Percent20252024Percent
 ($ in millions)Change($ in millions)Change
Revenues:
Utility and related structures$205.2 $209.4 (2.0)%$401.0 $386.7 3.7 %
Wind towers87.8 65.4 34.3 %176.8 119.7 47.7 %
Total revenues293.0 274.8 6.6 577.8 506.4 14.1 
Cost of revenues227.0 223.9 1.4 449.6 417.7 7.6 
Gross profit66.0 50.9 29.7 128.2 88.7 44.5 
Selling, general, and administrative expenses23.2 23.8 (2.5)46.4 42.3 9.7 
Gain on disposition of property, plant, equipment, and other assets (0.5) (0.5)
Gain on sale of business (7.5) (14.5)
Operating profit$42.8 $35.1 21.9 $81.8 $61.4 33.2 
Depreciation and amortization(1)
$12.0 $12.5 (4.0)$24.7 $20.4 21.1 
(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.
Three Months Ended June 30, 2025 versus Three Months Ended June 30, 2024
Revenues increased 6.6% primarily due to higher volumes from the new wind tower facility in New Mexico which delivered its first wind tower in the prior period. Revenues for utility and related structures decreased slightly as higher volumes and improved product mix were offset by lower steel prices.
Cost of revenues increased 1.4% 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 77.5% 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.
Selling, general, and administrative expenses decreased 2.5%. Selling, general, and administrative expenses as a percentage of revenues was 7.9% in the current period, compared to 8.7% in the prior period.
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During the prior period, the Company recognized a gain on the sale of a non-operating facility that previously supported the divested business.
Operating profit increased 21.9% primarily due to higher wind tower volumes as well as increased volumes and operating improvements in our utility and related structures businesses, partially offset by the asset sale gains recognized in the prior period from the divested business.
Six Months Ended June 30, 2025 versus Six Months Ended June 30, 2024
Revenues increased 14.1% primarily due to higher volumes from our new facility in our wind towers business. Revenue for our utility and related structures businesses increased slightly as higher utility structures volumes and the contribution from Ameron, which was acquired in April 2024, was partially offset by lower steel prices.
Cost of revenues increased 7.6% 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 77.8% in the current period, compared to 82.5% in the prior period. This decrease is partially attributed to startup costs incurred in the prior period for the new wind tower facility.
Selling, general, and administrative expenses increased 9.7% primarily due to additional costs from the acquired Ameron business.
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.
Operating profit increased 33.2% primarily due to higher wind tower volumes as well as increased volumes and operating improvements in our utility and related structures businesses, partially offset by the asset sale gains recognized in the prior period from the divested business.
Unsatisfied Performance Obligations (Backlog)
As of June 30, 2025, the backlog for utility and related structures was $450.0 million compared to $414.0 million and $424.6 million as of December 31, 2024 and June 30, 2024, respectively. We expect to deliver 84% of the unsatisfied performance obligations for utility and related structures during 2025, and substantially all of the remaining performance obligations are expected to be delivered in 2026.
The backlog for wind towers as of June 30, 2025 was $598.6 million compared to $776.8 million and $914.1 million as of December 31, 2024 and June 30, 2024, respectively. We expect to deliver 30% of the unsatisfied performance obligations for wind towers during 2025, 24% during 2026, with the remainder expected to be delivered through 2028.

Transportation Products
 Three Months Ended June 30,Six Months Ended June 30,
 20252024Percent20252024Percent
 ($ in millions)Change($ in millions)Change
Revenues:
Inland barges$89.4 $75.7 18.1 %$173.8 $155.4 11.8 %
Steel components 38.1 (100.0) 74.2 (100.0)
Total revenues89.4 113.8 (21.4)173.8 229.6 (24.3)
Cost of revenues73.7 94.5 (22.0)140.6 189.4 (25.8)
Gross profit15.7 19.3 (18.7)33.2 40.2 (17.4)
Selling, general, and administrative expenses4.1 6.7 (38.8)8.0 13.0 (38.5)
Loss on sale of business2.8 — 2.5 — 
Operating profit$8.8 $12.6 (30.2)$22.7 $27.2 (16.5)
Depreciation and amortization (1)
$1.9 $4.1 (53.7)$3.8 $8.1 (53.1)
(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.
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Three Months Ended June 30, 2025 versus Three Months Ended June 30, 2024
Revenues decreased 21.4% resulting from the sale of the steel components business. Inland barge revenues increased 18.1%, driven by higher tank barge deliveries, partially offset by lower hopper barge deliveries.
Cost of revenues decreased 22.0% driven by the steel components divestiture, partially offset by higher cost of revenues for the barge business due to increased volumes.
Selling, general, and administrative expenses were roughly flat, excluding the impact of the steel components business from the prior period.
Operating profit increased 9.4%, excluding the impact of the steel components divestiture, driven by increased operating profit for the barge business primarily due to increased tank barge volumes.
Six Months Ended June 30, 2025 versus Six Months Ended June 30, 2024
Revenues decreased 24.3% resulting from the sale of the steel components business. Inland barge revenues increased 11.8%, driven by higher tank barge deliveries, partially offset by lower hopper barge deliveries.
Cost of revenues decreased 25.8% driven by the steel components divestiture, partially offset by higher cost of revenues for the barge business due to increased volumes.
Selling, general, and administrative expenses were roughly flat, excluding the impact of the steel components business from the prior period.
Operating profit increased 11.0%, excluding the impact of the steel components divestiture, driven by increased operating profit for the barge business primarily due to increased tank barge volumes.
Unsatisfied Performance Obligations (Backlog)
As of June 30, 2025, the backlog for inland barges was $277.0 million, compared to $280.1 million and $251.5 million as of December 31, 2024 and June 30, 2024, respectively. We expect to deliver 57% of the unsatisfied performance obligations for inland barges during 2025, and the remainder are expected to be delivered in 2026.

Corporate
 Three Months Ended June 30,Six Months Ended June 30,
 20252024Percent20252024Percent
 (in millions)Change(in millions)Change
Corporate overhead costs$15.4 $19.9 (22.6)%$30.8 $36.2 (14.9)%

Three Months Ended June 30, 2025 versus Three Months Ended June 30, 2024
Corporate overhead costs decreased 22.6% primarily due to lower acquisition and divestiture-related expenses of $0.5 million, compared to $3.9 million for the same period in 2024.
Six Months Ended June 30, 2025 versus Six Months Ended June 30, 2024
Corporate overhead costs decreased 14.9% primarily due to lower acquisition and divestiture-related expenses of $1.3 million, compared to $5.5 million for the same period in 2024.

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Liquidity and Capital Resources
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.
Cash Flows
The following table summarizes our cash flows from operating, investing, and financing activities for the six months ended June 30, 2025 and 2024:
 Six Months Ended June 30,
 20252024
 (in millions)
Total cash provided (required) by:
Operating activities$60.5 $118.8 
Investing activities(33.4)(241.2)
Financing activities(24.7)121.3 
Net increase (decrease) in cash and cash equivalents$2.4 $(1.1)
Operating Activities. Net cash provided by operating activities for the six months ended June 30, 2025 was $60.5 million, compared to $118.8 million of net cash provided by operating activities for the six months ended June 30, 2024.
The changes in current assets and liabilities resulted in a net use of cash of $156.3 million for the six months ended June 30, 2025, compared to a net use of cash of $44.7 million for the six months ended June 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.
Investing Activities. Net cash required by investing activities for the six months ended June 30, 2025 was $33.4 million, compared to $241.2 million for the six months ended June 30, 2024.
Capital expenditures for the six months ended June 30, 2025 were $61.8 million, compared to $102.0 million for the same period last year. Full-year capital expenditures are expected to be approximately $145 to $155 million in 2025.
Proceeds from the sale of property, plant, and equipment and other assets totaled $10.8 million for the six months ended June 30, 2025, compared to $7.4 million for the same period in 2024.
For the six months ended June 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 $179.9 million during the same period in 2024.
There were no proceeds from the sale of businesses during the six months ended June 30, 2025, compared to $33.3 million for the same period in 2024.
Financing Activities. Net cash required by financing activities during the six months ended June 30, 2025 was $24.7 million, compared to net cash provided by financing activities of $121.3 million for the same period in 2024.
Current year activity was driven by scheduled debt payments, dividends paid during the period, shares purchased to satisfy employee taxes on vested stock, and debt issuance costs.
Other Investing and Financing Activities
Revolving Credit Facility, Term Loan, and Senior Notes
In August 2023, we entered into the Credit Agreement to increase our revolving credit facility from $500.0 million to $600.0 million, extend the maturity date of our revolving credit facility from January 2, 2025 to August 23, 2028, and refinance and repay in full the remaining balance of the term loan then outstanding under our prior credit facility.
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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.
As of June 30, 2025, we had no outstanding loans borrowed under our revolving credit facility, which left $700.0 million available for borrowing.
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 June 30, 2025, the margin for borrowing based on SOFR was set at 2.00% and the commitment fee rate was set at 0.35%.
The revolving credit facility portion of the Credit Agreement requires the maintenance of certain ratios related to leverage and interest coverage. As of June 30, 2025, we were in compliance with all such financial covenants. Borrowings under the Credit Agreement are guaranteed by certain domestic subsidiaries of the Company. On October 1, 2024, we collateralized our obligations under the Credit Agreement with substantially all of our and our subsidiary guarantors' personal property (with certain exceptions).
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.

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.
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We believe, based on our current business plans, that our existing cash, available liquidity, and cash flow from operations will be sufficient to fund necessary capital expenditures and operating cash requirements for the foreseeable future.
Dividends and Repurchase Program
In May 2025, the Company declared a quarterly cash dividend of $0.05 per share that was paid on July 31, 2025.
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 six months ended June 30, 2025, the Company did not repurchase any shares, leaving the full amount of the $50.0 million authorization available as of June 30, 2025. See Note 1 Overview and Summary of Significant Accounting Policies to the Consolidated Financial Statements.

Recent Accounting Pronouncements
See Note 1 Overview and Summary of Significant Accounting Policies to the Consolidated Financial Statements for information about recent accounting pronouncements.

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Forward-Looking Statements
This Quarterly Report on Form 10-Q (or statements otherwise made by the Company or on the Company's behalf from time to time in other reports, filings with the SEC, news releases, conferences, internet postings, or otherwise) contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Any statements contained herein that are not historical facts are forward-looking statements and involve risks and uncertainties. These forward-looking statements include expectations, beliefs, plans, objectives, future financial performances, estimates, projections, goals, and forecasts. Arcosa uses the words “anticipates,” “assumes,” “believes,” “estimates,” “expects,” “intends,” “forecasts,” “may,” “will,” “should,” “plans,” and similar expressions to identify these forward-looking statements. Potential factors, which could cause our actual results of operations to differ materially from those in the forward-looking statements include, among others:
the impact of pandemics, epidemics, or other public health emergencies on our sales, operations, supply chain, employees, and financial condition;
market conditions and customer demand for our business products and services;
the cyclical and seasonal nature of the industries in which we compete;
variations in weather in areas where our construction products are sold, used, or installed;
naturally occurring events and other events and disasters causing disruption to our manufacturing, product deliveries, and production capacity, thereby giving rise to an increase in expenses, loss of revenue, and property losses;
competition and other competitive factors;
our ability to identify, consummate, or integrate acquisitions of new businesses or products, or divest any business;
the timing of introduction of new products;
the timing and delivery of customer orders or a breach of customer contracts;
the credit worthiness of customers and their access to capital;
product price changes;
changes in mix of products sold;
the costs incurred to align manufacturing capacity with demand and the extent of its utilization;
the operating leverage and efficiencies that can be achieved by our manufacturing businesses;
availability and costs of steel, component parts, supplies, and other raw materials;
changing technologies;
surcharges and other fees added to fixed pricing agreements for steel, component parts, supplies and other raw materials;
increased costs due to inflation or tariffs;
interest rates and capital costs;
counter-party risks for financial instruments;
our indebtedness or leverage levels;
long-term funding of our operations;
taxes;
costs and availability of sufficient insurance coverage;
material nonpayment or nonperformance by any of our key customers;
the stability of the governments and political and business conditions in certain foreign countries, particularly Mexico;
public infrastructure expenditures;
changes in import and export quotas and regulations;
business conditions in emerging economies;
costs and results of litigation;
changes in accounting standards or inaccurate estimates or assumptions in the application of accounting policies;
legal, regulatory, and environmental issues, including compliance of our products with mandated specifications, standards, or testing criteria and obligations to remove and replace our products following installation or to recall our products and install different products manufactured by us or our competitors;
actions by the executive and legislative branches of the U.S. government relative to federal government budgeting, taxation policies, government expenditures, U.S. borrowing/debt ceiling limits, and trade policies, including tariffs, and border closures;
our ability to sufficiently protect our intellectual property rights;
our ability to mitigate against cybersecurity incidents, including ransomware, malware, phishing emails, and other electronic security threats;
if the Company's sustainability efforts are not favorably received by stockholders;
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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
the delivery or satisfaction of any backlog or firm orders.
Any forward-looking statement speaks only as of the date on which such statement is made. Arcosa undertakes no obligation to update any forward-looking statement to reflect events or circumstances after the date on which such statement is made. For a discussion of risks and uncertainties that could cause actual results to differ from those contained in the forward-looking statements, see Item 1A, “Risk Factors” in our 2024 Annual Report on Form 10-K and future Quarterly Reports on Form 10-Q and Current Reports on Form 8-K.

Item 3. Quantitative and Qualitative Disclosures about Market Risk
There has been no material change in our market risks since December 31, 2024 as set forth in our 2024 Annual Report on Form 10-K. See Note 9 Other, Net to the Consolidated Financial Statements for the impact of foreign exchange rate fluctuations for the three and six months ended June 30, 2025.

Item 4. Controls and Procedures
Disclosure Controls and Procedures
The Company maintains disclosure controls and procedures designed to ensure that it is able to collect and record the information it is required to disclose in the reports it files or submits under the Securities Exchange Act of 1934 (the “Exchange Act”) with the Securities and Exchange Commission (“SEC”), to process, summarize, and disclose this information within the time periods specified in the rules of the SEC, and that such information is accumulated and communicated to management, including our Chief Executive and Chief Financial Officers, in a timely fashion. The Company’s Chief Executive and Chief Financial Officers are responsible for establishing and maintaining these disclosure controls and procedures and evaluating their effectiveness (as defined in Rule 13(a)-15(e) under the Exchange Act). Based on their evaluation of the Company’s disclosure controls and procedures that took place as of the end of the period covered by this report, the Chief Executive and Chief Financial Officers believe that these disclosure controls and procedures were effective.
Changes in Internal Control over Financial Reporting
During the period covered by this report, there have been no changes in the Company’s internal control over financial reporting that have materially affected or are reasonably likely to materially affect the Company’s internal control over financial reporting.

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PART II

Item 1. Legal Proceedings
See Note 15 Commitments and Contingencies to the Consolidated Financial Statements regarding legal proceedings.

Item 1A. Risk Factors
There have been no material changes in the Company's risk factors from those set forth in our 2024 Annual Report on Form 10-K.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
This table provides information with respect to purchases by the Company of shares of its common stock during the quarter ended June 30, 2025:
Period
Number of Shares Purchased (1)
Average Price Paid per Share (1)
Total Number of Shares Purchased as Part of Publicly Announced Plans or Programs (2)
Maximum Number (or Approximate Dollar Value) of Shares that May Yet Be Purchased Under the Plans or Programs (2)
April 1, 2025 through April 30, 202530 $78.98 — $50,000,000 
May 1, 2025 through May 31, 2025122,157 $88.28 — $50,000,000 
June 1, 2025 through June 30, 20251,137 $86.06 — $50,000,000 
Total123,324 $88.26 — $50,000,000 
(1)     These columns include the following transactions during the three months ended June 30, 2025: (i) the surrender to the Company of 123,324 shares of common stock to satisfy tax withholding obligations in connection with the vesting of restricted stock issued to employees and (ii) the purchase of no shares of common stock on the open market as part of the stock repurchase program.
(2)     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.

Item 3. Defaults Upon Senior Securities
Not applicable.

Item 4. Mine Safety Disclosures
The information concerning mine safety violations or other regulatory matters required by Section 1503(a) of the Dodd-Frank Wall Street Reform and Consumer Protection Act and Item 104 of Regulation S-K is included in Exhibit 95 to this Form 10-Q.

Item 5. Other Information
During the three months ended June 30, 2025, no director or officer (as defined in Rule 16a-1(f) of the Exchange Act) of the Company adopted, modified, or terminated a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement," as each term is defined in Item 408(a) of Regulation S-K.

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Item 6. Exhibits
NO.DESCRIPTION
3.1
Restated Certificate of Incorporation of Arcosa, Inc. (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-8 filed on October 31, 2018, File No. 333-228098).
3.2
Amended and Restated Bylaws of Arcosa, Inc. (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K, filed December 12, 2022, File No. 001-38494).
10.1
Amendment No. 2 to Second Amended and Restated Credit Agreement, dated as of June 17, 2025, among Arcosa, Inc., as borrower, certain subsidiaries of Arcosa, Inc., as guarantors (for the limited purposes set forth therein), the lenders party thereto, and JPMorgan Chase Bank, N.A., as administrative agent (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, filed on June 18, 2025, File No. 001-38494).
31.1
Rule 13a-15(e) and 15d-15(e) Certification of the Chief Executive Officer (filed herewith).
31.2
Rule 13a-15(e) and 15d-15(e) Certification of the Chief Financial Officer (filed herewith).
32.1
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).
32.2
Certification pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 (filed herewith).
95
Mine Safety Disclosure Exhibit (filed herewith).
101.INSInline XBRL Instance Document (filed electronically herewith).
101.SCHInline XBRL Taxonomy Extension Schema Document (filed electronically herewith).
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document (filed electronically herewith).
101.LABInline XBRL Taxonomy Extension Label Linkbase Document (filed electronically herewith).
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document (filed electronically herewith).
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document (filed electronically herewith).
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101).


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SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

Arcosa, Inc.
(Registrant)
August 8, 2025By:/s/ Gail M. Peck
 Gail M. Peck
 Chief Financial Officer




40

FAQ

How did Arcosa's Q2 2025 EPS compare with Q2 2024?

Diluted EPS rose to $1.22 from $0.93, a 31% increase.

What drove the revenue increase for ACA in Q2 2025?

Stavola acquisition and higher wind-tower shipments lifted revenue 11% YoY to $736.9 M.

What is Arcosa's current debt level?

Total debt is $1.68 B, consisting of a $696 M term loan and $1 B in senior notes.

How large is Arcosa's backlog as of June 30 2025?

Backlog totals $1.33 B: $450 M utility structures, $599 M wind towers, $277 M inland barges.

Did Arcosa repurchase any shares under its $50 M program?

No repurchases occurred; the full $50 M authorization remains available.

What impact could the OBBBA have on Arcosa's wind-tower business?

The law terminates key tax credits after 2027, potentially pulling demand forward then reducing orders later.
Arcosa Inc

NYSE:ACA

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4.13B
47.92M
1.84%
96.67%
2.6%
Engineering & Construction
Fabricated Structural Metal Products
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United States
DALLAS