Suncrete, Inc. SEC Filings

Suncrete, Inc. filed Amendment No. 2 to its Form 8-K to add updated historical and pro forma financial information tied to its Nelson Bros. Ready Mix acquisition and other recent deals. The filing includes unaudited financial statements for Nelson Bros. for the three months ended March 31, 2026 and 2025, showing 2026 sales of $15,456,534 and a net loss of $2,092,521, with total assets of $62,383,590 and liabilities of $47,668,563. It also presents unaudited pro forma condensed combined statements that illustrate how Suncrete’s results would look if the SPAC business combination, the Thunder Acquisition, the Hope Concrete Acquisition and the Nelson Bros. Acquisition had occurred earlier, including pro forma combined revenue of $91,844 (in $000’s) and a net loss of $6,759 (in $000’s) for the three months ended March 31, 2026, and revenue of $429,390 (in $000’s) with a net loss of $20,188 (in $000’s) for 2025.

Suncrete, Inc. files a prospectus supplement registering 52,299,704 shares of Class A common stock and 473,800 warrants. The supplement updates the Company’s Form S-1 prospectus dated May 14, 2026 and incorporates by reference Amendment No. 1 to the Form 8-K (filed May 15, 2026) to include updated financial results for Concrete Partners Holding, LLC and Haymaker for the quarter ended March 31, 2026.

The prospectus supplement notes Suncrete is a Nasdaq-listed, controlled company and discloses recent acquisitions and the April 8, 2026 business combination with Haymaker that generated approximately $226.0 million in gross proceeds. It also provides condensed consolidated financial statements for Concrete Partners Holding, LLC showing $61,829 in revenue and a net loss of $1,748 (amounts presented in thousands) for the three months ended March 31, 2026.

Suncrete, Inc. files a prospectus supplement to its Registration Statement to register 52,299,704 shares of Class A Common Stock and 473,800 warrants. The supplement incorporates the Company’s Form 10-Q for the quarter ended March 31, 2026 and updates the prospectus dated May 14, 2026.

The supplement itemizes that the 52,299,704 shares figure includes 23,714,609 shares issuable upon conversion of Class B Common Stock, 473,800 shares underlying warrants, 2,525,094 shares underlying pre-funded warrants, 1,444,445 shares underlying Series A Convertible Perpetual Preferred Stock, and 695,110 shares issuable upon exchange of Holdco Class B Common Shares. The filing also attaches the Company’s Form 10-Q, which discloses a net loss of $31,000, $0 cash and a working capital deficit of $62,519 as of March 31, 2026. The prospectus supplement reflects that the previously announced business combination closed on April 8, 2026.

Suncrete, Inc. registered 52,299,704 shares of Class A Common Stock and 473,800 warrants for resale by certain selling holders pursuant to this prospectus.

The registration covers resale by selling holders of multiple security types (including shares issuable on conversion of Class B, warrants, pre-funded warrants, Series A preferred conversion and HoldCo exchangeable securities) and also registers the potential issuance of shares upon exercise of registered warrants. The Company will receive proceeds only if warrants are exercised for cash; exercise economics and cashless exercise mechanics are described in the prospectus. The filing discloses the Offered Securities represent approximately 70.1% of total outstanding Common Stock on a fully diluted basis as of May 5, 2026.

Suncrete, Inc. filed an amended report to add updated first-quarter 2026 financials for Concrete Partners Holding (CPH) and Haymaker following their completed business combination. CPH generated $61.8 million in revenue, up 64% year over year, but posted a net loss of $1.7 million.

Adjusted EBITDA was $10.2 million, with a 16.5% margin, as results reflected the Thunder Acquisition, which contributed about $18.3 million of revenue. CPH held $389.3 million in total assets and $200.8 million of debt, anchored by a $191.8 million term loan.

The filing also describes Suncrete’s reverse recapitalization with Haymaker, which generated approximately $226.0 million in gross proceeds and converted legacy preferred units into Suncrete equity. Subsequent acquisitions in Texas and Louisiana added multiple ready-mix platforms using a mix of cash and Class A common stock.

Suncrete, Inc. reports a small shell-stage loss while completing a transformative series of deals around its SPAC business combination. For the quarter ended March 31, 2026, it generated no revenue, recorded a net loss of $31,000 and had $0 cash with a working capital deficit of $62,519.

The April 8, 2026 business combination with Haymaker and Concrete Partners Holding repositions Suncrete as an operating construction materials platform, accounted for as a reverse recapitalization. The company closed or agreed to several large ready-mix concrete acquisitions in Oklahoma, Texas and Louisiana, funded with substantial cash, stock and earnouts alongside an amended credit facility with a $205 million term loan and $25 million revolver.

Suncrete, Inc. reported strong top-line growth but a swing to loss for Q1 2026. Revenues rose 64% to $61,829 thousand from $37,739 thousand, driven by higher ready-mix concrete volumes, which increased 58% year over year. Net results shifted to a loss of $1,748 thousand from income of $1,067 thousand, as selling, general and administrative expenses and interest costs grew significantly.

Adjusted EBITDA increased to $10,171 thousand from $8,119 thousand, while Supplemental Adjusted EBITDA rose to $10,871 thousand from $8,775 thousand, though margins narrowed. Management introduced 2026 guidance, projecting Adjusted EBITDA between $68,200 thousand and $92,800 thousand and Supplemental Adjusted EBITDA between $71,400 thousand and $96,000 thousand, incorporating recent Texas and Louisiana acquisitions. The company also highlighted its recent Nasdaq listing and ongoing acquisition-focused growth strategy across the Sunbelt.

Suncrete, Inc. filed an amended current report to add audited financial statements for its acquired business, Hope Concrete, LLC, and related pro forma results. Hope Concrete reported 2025 net sales of $56.6 million, down from $70.7 million in 2024, with 2025 net income of $0.6 million versus $3.7 million a year earlier. As of December 31, 2025, Hope Concrete had total assets of $69.5 million, liabilities of $44.0 million, and member’s equity of $25.6 million. Operating cash flow for 2025 was $1.3 million, while investing activities used $5.9 million, largely for capital spending and related-party receivables, and financing activities provided $1.8 million mainly from new debt.