Cover Page and DEI
Cover Page and DEI - USD ($) $ in Billions | 12 Months Ended | ||
Dec. 31, 2020 | Jan. 15, 2021 | Jun. 30, 2020 | |
Document Information [Line Items] | |||
Document Type | 10-K | ||
Document Annual Report | true | ||
Document Period End Date | Dec. 31, 2020 | ||
Current Fiscal Year End Date | --12-31 | ||
Document Transition Report | false | ||
Entity File Number | 1-38494 | ||
Entity Registrant Name | Arcosa, Inc. | ||
Entity Incorporation, State or Country Code | DE | ||
Entity Tax Identification Number | 82-5339416 | ||
Entity Address, Address Line One | 500 N. Akard Street, Suite 400 | ||
Entity Address, City or Town | Dallas, | ||
Entity Address, State or Province | TX | ||
Entity Address, Postal Zip Code | 75201 | ||
City Area Code | 972 | ||
Local Phone Number | 942-6500 | ||
Title of 12(b) Security | Common Stock ($0.01 par value) | ||
Trading Symbol | ACA | ||
Security Exchange Name | NYSE | ||
Entity Well-known Seasoned Issuer | Yes | ||
Entity Voluntary Filers | No | ||
Entity Current Reporting Status | Yes | ||
Entity Interactive Data Current | Yes | ||
Entity Filer Category | Large Accelerated Filer | ||
Entity Small Business | false | ||
Entity Emerging Growth Company | false | ||
ICFR Auditor Attestation Flag | true | ||
Entity Shell Company | false | ||
Entity Public Float | $ 2 | ||
Entity Common Stock, Shares Outstanding | 48,177,193 | ||
Documents Incorporated by Reference | The information required by Part III of this report, to the extent not set forth herein, is incorporated by reference from the registrant's definitive 2021 Proxy | ||
Entity Central Index Key | 0001739445 | ||
Amendment Flag | false | ||
Document Fiscal Year Focus | 2020 | ||
Document Fiscal Period Focus | FY |
Consolidated and Combined State
Consolidated and Combined Statements of Operations - USD ($) shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Income Statement [Abstract] | |||
Revenues | $ 1,935.6 | $ 1,736.9 | $ 1,460.4 |
Operating costs: | |||
Cost of revenues | 1,553.6 | 1,404.5 | 1,188.4 |
Selling, general, and administrative expenses | 223.1 | 179.5 | 153.9 |
Impairment charge | 7.1 | 0 | 23.2 |
Costs and Expenses, Total | 1,783.8 | 1,584 | 1,365.5 |
Total operating profit | 151.8 | 152.9 | 94.9 |
Interest expense | 10.6 | 6.8 | 0.9 |
Other, net (income) expense | 3 | (0.7) | (1) |
Nonoperating Income (Expense) | 13.6 | 6.1 | (0.1) |
Income before income taxes | 138.2 | 146.8 | 95 |
Provision (benefit) for income taxes: | |||
Current | 22 | 16.2 | (3.1) |
Deferred | 9.6 | 17.3 | 22.4 |
Total provision for income taxes | 31.6 | 33.5 | 19.3 |
Net income | $ 106.6 | $ 113.3 | $ 75.7 |
Net income per common share: | |||
Basic (in dollars per share) | $ 2.20 | $ 2.34 | $ 1.55 |
Diluted (in dollars per share) | $ 2.18 | $ 2.32 | $ 1.54 |
Weighted average number of shares outstanding: | |||
Basic (in shares) | 48 | 47.9 | 48.8 |
Diluted (in shares) | 48.5 | 48.4 | 48.9 |
Dividends declared per common share | $ 0.20 | $ 0.20 | $ 0.05 |
Consolidated and Combined Sta_2
Consolidated and Combined Statements of Comprehensive Income - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Net income | $ 106.6 | $ 113.3 | $ 75.7 |
Derivative financial instruments: | |||
Unrealized losses arising during the period, net of tax expense (benefit) | (3.7) | (2.8) | (0.9) |
Reclassification adjustments for losses included in net income, net of tax expense (benefit) | 1.6 | 0.3 | 0 |
Currency translation adjustment: | |||
Unrealized gains (losses) arising during the period, net of tax expense (benefit) | (0.3) | 0.5 | 0 |
Reclassification adjustments for losses included in net income, net of tax expense (benefit) | 0 | 0 | 3 |
Other comprehensive income (loss) | (2.4) | (2) | 2.1 |
Comprehensive income | $ 104.2 | $ 111.3 | $ 77.8 |
Consolidated and Combined Sta_3
Consolidated and Combined Statements of Comprehensive Income (Parenthetical) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Comprehensive Income [Abstract] | |||
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax | $ (1) | $ (0.7) | $ (0.3) |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax | (0.4) | (0.1) | 0 |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax | (0.1) | 0 | (0.3) |
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, Tax | $ 0 | $ 0 | $ 0 |
Consolidated and Combined Balan
Consolidated and Combined Balance Sheets - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Current assets: | ||
Cash and cash equivalents | $ 95.8 | $ 240.4 |
Receivables, net of allowance | 260.2 | 200 |
Inventories: | ||
Raw materials and supplies | 114.6 | 134.8 |
Work in process | 44.4 | 41.7 |
Finished goods | 117.8 | 106.8 |
Total inventory | 276.8 | 283.3 |
Other | 32.1 | 33.5 |
Total current assets | 664.9 | 757.2 |
Property, plant, and equipment, net | 913.3 | 816.2 |
Goodwill | 794 | 621.9 |
Intangibles, net | 212.9 | 51.7 |
Deferred income taxes | 15.4 | 14.3 |
Other assets | 46.2 | 41.2 |
Assets | 2,646.7 | 2,302.5 |
Current liabilities: | ||
Accounts payable | 144.1 | 90 |
Accrued liabilities | 115.2 | 119.4 |
Advance billings | 44.7 | 70.9 |
Current portion of long-term debt | 6.3 | 3.7 |
Total current liabilities | 310.3 | 284 |
Debt | 248.2 | 103.6 |
Deferred income taxes | 112.7 | 66.4 |
Other liabilities | 83.3 | 58.1 |
Total liabilities | 754.5 | 512.1 |
Stockholders’ equity: | ||
Common Stock, Value, Issued | 0.5 | 0.5 |
Capital in excess of par value | 1,694.1 | 1,686.7 |
Retained earnings | 219.7 | 122.9 |
Accumulated other comprehensive loss | (22.1) | (19.7) |
Treasury stock | 0 | 0 |
Total stockholders' equity | 1,892.2 | 1,790.4 |
Total liabilities and stockholders' equity | $ 2,646.7 | $ 2,302.5 |
Consolidated and Combined Bal_2
Consolidated and Combined Balance Sheets (Parenthetical) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Statement of Financial Position [Abstract] | ||
Allowance for doubtful accounts | $ 3.4 | $ 2.3 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 |
Common Stock, Shares, Outstanding | 48,200,000 | 48,300,000 |
Common Stock, Shares, Issued | 48,200,000 | 48,300,000 |
Treasury Stock, Shares | 0 | 0 |
Consolidated and Combined Sta_4
Consolidated and Combined Statements of Cash Flows - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Operating activities: | |||
Net income | $ 106.6 | $ 113.3 | $ 75.7 |
Adjustments to reconcile net income to net cash provided by operating activities: | |||
Depreciation, depletion, and amortization | 114.5 | 85.8 | 67.6 |
Impairment charge | 7.1 | 0 | 23.2 |
Stock-based compensation expense | 20 | 14.6 | 9.9 |
Provision for deferred income taxes | 9.6 | 17.3 | 22.4 |
Gains on disposition of property and other assets | (6.4) | (4) | (1.1) |
(Increase) decrease in other assets | (7.6) | (0.9) | 6.4 |
Increase (decrease) in other liabilities | 11.5 | 4.2 | (1.7) |
Other | 0.8 | (4.1) | (3.1) |
Changes in current assets and liabilities: | |||
(Increase) decrease in receivables | (13.5) | 99 | (80.9) |
(Increase) decrease in inventories | 32.6 | (22.7) | (29.9) |
(Increase) decrease in other current assets | 1.9 | (11.6) | (10.8) |
Increase (decrease) in accounts payable | 43.5 | 3.5 | 20.6 |
Increase (decrease) in advance billings | (31.6) | 49.3 | 7.7 |
Increase (decrease) in accrued liabilities | (29.1) | 15.1 | 12.5 |
Net cash provided by operating activities | 259.9 | 358.8 | 118.5 |
Investing activities: | |||
Proceeds from disposition of property and other assets | 9.6 | 8.9 | 10.2 |
Capital expenditures | (82.1) | (85.4) | (44.8) |
Acquisitions, net of cash acquired | (455.7) | (32.9) | (333.2) |
Proceeds from divestitures | 0 | 0 | 3.3 |
Net cash required by investing activities | (528.2) | (109.4) | (364.5) |
Financing activities: | |||
Payments to retire debt | (104.9) | (81.2) | (0.3) |
Proceeds from issuance of debt | 251.4 | 0 | 180 |
Shares repurchased | (8) | (11) | (3) |
Dividends paid to common shareholders | (9.8) | (9.9) | 0 |
Purchase of shares to satisfy employee tax on vested stock | (3.8) | (4.4) | (0.5) |
Capital contribution from Former Parent | 0 | 0 | 200 |
Net transfers to Former Parent and affiliates | 0 | 0 | (34.5) |
Proceeds from (Payments for) Other Financing Activities | (1.2) | (1.9) | (3.1) |
Net cash provided by (required by) financing activities | 123.7 | (108.4) | 338.6 |
Net increase (decrease) in cash and cash equivalents | (144.6) | 141 | 92.6 |
Cash and cash equivalents at beginning of period | 240.4 | 99.4 | 6.8 |
Cash and cash equivalents at end of period | $ 95.8 | $ 240.4 | $ 99.4 |
Supplemental Cash Flow Informat
Supplemental Cash Flow Information - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Statement of Cash Flows [Abstract] | |||
Income tax payments made, net | $ 36.9 | $ 18.8 | $ 0.6 |
Consolidated Statements of Stoc
Consolidated Statements of Stockholders' Equity - USD ($) $ in Millions | Total | Former Parent's Net Investment | Common Stock | Capital in Excess of Par Value | Retained Earnings | Accumulated Other Comprehensive Loss | Treasury Stock |
Beginning balance at Dec. 31, 2017 | $ 1,407.9 | $ 1,427.7 | $ 0 | $ 0 | $ 0 | $ (19.8) | $ 0 |
Beginning balance, shares at Dec. 31, 2017 | 0 | 0 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Cumulative effect of adopting new accounting standards | (4) | (4) | |||||
Net income | 75.7 | 53.8 | 21.9 | ||||
Capital contribution from Former Parent | 200 | 200 | |||||
Net transfers from Former Parent and affiliates | (1.2) | (1.2) | |||||
Distribution by Former Parent | 0 | (1,684.6) | $ 0.5 | 1,684.1 | |||
Distribution by Former Parent, shares | 48,800,000 | ||||||
Cash dividends on common stock | (2.4) | (2.4) | |||||
Other comprehensive income (loss) | 2.1 | 2.1 | |||||
Restricted shares, net | 9.4 | 8.3 | 1.6 | $ 0.5 | |||
Shares repurchased | (3) | $ (3) | |||||
Number of shares repurchased | 100,000 | ||||||
Ending balance at Dec. 31, 2018 | 1,684.5 | 0 | $ 0.5 | 1,685.7 | 19.5 | (17.7) | $ (3.5) |
Ending balance, shares at Dec. 31, 2018 | 48,800,000 | 100,000 | |||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | 113.3 | 113.3 | |||||
Capital contribution from Former Parent | 0 | ||||||
Cash dividends on common stock | (9.9) | (9.9) | |||||
Other comprehensive income (loss) | (2) | (2) | |||||
Restricted shares, net | 10.3 | 16 | $ (5.7) | ||||
Restricted shares, net, shares | 200,000 | 200,000 | |||||
Shares repurchased | $ (11) | $ (11) | |||||
Number of shares repurchased | 361,442 | 400,000 | |||||
Retirement of treasury stock | $ 0 | (20.2) | $ (20.2) | ||||
Treasury Stock, Shares, Retired | (700,000) | (700,000) | |||||
Stockholders' Equity, Other | 5.2 | 5.2 | |||||
Ending balance at Dec. 31, 2019 | $ 1,790.4 | 0 | $ 0.5 | 1,686.7 | 122.9 | (19.7) | $ 0 |
Ending balance, shares at Dec. 31, 2019 | 48,300,000 | 0 | |||||
Statement of Stockholders' Equity [Abstract] | |||||||
Common stock, par value (in dollars per share) | $ 0.01 | ||||||
Increase (Decrease) in Stockholders' Equity [Roll Forward] | |||||||
Net income | $ 106.6 | 106.6 | |||||
Capital contribution from Former Parent | 0 | ||||||
Cash dividends on common stock | (9.8) | (9.8) | |||||
Other comprehensive income (loss) | (2.4) | (2.4) | |||||
Restricted shares, net | 16.2 | 23.3 | $ (7.1) | ||||
Restricted shares, net, shares | 300,000 | 200,000 | |||||
Shares repurchased | $ (8) | $ (8) | |||||
Number of shares repurchased | 184,772 | 200,000 | |||||
Retirement of treasury stock | $ 0 | (15.1) | $ (15.1) | ||||
Treasury Stock, Shares, Retired | (400,000) | (400,000) | |||||
Stockholders' Equity, Other | (0.8) | (0.8) | |||||
Ending balance at Dec. 31, 2020 | $ 1,892.2 | $ 0 | $ 0.5 | $ 1,694.1 | $ 219.7 | $ (22.1) | $ 0 |
Ending balance, shares at Dec. 31, 2020 | 48,200,000 | 0 | |||||
Statement of Stockholders' Equity [Abstract] | |||||||
Common stock, par value (in dollars per share) | $ 0.01 |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Summary of Significant Accounting Policies | 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 structure, and transportation markets in North America. Arcosa is a Delaware corporation and was incorporated in 2018 in connection with the separation (the “Separation”) of Arcosa from Trinity Industries, Inc. (“Trinity” or “Former Parent”) on November 1, 2018 as an independent, publicly-traded company, listed on the New York Stock Exchange. The accompanying Consolidated and Combined Financial Statements present our historical financial position, results of operations, comprehensive income/loss, and cash flows in accordance with accounting principles generally accepted in the U.S. (“GAAP”). The combined financial statements for periods prior to the Separation were derived from Trinity’s consolidated financial statements and accounting records and prepared in accordance with GAAP for the preparation of carved-out combined financial statements. Through the date of the Separation, all revenues and costs as well as assets and liabilities directly associated with Arcosa have been included in the combined financial statements. Prior to the Separation, the combined financial statements also included allocations of certain selling, general, and administrative expenses provided by Trinity to Arcosa and allocations of related assets, liabilities, and the Former Parent’s net investment, as applicable. The allocations were determined on a reasonable basis; however, the amounts are not necessarily representative of the amounts that would have been reflected in the financial statements had the Company been an entity that operated independently of Trinity during the applicable periods. Following the Separation, the consolidated financial statements include the accounts of the Company and its subsidiaries and no longer include any allocations from Trinity. All normal and recurring adjustments necessary for a fair presentation of the financial position of the Company and the results of operations and cash flows have been made in conformity with GAAP. All significant intercompany accounts and transactions have been eliminated. Relationship with Former Parent and Related Entities Prior to the Separation, Arcosa was managed and operated in the normal course of business with other business units of Trinity. The accompanying combined financial results for periods prior to the Separation include sales and purchase transactions with Trinity and its subsidiaries in addition to certain shared costs which have been allocated to Arcosa and reflected as expenses in the Combined Statements of Operations. Transactions and allocations between Trinity and Arcosa are reflected in equity in the Combined Statement of Stockholders' Equity as Former Parent's net investment and in the Combined Statements of Cash Flows as a financing activity in Net transfers from/(to) Former Parent and affiliates. All transactions and allocations between Trinity and Arcosa prior to the Separation have been deemed paid between the parties, in cash, in the period in which the transaction or allocation was recorded in the Combined Financial Statements. Disbursements and cash receipts were made through centralized accounts payable and cash collection systems, respectively, which were operated by Trinity. As cash was disbursed and received by Trinity, it was accounted for by Arcosa through the Former Parent's net investment account. Allocations of current income taxes receivable or payable prior to the Separation were deemed to have been remitted to Arcosa or Trinity, respectively, in cash, in the period to which the receivable or payable applies. Corporate Costs/Allocations The combined financial results include an allocation of costs related to certain corporate functions incurred by Trinity for services that are provided to or on behalf of Arcosa. Corporate costs have been allocated to Arcosa using methods management believes are consistent and reasonable. Such cost allocations to Arcosa consist of (1) shared service charges and (2) corporate overhead costs. Shared service charges consist of monthly charges to each Trinity business unit for certain corporate functions such as information technology, human resources, and legal based on usage rates and activity units. Corporate overhead costs consist of costs not previously allocated to Trinity's business units and were allocated to Arcosa based on an analysis of each cost function and the relative benefits received by Arcosa for each of the periods. Corporate overhead costs allocated to Arcosa prior to the Separation totaled $26.0 million for the ten months ended October 31, 2018. Corporate overhead costs are included in selling, general, and administrative expenses in the accompanying Consolidated and Combined Statements of Operations. Also see Note 4 Segment Information. The Consolidated and Combined Financial Statements of Arcosa for the year ended December 31, 2018 may not include all of the actual expenses that would have been incurred had we operated as a standalone company during the periods presented and may not reflect our combined results of operations, financial position, and cash flows had we operated as a standalone company during the period. Actual costs that would have been incurred if we had operated as a standalone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas, including information technology and infrastructure. We also may incur additional costs associated with being a standalone, independent, publicly-traded company that were not included in the expense allocations and, therefore, would result in additional costs that are not reflected in our historical results of operations, financial position, and cash flows. Other Transactions with Trinity Businesses For the year ended December 31, 2018, the Company had sales to Trinity businesses of $160.3 million and purchases from Trinity businesses of $44.5 million. Subsequent to the Separation, Trinity is no longer considered a related entity. Stockholders' Equity In December 2020, the Company’s Board of Directors (the “Board”) authorized a new $50 million share repurchase program effective January 1, 2021 through December 31, 2022. The new program replaced the previous program which expired on December 31, 2020. Under the previous program, the Company repurchased 184,772 shares at a cost of $8.0 million during the year ended December 31, 2020. During the year ended December 31, 2019, the Company repurchased 361,442 shares at a cost of $11.0 million. Prior to the Separation, the Company filed its Restated Certificate of Incorporation which authorizes the issuance of 200 million shares of common stock at a par value of $0.01 per share. 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 recognizes substantially all 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 our wind tower, certain utility structure, and certain storage tank product lines 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, and 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 December 31, 2020 and 2019, we had a contract asset of $82.8 million and $50.8 million, respectively, which is included in receivables, net of allowance, within the Consolidated Balance Sheets. The increase in the contract asset in 2020 is attributed to an increase in finished structures that had not yet been delivered to customers. 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. 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 December 31, 2020 and the percentage of the outstanding performance obligations as of December 31, 2020 expected to be delivered during 2021: Unsatisfied performance obligations at December 31, 2020 Total Percent expected to be delivered in 2021 (in millions) Engineered Structures: Utility, wind, and related structures $ 334.0 100 % Storage tanks $ 15.6 94 % Transportation Products: Inland barges $ 175.5 100 % The remainder of the unsatisfied performance obligations for storage tanks are expected to be delivered during 2022. 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. Prior to the Separation, the Company’s operating results were included in the Former Parent’s various consolidated U.S. federal and state income tax returns, as well as non-U.S. tax filings. In the Company’s Combined Financial Statements for the periods prior to the Separation, income tax expense and deferred tax balances have been recorded as if the Company filed tax returns on a standalone basis separate from the Former Parent. The separate return method applies the accounting guidance for income taxes to the standalone financial statements as if the Company was a separate taxpayer and a standalone enterprise for the periods presented. 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 concentrations of credit risk with respect to 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 for doubtful accounts 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 a third party. The Company has no continuing involvement or recourse related to these receivables once they are sold, and the impact of these transactions in the Company's Consolidated Statements of Operations for the years ended December 31, 2020, 2019, and 2018 was not significant. The carrying values of cash, receivables, and accounts payable are considered to be representative of their respective fair values. Inventories Inventories are valued at the lower of cost or net realizable value. Cost is determined principally on the first in first out method. The value of inventory is adjusted for damaged, obsolete, excess, or slow-moving inventory. Work in process and finished goods include material, labor, and overhead. During the year ended December 31, 2018, the Company recorded a $6.1 million write-off on finished goods inventory related to an order for a single customer in our utility structures business. Property, Plant, and Equipment Property, plant, and equipment are stated at cost and depreciated or depleted over their estimated useful lives, primarily using the straight-line method. The estimated useful lives are: buildings and improvements - 3 to 30 years; leasehold improvements - the lesser of the term of the lease or 11 years; and machinery and equipment - 2 to 15 years. Depletion of mineral reserves is calculated based on estimated proven and probable reserves using the units-of-production method on a quarry-by-quarry basis. The costs of ordinary maintenance and repair are charged to operating costs as incurred. Goodwill and Intangible Assets Goodwill is required to be tested for impairment annually, or on an interim basis when events or changes in circumstances indicate the carrying amount may not be recoverable. The quantitative goodwill impairment test is assessed at the “reporting unit” level by comparing the reporting unit's estimated fair value with the carrying amount of its net assets. If the carrying value of the reporting unit exceeds its fair value, an impairment loss is recognized. The goodwill impairment is measured as the excess of the reporting unit's carrying value over its fair value, not to exceed the amount of goodwill allocated to the reporting unit. The estimates and judgments that most significantly affect the fair value calculations are assumptions, consisting of level three inputs, related to revenue and operating profit growth, discount rates, and exit multiples. As of December 31, 2020 and 2019, the Company's annual impairment test of goodwill was completed at the reporting unit level and no impairment charges were determined to be necessary. Intangible assets are recorded at fair value, using level three inputs, on the date of acquisition and evaluated to determine their estimated useful life. These assets primarily consist of customer relationships and permits and are amortized using the straight-line method. The estimated useful lives for definite-lived intangible assets are: customer relationships - 5 to 15 years; permits - 10 to 29 years; and other - 1 to 10 years. Indefinite-lived intangible assets primarily relate to an acquired trademark. These assets are not amortized but are evaluated for impairment annually, or on an interim basis when events or changes in circumstances indicate the carrying amount may not be recoverable. The impairment test compares the fair value of each asset to its carrying value using a relief from royalty method. As of December 31, 2020 and 2019, the Company's annual impairment test was completed and no impairment charges were determined to be necessary. Long-lived Assets The Company evaluates the carrying value of long-lived assets to be held and used, including property, plant, and equipment and definite-lived intangibles, for potential impairment when events or changes in circumstances indicate the carrying amount may not be recoverable. The carrying value of long-lived assets to be held and used is considered impaired only when the carrying value is not recoverable through undiscounted future cash flows and the fair value of the assets is less than their carrying value. Fair value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risks involved or market quotes as available. Impairment losses on long-lived assets held for sale are determined in a similar manner, except that fair values are reduced by the estimated cost to dispose of the assets. The Company recorded impairment charges of $7.1 million during the year ended December 31, 2020 related to assets that were disposed of during the year. No impairment charges were recognized during the year ended December 31, 2019. See Note 2 Acquisitions and Divestitures for discussion of the impairment charge recorded during the year ended December 31, 2018 on businesses that were subsequently divested. Workers ’ Compensation The Company is effectively self-insured for workers ’ compensation claims. A third-party administrator is used to process claims. We accrue our workers' compensation liability based upon independent actuarial studies. Warranties The Company provides various express, limited product warranties that generally range from 1 to 5 years depending on the product. The warranty costs are estimated using a two-step approach. First, an engineering estimate is made for the cost of all claims that have been asserted by customers. Second, based on historical, accepted claims experience, a cost is accrued for all products still within a warranty period for which no claims have been filed. The Company provides for the estimated cost of product warranties at the time revenue is recognized related to products covered by warranties and assesses the adequacy of the resulting reserves on a quarterly basis. As of December 31, 2020 and 2019, the Company's accrual for warranty costs was $3.1 million and $2.6 million, respectively, which is included in accrued liabilities within the Consolidated Balance Sheets. Derivative Instruments The Company may, from time to time, use derivative instruments to mitigate the impact of changes in interest rates, commodity prices, or changes in foreign currency exchange rates. For derivative instruments designated as hedges, the Company formally documents the relationship between the derivative instrument and the hedged item, as well as the risk management objective and strategy for the use of the derivative instrument. This documentation includes linking the derivative to specific assets or liabilities on the balance sheet, commitments, or forecasted transactions. At the time a derivative instrument is entered into, and at least quarterly thereafter, the Company assesses whether the derivative instrument is effective in offsetting the changes in fair value or cash flows of the hedged item. Any change in the fair value of the hedged instrument is recorded in accumulated other comprehensive loss (“AOCL”) as a separate component of stockholders' equity and reclassified into earnings in the period during which the hedged transaction affects earnings. The Company monitors its derivative positions and the credit ratings of its counterparties and does not anticipate losses due to counterparties' non-performance. Foreign Currency Translation Certain operations outside the U.S. prepare financial statements in currencies other than the U.S. dollar. The income statement amounts are translated at average exchange rates for the year, while the assets and liabilities are translated at year-end exchange rates. Translation adjustments are accumulated as a separate component of stockholders' equity and other comprehensive income. The functional currency of our Mexico operations is considered to be the U.S. dollar. The functional currency of our Canadian operations is considered to be the Canadian dollar. Other Comprehensive Income (Loss) Other comprehensive income (loss) consists of foreign currency translation adjustments and the effective unrealized gains and losses on the Company's derivative financial instruments, the sum of which, along with net income, constitutes comprehensive net income (loss). See Note 12 Accumulated Other Comprehensive Loss. All components are shown net of tax. Recent Accounting Pronouncements Recently adopted accounting pronouncements Effective as of January 1, 2018, the Company adopted Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers,” (“ASU 2014-09”), which provides common revenue recognition guidance for GAAP. Under ASU 2014-09, an entity recognizes revenue when it transfers promised goods or services to customers in an amount that reflects what it expects to receive in exchange for the goods or services. It also requires additional detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenues and cash flows arising from contracts with customers. The primary impact of adopting the standard is a change in the timing of revenue recognition for our wind towers, certain utility structures, and certain storage tank product lines within our Engineered Structures segment. Previously, the Company recognized revenue when the product was delivered. Under ASU 2014-09, revenue is recognized over time as the products are manufactured. Revenue recognition policies in our other business segments remain substantially unchanged. Effective as of January 1, 2019, the Company adopted Accounting Standards Update No. 2016-02, “Leases”, (“ASU 2016-02”), which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The Company elected to use the optional transition method that allows the Company to apply the provisions of the standard at the effective date without adjusting the comparative prior periods. In addition, we elected the package of practical expedients permitted under the transition guidance within the new standard which allowed us to carry forward the historical lease classification. The cumulative effect of adopting the standard on the opening balance of retained earnings was not significant. The primary impact of adopting the standard was the recognition of a right-of-use asset and corresponding lease liability for our operating leases included in other assets and other liabilities, respectively, on the Consolidated Balance Sheet. See Note 8 Leases for further discussion. The Company has implemented processes and a lease accounting system to ensure adequate internal controls were in place to assess our contracts and enable proper accounting and reporting of financial information upon adoption. Effective as of January 1, 2020, the Company adopted Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses”, (“ASU 2016-13”), which amends the existing accounting guidance for recognizing credit losses on financial assets and certain other instruments not measured at fair value through net income, including financial assets measured at amortized cost, such as trade receivables and contract assets. ASU 2016-13 replaces the existing incurred loss impairment model with an expected credit loss model that requires consideration of a broader range of information to estimate expected credit losses over the lifetime of the asset. The adoption of this guidance did not have a material effect on the Company’s Consolidated and Combined Financial Statements. Recently issued accounting pronouncements not adopted as of December 31, 2020 In December 2019, the FASB issued Accounting Standards Updated No. 2019-12, “Simplifying the Accounting for Income Taxes”, (“ASU 2019-12”), which simplifies the accounting for income taxes by removing certain exceptions to the general principles for income taxes. ASU 2019-12 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2020, with early adoption permitted. We do not expect this standard to have a material impact on our Consolidated Financial Statements. In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2020-04, “Reference Rate Reform” (“ASU 2020-04”) which provides optional guidance for contract modifications, hedging accounting, and other transactions associated with the transition from reference rates that are expected to be discontinued. ASU 2020-04 is effective for all entities upon issuance through December 31, 2022. We are still evaluating the impact of adoption, but do not expect the guidance to have a material impact on our Consolidated Financial Statements. Management's Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. Reclassifications Certain prior year balances have been reclassified in the Consolidated and Combined Financial Statements to conform with the 2020 presentation. |
Acquisitions and Divestitures
Acquisitions and Divestitures | 12 Months Ended |
Dec. 31, 2020 | |
Business Combinations [Abstract] | |
Acquisitions and Divestitures | Acquisitions and Divestitures The Company's acquisition and divestiture activities are summarized below: Year Ended December 31, 2020 2019 2018 (in millions) Acquisitions: Purchase price $ 474.7 $ 39.2 $ 334.1 Net cash paid $ 455.7 $ 32.9 $ 333.2 Goodwill recorded $ 172.1 $ 12.6 $ 120.9 2020 Acquisitions Cherry Industries, Inc. On January 6, 2020, we completed the stock acquisition of Cherry Industries, Inc. and affiliated entities (“Cherry”), a leading producer of natural and recycled aggregates in the Houston, Texas market which is included in our Construction Products segment. The purchase price of $296.8 million was funded with a combination of cash on-hand, advances under a new $150.0 million five-year term loan, and future payments to the seller for a net cash paid of $284.1 million during the year ended December 31, 2020. See Note 7 Debt for additional information on our credit facility. Non-recurring transaction and integration costs incurred related to the Cherry acquisition were approximately $3.0 million during the year ended December 31, 2020 and approximately $0.5 million during the year ended December 31, 2019. The acquisition was recorded as a business combination with valuations of the assets acquired and liabilities at their acquisition date fair value using level three inputs, 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. The following table represents our final purchase price allocation as of December 31, 2020: December 31, 2020 (in millions) Accounts receivable $ 30.5 Inventories 11.8 Property, plant, and equipment 58.8 Mineral reserves 17.2 Goodwill 133.3 Customer relationships 62.1 Permits 25.4 Other assets 4.3 Accounts payable (7.5) Accrued liabilities (4.9) Deferred taxes (32.7) Other liabilities (1.5) Total net assets acquired $ 296.8 The goodwill acquired, none of which is tax deductible, primarily relates to Cherry's market position and existing workforce. The customer relationship intangibles and permits were assigned weighted average useful lives of 14.9 years and 19.8 years, respectively. Revenues and operating profit included in the Consolidated Statement of Operations from the date of the acquisition were approximately $173.2 million and $25.2 million, respectively, during the year ended December 31, 2020. The following table represents the unaudited pro-forma consolidated operating results of the Company as if the Cherry acquisition had been completed on January 1, 2019. The unaudited pro-forma information makes certain adjustments to depreciation, depletion, and amortization expense to reflect the fair value recognized in the purchase price allocation, removes one-time transaction related costs, and aligns the Company's debt financing with that as of the acquisition date. The unaudited pro-forma information should not be considered indicative of the results that would have occurred if the acquisition had been completed on January 1, 2019, nor is such unaudited pro-forma information necessarily indicative of future results. Year Ended Year Ended (in millions) Revenues $ 1,935.6 $ 1,916.9 Income before income taxes $ 144.5 $ 163.8 Other Acquisitions - 2020 In March 2020, we completed the acquisition of certain assets and liabilities of a traffic structures business in our Engineered Structures segment for a total purchase price of $25.5 million. The acquisition was recorded as a business combination based on preliminary valuations of the assets acquired and liabilities assumed at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $10.0 million of goodwill in our Engineered Structures segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. In June 2020, we completed the acquisition of certain assets and liabilities of a concrete poles business in our Engineered Structures segment. The purchase price of the acquisition was not significant. In July 2020, we completed the acquisition of certain assets and liabilities of a telecommunication structures business in our Engineered Structures segment for a total purchase price of $27.8 million. The acquisition was recorded as a business combination based on preliminary valuations of the assets acquired and liabilities assumed at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $8.5 million of goodwill in our Engineered Structures segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. In August 2020, we completed the acquisition of certain assets and liabilities of a natural aggregates business in our Construction Products segment for a total purchase price of $25.8 million. The acquisition was recorded as a business combination based on preliminary valuations of the assets acquired and liabilities assumed at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $8.7 million of goodwill in our Construction Products segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. In October 2020, we completed the stock acquisition of Strata Materials, LLC (“Strata”), a leading provider of natural and recycled aggregates in the Dallas-Fort Worth, Texas area, which is included in our Construction Products segment for a total purchase price of $87.0 million. The acquisition was recorded as a business combination based on preliminary valuations of the assets acquired and liabilities assumed at their acquisition date fair value using level three inputs. The preliminary valuation resulted in the recognition of $48.2 million of permits with an initial weighted average useful life of 22.8 years and $7.4 million of goodwill in our Construction Products segment. The remaining assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. Adjustments to the preliminary purchase price allocation could be material to the purchase price allocation, particularly with respect to our preliminary estimates of identified intangible assets. In October 2020, we also completed the acquisition of certain assets and liabilities of a traffic structures business in our Engineered Structures segment. The purchase price of the acquisition was not significant. 2019 Acquisitions In June 2019, we completed the acquisition of certain assets and liabilities of an inland barge components business within our Transportation Products segment. We also completed the acquisition of certain assets and liabilities of a natural aggregates business in our Construction Products segment. The total purchase price for the businesses acquired was $27.6 million, a portion of which includes estimated royalties to be paid to the seller of the natural aggregates business over the next 10 years. The acquisitions were recorded as business combinations with the assets acquired and liabilities assumed recorded at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $10.4 million of goodwill in our Transportation Products segment and $1.6 million of goodwill in our Construction Products segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. In August 2019, we completed acquisitions of certain assets and liabilities of two natural aggregates businesses in our Construction Products segment for a total purchase price of $9.4 million. The acquisitions were recorded as business combinations with the assets acquired and liabilities assumed recorded at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $1.1 million of goodwill in our Construction Products segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated or segment level. 2018 Acquisitions ACG Materials On December 5, 2018, we completed the stock acquisition of ACG Materials (“ACG”), a producer of specialty materials and aggregates which is included in our Construction Products segment. The purchase price of $309.1 million was funded with a combination of cash on-hand and a $180.0 million borrowing under the Company's credit facility. Acquisition-related transaction costs incurred after the Separation were insignificant. Costs incurred by the Former Parent prior to the Separation were included in the allocation of corporate costs in accordance with the methodology described in Note 1. The acquisition was recorded as a business combination with valuations of the acquired assets and liabilities at their acquisition date fair value using level three inputs, 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. The following table represents our final purchase price allocation (in millions): Accounts receivable $ 23.8 Inventories 12.5 Property, plant, and equipment 77.8 Mineral reserves 137.3 Goodwill 105.5 Other assets 6.3 Accounts payable (10.2) Accrued and other liabilities (14.5) Capital lease obligations (8.3) Deferred income taxes (21.1) Total net assets acquired $ 309.1 The goodwill acquired, none of which is tax deductible, primarily relates to ACG's geographic footprint, market position, and existing workforce. Revenues included in the Consolidated Statement of Operations from the date of the acquisition were approximately $11.7 million during the year ended December 31, 2018, whereas operating profit during the same period was insignificant. The following table represents the unaudited pro-forma consolidated operating results of the Company as if the ACG acquisition had been completed on January 1, 2017. The unaudited pro-forma information makes certain adjustments to depreciation, depletion, and amortization expense to reflect the fair value recognized in the purchase price allocation, as well as to align ACG's capital structure and debt financing with that of the Company at the acquisition date. As a measure of unaudited pro-forma earnings, we have presented income before income taxes because our effective tax rates for 2018 and 2017 were impacted by one-time effects of the Tax Cuts and Jobs Act that would be impracticable to calculate for ACG. The unaudited pro-forma information should not be considered indicative of the results that would have occurred if the acquisition had been completed on January 1, 2017, nor is such unaudited pro-forma information necessarily indicative of future results. Year Ended December 31, 2018 Year Ended December 31, 2017 (in millions) Revenues $ 1,604.1 $ 1,594.4 Income before income taxes $ 97.6 $ 133.6 Other Acquisitions - 2018 In March 2018, we completed the acquisition of certain assets of an inland barge business with a purchase price and net cash paid of $25.0 million. The acquisition was recorded as a business combination based on valuations of the acquired assets and liabilities at their acquisition date fair value using level three inputs. The valuation resulted in the recognition of $9.5 million of goodwill in our Transportation Products segment. Such assets and liabilities were not significant in relation to assets and liabilities at the consolidated and combined or segment level. During the twelve months ended December 31, 2020, the Company scrapped certain unusable non-operating assets acquired resulting in an impairment charge of $4.5 million. Divestitures During the fourth quarter of 2018, the Company completed the divestiture of certain businesses whose revenues were included in the storage tanks component of the Engineered Structures segment. The net proceeds from these divestitures were not significant. Prior to the sales, the Company recognized a pre-tax impairment charge of $23.2 million on these businesses. We have concluded that the divestiture of these businesses did not represent a strategic shift that would result in a material effect on our operations and financial results; therefore, these disposals have not been reflected in discontinued operations in our Consolidated and Combined Financial Statements. There was no divestiture activity during the years ended December 31, 2020 and December 31, 2019. |
Fair Value Accounting
Fair Value Accounting | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Fair Value Accounting | Fair Value Accounting Assets and liabilities measured at fair value on a recurring basis are summarized below: Fair Value Measurement as of December 31, 2020 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ 27.1 $ — $ — $ 27.1 Total assets $ 27.1 $ — $ — $ 27.1 Liabilities: Interest rate hedge (1) $ — $ 7.3 $ — $ 7.3 Contingent consideration (2) — — 9.8 9.8 Total liabilities $ — $ 7.3 $ 9.8 $ 17.1 Fair Value Measurement as of December 31, 2019 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ 155.3 $ — $ — $ 155.3 Total assets $ 155.3 $ — $ — $ 155.3 Liabilities: Interest rate hedge (1) $ — $ 4.3 $ — $ 4.3 Contingent consideration (2) — — 6.4 6.4 Total liabilities $ — $ 4.3 $ 6.4 $ 10.7 (1) Included in other liabilities on the Consolidated Balance Sheets. (2) Current portion included in accrued liabilities and non-current portion included in other 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. Interest rate hedges are valued at exit prices obtained from each counterparty. See Note 7 Debt. 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 owed to the sellers of businesses previously acquired. We estimate the fair value of the contingent consideration using a discounted cash flow model. The fair value is sensitive to changes in the forecast of sales and changes in discount rates and is reassessed quarterly based on assumptions used in our latest projections. |
Segment Information
Segment Information | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Segment Information | Segment Information The Company reports operating results in three principal business segments: Construction Products. The Construction Products segment produces and sells construction aggregates, including natural and recycled aggregates and specialty materials, and manufactures and sells trench shields and shoring products and services for infrastructure-related projects. Engineered Structures. The Company renamed this segment as of December 31, 2020 from Energy Equipment to better reflect the products delivered. There have been no changes to the businesses that have historically comprised this segment. The Engineered Structures segment manufactures and sells engineered structures primarily for infrastructure businesses, including utility structures for electricity transmission and distribution, structural wind towers, traffic structures, and telecommunication structures. These products share similar manufacturing competencies and steel sourcing requirements, and can be manufactured across our North American footprint. The segment also manufactures storage and distribution tanks. Transportation Products. The Transportation Products segment manufactures and sells products for the inland waterway and rail transportation industries including barges, barge-related products, axles, and couplers. The financial information for these segments is shown in the tables below. We operate principally in North America. Year Ended December 31, 2020 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 529.4 Other 64.2 Construction Products 593.6 $ 74.7 $ 1,207.9 $ 60.1 $ 33.8 Utility, wind, and related structures 695.2 Storage tanks 182.5 Engineered Structures 877.7 80.2 1,028.5 31.5 32.9 Inland barges 378.3 Steel components 88.2 Transportation Products 466.5 54.6 276.1 18.0 13.9 Segment Totals before Eliminations and Corporate 1,937.8 209.5 2,512.5 109.6 80.6 Corporate — (57.7) 134.2 4.9 1.5 Eliminations (2.2) — — — — Consolidated Total $ 1,935.6 $ 151.8 $ 2,646.7 $ 114.5 $ 82.1 Year Ended December 31, 2019 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 364.7 Other 75.0 Construction Products 439.7 $ 52.7 $ 785.0 $ 38.0 $ 30.2 Utility, wind, and related structures 625.4 Storage tanks 211.2 Engineered Structures 836.6 100.7 934.9 27.9 25.0 Inland barges 293.9 Steel components 171.8 Transportation Products 465.7 46.8 316.5 16.3 21.8 Segment Totals before Eliminations and Corporate 1,742.0 200.2 2,036.4 82.2 77.0 Corporate — (47.3) 266.1 3.6 8.4 Eliminations (5.1) — — — — Consolidated Total $ 1,736.9 $ 152.9 $ 2,302.5 $ 85.8 $ 85.4 Year Ended December 31, 2018 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 217.9 Other 74.4 Construction Products 292.3 $ 50.4 $ 769.8 $ 21.9 $ 17.2 Utility, wind, and related structures 582.9 Storage tanks 197.2 Engineered Structures 780.1 28.6 976.2 29.7 16.0 Inland barges 170.2 Steel components 221.2 Transportation Products 391.4 48.4 305.0 15.5 10.3 All Other — (0.1) — — — Segment Totals before Eliminations and Corporate 1,463.8 127.3 2,051.0 67.1 43.5 Corporate — (32.1) 121.2 0.5 1.3 Eliminations (3.4) (0.3) — — — Combined Total $ 1,460.4 $ 94.9 $ 2,172.2 $ 67.6 $ 44.8 Corporate assets are composed of cash and cash equivalents, certain property, plant, and equipment, and other assets. Capital expenditures exclude amounts paid for business acquisitions but include amounts paid for the acquisition of land and reserves in our Construction Products segment. Revenues from one customer included in the Engineered Structures segment constituted 15.3%, 18.2%, and 19.4% of consolidated or combined revenues for the years ended December 31, 2020, 2019, and 2018, respectively. Revenues and operating profit for our Mexico operations for the years ended December 31, 2020, 2019, and 2018 are presented below. Our Canadian operations were not significant in relation to the Consolidated Financial Statements. Year Ended December 31, 2020 2019 2018 (in millions) Mexico: Revenues: External $ 135.3 $ 110.1 $ 108.2 Intercompany 60.6 88.0 82.3 $ 195.9 $ 198.1 $ 190.5 Operating profit (loss) $ (0.4) $ 4.8 $ (11.0) Total assets and long-lived assets for our Mexico operations as of December 31, 2020 and 2019 are presented below: Total Assets Long-Lived Assets December 31, 2020 2019 2020 2019 (in millions) Mexico $ 188.6 $ 202.2 $ 89.9 $ 85.5 |
Property, Plant, and Equipment
Property, Plant, and Equipment | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant, and Equipment | Property, Plant, and Equipment The following table summarizes the components of property, plant, and equipment as of December 31, 2020 and 2019. December 31, December 31, (in millions) Land $ 139.2 $ 120.4 Mineral reserves 249.9 211.0 Buildings and improvements 302.3 280.5 Machinery and other 853.6 755.7 Construction in progress 49.6 38.6 1,594.6 1,406.2 Less accumulated depreciation and depletion (681.3) (590.0) $ 913.3 $ 816.2 We did not capitalize any interest expense as part of the construction of facilities and equipment during 2020 or 2019. We estimate the fair market value of properties not currently in use based on the location and condition of the properties, the fair market value of similar properties in the area, and the Company's experience selling similar properties in the past. As of December 31, 2020, the Company had non-operating plants with a net book value of $32.8 million. Our estimated fair value of these assets exceeds their book value. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets Goodwill Goodwill by segment is as follows: December 31, December 31, (in millions) Construction Products $ 320.0 $ 166.2 Engineered Structures 437.0 416.9 Transportation Products 37.0 38.8 $ 794.0 $ 621.9 The increase in goodwill for Construction Products during the year ended December 31, 2020 is due to recently completed acquisitions, including Cherry and Strata. The increase in the goodwill for Engineered Structures during the year ended December 31, 2020 is due to recently completed acquisitions. The decrease in the goodwill for Transportation Products during the year ended December 31, 2020 is due to a refinement of the purchase price allocation of a recent acquisition. See Note 2 Acquisitions and Divestitures. Intangible Assets Intangibles, net consisted of the following: December 31, 2020 December 31, 2019 (in millions) Intangibles with indefinite lives - Trademarks $ 34.1 $ 34.1 Intangibles with definite lives: Customer relationships 123.8 30.7 Permits 73.6 — Other 8.1 13.9 205.5 44.6 Less accumulated amortization (26.7) (27.0) 178.8 17.6 Intangible assets, net $ 212.9 $ 51.7 Total amortization expense from intangible assets was $12.6 million, $3.4 million, and $4.7 million for the years ended December 31, 2020, 2019 and 2018, respectively. Expected future amortization expense of intangibles as of December 31, 2020 is as follows: Amortization Expense (in millions) 2021 16.6 2022 14.0 2023 14.0 2024 14.0 2025 13.2 Thereafter 107.0 |
Debt
Debt | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Debt | Debt The following table summarizes the components of debt as of December 31, 2020 and December 31, 2019: December 31, December 31, (in millions) Revolving credit facility $ 100.0 $ 100.0 Term loan 149.1 — Finance leases 5.6 7.3 254.7 107.3 Less: unamortized debt issuance costs (0.2) — Total debt $ 254.5 $ 107.3 On November 1, 2018, the Company entered into a $400.0 million unsecured revolving credit facility that was scheduled to mature in November 2023. On January 2, 2020, the Company entered into an Amended and Restated Credit Agreement to increase the revolving credit facility to $500.0 million and added a term loan facility of $150.0 million, in each case with a maturity date of January 2, 2025. The interest rates under the revolving credit facility and term loan are variable based on LIBOR or an alternate base rate plus a margin. A commitment fee accrues on the average daily unused portion of the revolving facility. The margin for borrowing and commitment fee rate are determined based on Arcosa’s leverage as measured by a consolidated total indebtedness to consolidated EBITDA ratio. The margin for borrowing ranges from 1.25% to 2.00% and was set at LIBOR plus 1.25% as of December 31, 2020. The commitment fee rate ranges from 0.20% to 0.35% and was set at 0.20% at December 31, 2020. In March 2020, as a precautionary measure, the Company borrowed $100.0 million under its revolving credit facility to increase our cash position and preserve financial flexibility considering the uncertainty resulting from the COVID-19 pandemic. The Company subsequently repaid the $100.0 million during the three months ended June 30, 2020 . As of December 31, 2020, we had $100.0 million of outstanding loans borrowed under the facility, and there were approximately $28.6 million of letters of credit issued, leaving $371.4 million available. Of the outstanding letters of credit as of December 31, 2020, $26.1 million are expected to expire in 2021, with the remainder in 2022. The majority of our letters of credit obligations support the Company’s various insurance programs and generally renew by their terms each year. The entire term loan was advanced on January 2, 2020 in connection with the closing of the acquisition of Cherry. See Note 2 Acquisitions and Divestitures. As of December 31, 2020, the term loan had a remaining balance of $149.1 million. The Company's revolving credit and term loan facilities require the maintenance of certain ratios related to leverage and interest coverage. As of December 31, 2020, we were in compliance with all such financial covenants. Borrowings under the credit agreement are guaranteed by certain wholly-owned subsidiaries of the Company. The carrying value of borrowings under our revolving credit and term loan facilities approximate fair value because the interest rate adjusts to the market interest rate (Level 3 input). See Note 3 Fair Value Accounting. As of December 31, 2020, the Company had $1.6 million of unamortized debt issuance costs related to the revolving credit facility, which are included in other assets on the Consolidated Balance Sheet. The remaining principal payments under existing debt agreements as of December 31, 2020 are as follows: 2021 2022 2023 2024 2025 Thereafter (in millions) Revolving credit facility $ — $ — $ — $ — $ 100.0 $ — Term loan $ 4.7 $ 7.5 $ 8.5 $ 8.4 $ 120.0 $ — Interest rate hedges |
Leases
Leases | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Leases | Leases We have various leases primarily for office space 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. Operating Leases The following tables present information about the amount, timing, and uncertainty of cash flows arising from the Company's operating leases as of December 31, 2020. December 31, 2020 (in millions) Maturity of Lease Liabilities 2021 $ 5.8 2022 3.7 2023 2.7 2024 2.4 2025 2.2 Thereafter 8.9 Total undiscounted operating lease payments 25.7 Less imputed interest (4.5) Present value of operating lease liabilities $ 21.2 Balance Sheet Classification December 31, December 31, (in millions) Other assets $ 17.9 $ 15.6 Accrued liabilities 4.8 5.5 Other liabilities 16.4 13.5 Total operating lease liabilities $ 21.2 $ 19.0 Other Information Weighted average remaining lease term 7.9 years Weighted average discount rate 4.8 % Operating lease costs were $7.4 million and $8.2 million during the years ended December 31, 2020 and 2019, respectively. Costs related to variable lease rates or leases with terms less than twelve months were not significant. Cash paid for amounts included in the measurement of operating lease liabilities was $7.2 million and $7.8 million during the years ended December 31, 2020 and 2019, respectively, and is included in operating cash flows on the Consolidated Statements of Cash Flows. The additional right-of-use assets recognized as non-cash asset additions that resulted from new operating lease liabilities were $6.4 million during the year ended December 31, 2020 and were not significant during the year ended December 31, 2019. Finance Leases Finance leases are included in property, plant, and equipment, net and debt on the Consolidated Balance Sheets. The associated amortization expense and interest expense are included in depreciation and interest expense, respectively, on the Consolidated Statements of Operations. These leases are not material to the Consolidated Financial Statements as of December 31, 2020. |
Other, Net
Other, Net | 12 Months Ended |
Dec. 31, 2020 | |
Other Income and Expenses [Abstract] | |
Other, Net | Other, Net Other, net (income) expense consists of the following items: Year Ended December 31, 2020 2019 2018 (in millions) Interest income $ (0.4) $ (1.4) $ (0.4) Foreign currency exchange transactions 3.6 1.5 (0.2) Other (0.2) (0.8) (0.4) Other, net (income) expense $ 3.0 $ (0.7) $ (1.0) |
Income Taxes
Income Taxes | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The components of the provision for income taxes are as follows: Year Ended December 31, 2020 2019 2018 (in millions) Current: Federal $ 16.6 $ 7.6 $ (5.4) State 6.9 3.0 0.8 Foreign (1.5) 5.6 1.5 Total current 22.0 16.2 (3.1) Deferred: Federal: Effect of Tax Cuts and Jobs Act — — (1.5) Other 11.3 22.6 24.8 11.3 22.6 23.3 State (0.9) (0.6) 5.4 Foreign (0.8) (4.7) (6.3) Total deferred 9.6 17.3 22.4 Provision $ 31.6 $ 33.5 $ 19.3 The provision for income taxes results in effective tax rates that differ from the statutory rates. The following is a reconciliation between the statutory U.S. federal income tax rate and the Company’s effective income tax rate on income before income taxes: Year Ended December 31, 2020 2019 2018 Statutory rate 21.0 % 21.0 % 21.0 % State taxes 3.6 3.1 3.1 Changes in valuation allowances and reserves (0.1) (1.3) (1.2) Changes in tax reserves — (0.3) (1.4) Statutory depletion (1.3) (0.5) (0.9) Effect of Tax Cuts and Jobs Act — — (1.6) Prior year true-ups (0.6) (0.5) (0.4) Foreign adjustments 0.4 1.8 2.7 Currency adjustments (1.2) (1.2) (0.3) Other, net 1.1 0.7 (0.7) Effective rate 22.9 % 22.8 % 20.3 % In response to the COVID-19 pandemic, on March 27, 2020 the U.S. Congress passed the Coronavirus Aid, Relief, and Economic Security Act (the “CARES Act”), which includes certain tax relief and benefits that may impact the Company. Approximately $15 million of federal and state income tax payments deferred during the first half of the year were paid during the third quarter of 2020. As of December 31, 2020, the Company has deferred $9.7 million in payroll-related taxes in accordance with the provisions of the CARES Act. The Tax Cuts and Jobs Act (“the Act”) was enacted on December 22, 2017. The Act reduced the U.S. federal corporate income tax rate from 35% to 21%, required companies to pay a one-time transition tax on earnings of certain foreign subsidiaries that were previously tax deferred and created new taxes on certain foreign-sourced earnings. During the year ended December 31, 2018, we finalized the accounting for the enactment of the Act and recorded a $1.5 million benefit, primarily as a result of the true-up of our deferred taxes. There was no additional impact to the years ended December 31, 2020 or 2019. Income (loss) before income taxes for the December 31, 2020, 2019, and 2018 was $143.0 million, $143.6 million, and $106.6 million, respectively, for U.S. operations, and $(4.8) million, $3.2 million, and $(11.6) million, respectively, for foreign operations, principally Mexico and Canada. The Company provides deferred income taxes on the unrepatriated earnings of its foreign operations where it results in a deferred tax liability. 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. The components of deferred tax liabilities and assets are as follows: December 31, 2020 2019 (in millions) Deferred tax liabilities: Depreciation, depletion, and amortization $ 160.4 $ 109.1 Total deferred tax liabilities 160.4 109.1 Deferred tax assets: Workers compensation and other benefits 20.3 21.6 Warranties and reserves 1.1 1.7 Tax loss carryforwards and credits 16.8 14.8 Inventory 26.1 22.7 Accrued liabilities and other 5.1 1.0 Total deferred tax assets 69.4 61.8 Net deferred tax assets (liabilities) before valuation allowances (91.0) (47.3) Valuation allowances 6.3 4.8 Adjusted net deferred tax assets (liabilities) $ (97.3) $ (52.1) At December 31, 2020, the Company had $20.8 million of federal consolidated net operating loss carryforwards, primarily from businesses acquired, and $0.9 million of tax-effected state loss carryforwards remaining. In addition, the Company had $52.5 million of foreign net operating loss carryforwards that will begin to expire in the year 2022. We have established a valuation allowance for state and foreign tax operating losses and credits that we have estimated may not be realizable. Income tax has not been recognized on the excess of the amount for financial reporting over the tax basis of investments in foreign subsidiaries that is indefinitely reinvested outside the United States. This amount becomes taxable upon a repatriation of assets from the subsidiary or a sale or liquidation of the subsidiary. The amount of such temporary differences totaled approximately $109.8 million as of December 31, 2020. Determination of the amount of any unrecognized deferred income tax liability on this temporary difference is not practicable because of the complexities of the hypothetical calculation. Taxing authority examinations We have multiple federal tax return filings that are subject to examination by the Internal Revenue Service. The 2018 and 2019 tax years are open for the Arcosa, Inc. federal return and the 2017-2019 tax years are open for the ACG federal returns. We have various subsidiaries that file separate state tax returns and are subject to examination by taxing authorities at different times. The entities are generally open for their 2017 tax years and forward. We have various subsidiaries in Mexico that file separate tax returns and are subject to examination by taxing authorities at different times. The entities are generally open for their 2013 tax years and forward. Unrecognized tax benefits The change in unrecognized tax benefits for the years ended December 31, 2020, 2019, and 2018 was as follows: December 31, 2020 2019 2018 (in millions) Beginning balance $ — $ 0.5 $ 1.3 Additions for tax positions of prior years — — 0.1 Expiration of statute of limitations — (0.5) (0.9) Ending balance $ — $ — $ 0.5 The additions for tax positions of prior years of $0.1 million for the year ended December 31, 2018, respectively, are due to foreign tax positions. Expiration of statutes of limitations during the year ended December 31, 2019 relate to foreign tax returns. Expiration of statutes of limitations during the year ended December 31, 2018 relate to state and foreign tax returns. The total amount of unrecognized tax benefits including interest and penalties at December 31, 2018 that would affect the Company’s effective tax rate if recognized was $0.5 million. The total amount of tax benefit including interest and penalties recognized during the year ended December 31, 2019 was due to lapses in statutes of limitations was $0.5 million. Arcosa accounts for interest expense and penalties related to income tax issues as income tax expense. Accordingly, interest expense and penalties associated with an uncertain tax position are included in the income tax provision. There is were no accrued interest and penalties as of December 31, 2020, 2019, and 2018. Income tax expense for the year ended December 31, 2018 included a decrease of $0.9 million with regard to interest expense and penalties related to uncertain tax positions. |
Employee Retirement Plans
Employee Retirement Plans | 12 Months Ended |
Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |
Employee Retirement Plans | Employee Retirement Plans The Company sponsors defined contribution plans and defined benefit plans that provide retirement income for eligible employees and retirees of the Company. For periods prior to the Separation, the participation of employees of the Company in defined benefit plans sponsored by Trinity is reflected in the combined financial statements as though the Company participated in a multiemployer plan with Trinity. The assets and liabilities of the defined benefit plans were retained by Trinity. As of December 31, 2020, these defined benefit plans were terminated. Prior to the Separation, the expenses of these benefit plans were allocated to Arcosa based on a review of personnel and personnel costs by business unit and funded through intercompany transactions with Trinity. A proportionate share of the cost is reflected in the combined financial statements. In connection with the Separation, certain defined contribution sharing plans were separated into standalone plans for Arcosa and Trinity. Total employee retirement plan expense, which includes related administrative expenses, is as follows: Year Ended December 31, 2020 2019 2018 (in millions) Defined contribution plans $ 10.6 $ 8.5 $ 8.3 Multiemployer plan 1.7 1.8 2.1 $ 12.3 $ 10.3 $ 10.4 Defined Contribution Plans Established under Internal Revenue Code Section 401(k), the Arcosa, Inc. 401(k) Plan (“401(k) Plan”) is a defined contribution plan available to all eligible employees. Participants in the 401(k) Plan are eligible to receive future retirement benefits through elected contributions and a company-funded match with the investment of the funds directed by the participants. The Company also sponsors a fully‑funded, non-qualified deferred compensation plan. The invested assets and related liabilities of these participants were approximately $4.9 million at December 31, 2020 and $3.9 million at December 31, 2019, which are included in other assets and other liabilities on the Consolidated Balance Sheets. Distributions from the Company’s non-qualified deferred compensation plan to participants were not significant for the years ended December 31, 2020 and 2019. Multiemployer Plan The Company contributes to a multiemployer defined benefit pension plan under the terms of a collective-bargaining agreement that covers certain union-represented employees at one of the facilities of Meyer Utility Structures, a subsidiary of Arcosa. The risks of participating in a multiemployer plan are different from a single-employer plan in the following aspects: • Assets contributed to a multiemployer plan by one employer may be used to provide benefits to employees of other participating employers. • If a participating employer stops contributing to a multiemployer plan, the unfunded obligations of the plan may be borne by the remaining participating employers. • If the Company chooses to stop participating in the multiemployer plan, the Company may be required to pay the plan an amount based on the underfunded status of the plan, referred to as a withdrawal liability. Our participation in the multiemployer plan for the year ended December 31, 2020 is outlined in the table below. The Pension Protection Act (“PPA”) zone status at December 31, 2020 and 2019 is as of the plan years beginning January 1, 2020 and 2019, respectively, and is obtained from the multiemployer plan's regulatory filings available in the public domain and certified by the plan's actuary. Among other factors, plans in the yellow zone are less than 80% funded while plans in the red zone are less than 65% funded. Federal law requires that plans classified in the yellow or red zones adopt a funding improvement plan or a rehabilitation plan in order to improve the financial health of the plan. The Company's contributions to the multiemployer plan were less than 5% of total contributions to the plan. The last column in the table lists the expiration date of the collective bargaining agreement to which the plan is subject. PPA Zone Status Contributions for Year Ended December 31, Pension Fund Employer Identification Number 2020 2019 Rehabilitation plan status 2020 2019 2018 Surcharge imposed Expiration date of collective bargaining agreement (in millions) Boilermaker-Blacksmith National Pension Trust 48-6168020 Yellow Red Implemented $ 1.7 $ 1.8 $ 2.1 No 06/30/2022 Employer contributions to the multiemployer plan for the year ending December 31, 2021 are expected to be $1.9 million. ACG Pension Plan In connection with the acquisition of ACG in December 2018, the Company assumed the assets and liabilities related to a defined benefit pension plan. As of December 31, 2020, the plan assets totaled $3.6 million and the projected benefit obligation totaled $3.5 million, for a net over funded status of $0.1 million, which is included in other assets on the Consolidated Balance Sheet. The net pension expense for the year ended December 31, 2020 was not significant. Employer contributions for the ACG pension plan for the year ending December 31, 2021 are not expected to be significant. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Loss | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Loss | Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive loss for the years ended December 31, 2020, December 31, 2019, and December 31, 2018 are as follows: Currency translation adjustments Unrealized loss on derivative financial instruments Accumulated (in millions) Balances at December 31, 2017 $ (19.8) $ — $ (19.8) Other comprehensive loss, net of tax, before reclassifications — (0.9) (0.9) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, $0.0, and $0.0 3.0 — 3.0 Other comprehensive income (loss) 3.0 (0.9) 2.1 Balances at December 31, 2018 (16.8) (0.9) (17.7) Other comprehensive loss, net of tax, before reclassifications 0.5 (2.8) (2.3) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.1), and ($0.1) — 0.3 0.3 Other comprehensive income (loss) 0.5 (2.5) (2.0) Balances at December 31, 2019 (16.3) (3.4) (19.7) Other comprehensive income (loss), net of tax, before reclassifications (0.3) (3.7) (4.0) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.4), and ($0.4) — 1.6 1.6 Other comprehensive income (loss) (0.3) (2.1) (2.4) Balances at December 31, 2020 $ (16.6) $ (5.5) $ (22.1) |
Stock-Based Compensation
Stock-Based Compensation | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation Prior to the Separation, Arcosa employees participated in Trinity's equity incentive plans, including equity awards of restricted stock, restricted stock units, and performance-based restricted stock units in respect of Trinity common shares. For periods prior to the Separation, Arcosa's Consolidated and Combined Financial Statements reflect compensation expense for these stock-based plans associated with the portion of Trinity's equity incentive plans in which Arcosa employees participated. Following the Separation, outstanding awards granted to Arcosa employees under Trinity's equity incentive plans were converted based on either the shareholder method or the concentration method. The shares or units converted using the shareholder method resulted in employees retaining their restricted shares or units in Trinity common stock and receiving one restricted Arcosa share or unit for every three restricted Trinity shares or units. The units converted using the concentration method were fully converted into Arcosa units using a conversion ratio based on the Volume Weighted Average Prices (“VWAP”) of Trinity common stock for the 5 days prior to the Separation divided by the VWAP of Arcosa common stock for the 5 days following the Separation. The Arcosa units continue to vest in accordance with their original vesting schedules. There was no significant incremental stock-based compensation expense recorded as a result of the equity award conversions. In connection with the Separation, effective November 1, 2018, the Board adopted and Trinity, in its capacity as sole shareholder of Arcosa prior to the Separation, approved, the Arcosa Inc. 2018 Stock Option and Incentive Plan (the “Plan”). The Plan provides for the grant of equity awards, including stock options, restricted stock, restricted stock units, performance shares, and other performance-based awards, to our directors, officers, and employees. The maximum number of shares of Arcosa common stock that may be issued under the Plan is 4.8 million shares, which includes the shares granted under the Trinity equity incentive plans that were converted and assumed by Arcosa as a result of the Separation. At December 31, 2020, we had 1.9 million shares available for grant. Any equity awards that have been granted under the Plan that are subsequently forfeited, canceled, or tendered to satisfy tax withholding obligations are added back to the shares available for grant. The cost of employee services received in exchange for awards of equity instruments is referred to as share-based payments and is based on the grant date fair-value of those awards. Stock-based compensation includes compensation expense, recognized over the applicable vesting periods, for share-based awards. The Company recognizes compensation expense for both the Arcosa awards and Trinity awards held by our employees. Stock-based compensation totaled $20.0 million, $14.6 million, and $9.9 million for the years ended December 31, 2020, 2019, and 2018, respectively. The income tax benefit related to stock-based compensation expense was $2.6 million, $2.7 million, and $2.6 million for the years ended December 31, 2020, 2019, and 2018, respectively. Equity Awards Equity awards outstanding as of December 31, 2020 consist of restricted stock, restricted stock units, and performance units and generally vest for periods ranging from 1 to 15 years from the date of grant. Certain equity awards vest in their entirety upon the employee's retirement from the Company and may take into consideration the employee's age and years of service to the Company, as defined more specifically in the Company's award agreements. Equity awards granted to non-employee directors under the Plan generally vest one year from the grant date and are released at that time, in the case of restricted stock, or upon completion of the directors' service to the Company, in the case of restricted stock units. Expense related to equity awards issued to eligible employees and directors under the Plan is recognized ratably over the vesting period or to the date on which retirement eligibility is achieved, if shorter. Performance units vest and settle in shares of our common stock following the end of a three-year performance period contingent upon the achievement of specific performance goals during the performance period and certification by the Human Resources Committee of the Board of the achievement of the performance goals. Performance units are granted to employees based upon a target level of performance; however, depending upon the achievement of the performance goals during the performance period, performance units may be issued at an amount between 0% and 200% of the target level. Expense related to performance units is recognized ratably over the vesting period. Forfeitures are recognized as reduction to expense in the period in which they occur. The activity for equity awards held by Arcosa employees for the year ended December 31, 2020 was as follows: Arcosa Equity Awards Held by Arcosa Employees Trinity Equity Awards Held by Arcosa Employees Weighted Average Grant-Date Fair Value per Award Equity awards outstanding at December 31, 2019 1,224,668 823,985 $ 24.20 Granted 497,814 — 34.48 Vested (252,112) (147,841) 24.48 Forfeited (57,580) (22,313) 26.49 Equity awards outstanding at December 31, 2020 1,412,790 653,831 $ 26.53 At December 31, 2020, unrecognized compensation expense related to equity awards totaled $27.8 million, which will be recognized over a weighted average period of 2.5 years. The total vesting-date fair value of shares vested and released during the year ended December 31, 2020 was $11.3 million. |
Earnings Per Common Share
Earnings Per Common Share | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Earnings Per Common Share | Earnings Per Common ShareBasic earnings per common share is computed by dividing net income remaining after allocation to unvested restricted shares, which includes unvested restricted shares of Arcosa stock held by employees of the Former Parent, 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 1.7 million shares, 1.6 million shares, and 0.3 million shares, for the years ended December 31, 2020, 2019, and 2018, respectively. The computation of basic and diluted earnings per share follows. Year Ended December 31, 2020 (in millions, except per share amounts) Income Average EPS Net income $ 106.6 Unvested restricted share participation (0.8) Net income per common share – basic 105.8 48.0 $ 2.20 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.5 Net income per common share – diluted $ 105.8 48.5 $ 2.18 Year Ended December 31, 2019 (in millions, except per share amounts) Income Average EPS Net income $ 113.3 Unvested restricted share participation (1.1) Net income per common share – basic 112.2 47.9 $ 2.34 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.5 Net income per common share – diluted $ 112.2 48.4 $ 2.32 Year Ended December 31, 2018 (in millions, except per share amounts) Income Average EPS Net income $ 75.7 Unvested restricted share participation (0.2) Net income per common share – basic 75.5 48.8 $ 1.55 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.1 Net income per common share – diluted $ 75.5 48.9 $ 1.54 |
Commitments and Contingencies
Commitments and Contingencies | 12 Months Ended |
Dec. 31, 2020 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | 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. At December 31, 2020, the range of reasonably possible losses for such matters, taking into consideration our rights in indemnity and recourse to third parties is $0.3 million to $0.4 million. 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 December 31, 2020, total accruals of $1.2 million are included in accrued liabilities in the accompanying Consolidated Balance Sheet. The Company believes any additional liability from such claims and suits would not be material to its financial position or results of operations. Arcosa is subject to remedial orders and federal, state, local, and foreign laws and regulations relating to the environment. The Company has reserved $1.2 million as of December 31, 2020 to cover our probable and estimable liabilities with respect to the investigations, assessments, and remedial responses to such matters, taking into account currently available information and our contractual rights to indemnification and recourse to third parties. On July 22, 2019, the Company was served with a breach of contract lawsuit filed by Thomas & Betts Corporation (“T&B”) against the Company and its wholly-owned subsidiary, Trinity Meyer Utility Structures, LLC, now known as Meyer Utility Structures, LLC (“Meyer”), in the Supreme Court of the State of New York, New York County. T&B’s claims relate to responsibility for alleged product warranty claims pursuant to the terms of the Asset Purchase Agreement, dated June 24, 2014, entered into by and between T&B and Meyer with respect to Meyer’s purchase of certain assets of T&B’s utility structure business. The Company and Meyer subsequently removed the litigation to federal court. The case is filed under Case No. 1:19-cv-07829-PAE; Thomas & Betts Corporation, now known as, ABB Installation Products, Inc., Plaintiff, v. Trinity Meyer Utility Structures, LLC, formerly known as McKinley 2014 Acquisition, LLC, and Arcosa, Inc., Defendants; In the United States District Court for the Southern District of New York (the “Court”). The Company and Meyer have filed a motion to dismiss T&B’s claims, and an Answer and Counterclaims against T&B. On July 30, 2020, the Court granted the Company's and Meyer's motion and dismissed T&B's claims. In its ruling, the Court likewise dismissed Meyer's counterclaims. On August 28, 2020, T&B filed its Notice of Appeal to the United States Court of Appeals for the Second Circuit. On November 9, 2020, T&B filed its Appellant’s Brief with the Appellate Court. The Company and Meyer filed its Appellees’ Brief on February 8, 2021. We intend to vigorously defend ourselves in the subsequent appeal of this matter. Based on the facts and circumstances currently known to the Company, (i) we cannot determine that a loss is probable at this time, and therefore no accrual has been included in the accompanying Consolidated Financial Statements; and (ii) a possible loss is not reasonably estimable. 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 Non-cancelable purchase obligations amounted to $179.7 million as of December 31, 2020, of which $132.6 million is for the purchase of raw materials and components, primarily by the Engineered Structures and Transportation Products segments. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Basis of Presentation | 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 structure, and transportation markets in North America. Arcosa is a Delaware corporation and was incorporated in 2018 in connection with the separation (the “Separation”) of Arcosa from Trinity Industries, Inc. (“Trinity” or “Former Parent”) on November 1, 2018 as an independent, publicly-traded company, listed on the New York Stock Exchange. The accompanying Consolidated and Combined Financial Statements present our historical financial position, results of operations, comprehensive income/loss, and cash flows in accordance with accounting principles generally accepted in the U.S. (“GAAP”). The combined financial statements for periods prior to the Separation were derived from Trinity’s consolidated financial statements and accounting records and prepared in accordance with GAAP for the preparation of carved-out combined financial statements. Through the date of the Separation, all revenues and costs as well as assets and liabilities directly associated with Arcosa have been included in the combined financial statements. Prior to the Separation, the combined financial statements also included allocations of certain selling, general, and administrative expenses provided by Trinity to Arcosa and allocations of related assets, liabilities, and the Former Parent’s net investment, as applicable. The allocations were determined on a reasonable basis; however, the amounts are not necessarily representative of the amounts that would have been reflected in the financial statements had the Company been an entity that operated independently of Trinity during the applicable periods. Following the Separation, the consolidated financial statements include the accounts of the Company and its subsidiaries and no longer include any allocations from Trinity. |
Relationship with Former Parent and Related Entities | Relationship with Former Parent and Related Entities Prior to the Separation, Arcosa was managed and operated in the normal course of business with other business units of Trinity. The accompanying combined financial results for periods prior to the Separation include sales and purchase transactions with Trinity and its subsidiaries in addition to certain shared costs which have been allocated to Arcosa and reflected as expenses in the Combined Statements of Operations. Transactions and allocations between Trinity and Arcosa are reflected in equity in the Combined Statement of Stockholders' Equity as Former Parent's net investment and in the Combined Statements of Cash Flows as a financing activity in Net transfers from/(to) Former Parent and affiliates. All transactions and allocations between Trinity and Arcosa prior to the Separation have been deemed paid between the parties, in cash, in the period in which the transaction or allocation was recorded in the Combined Financial Statements. Disbursements and cash receipts were made through centralized accounts payable and cash collection systems, respectively, which were operated by Trinity. As cash was disbursed and received by Trinity, it was accounted for by Arcosa through the Former Parent's net investment account. Allocations of current income taxes receivable or payable prior to the Separation were deemed to have been remitted to Arcosa or Trinity, respectively, in cash, in the period to which the receivable or payable applies. Corporate Costs/Allocations The combined financial results include an allocation of costs related to certain corporate functions incurred by Trinity for services that are provided to or on behalf of Arcosa. Corporate costs have been allocated to Arcosa using methods management believes are consistent and reasonable. Such cost allocations to Arcosa consist of (1) shared service charges and (2) corporate overhead costs. Shared service charges consist of monthly charges to each Trinity business unit for certain corporate functions such as information technology, human resources, and legal based on usage rates and activity units. Corporate overhead costs consist of costs not previously allocated to Trinity's business units and were allocated to Arcosa based on an analysis of each cost function and the relative benefits received by Arcosa for each of the periods. Corporate overhead costs allocated to Arcosa prior to the Separation totaled $26.0 million for the ten months ended October 31, 2018. Corporate overhead costs are included in selling, general, and administrative expenses in the accompanying Consolidated and Combined Statements of Operations. Also see Note 4 Segment Information. The Consolidated and Combined Financial Statements of Arcosa for the year ended December 31, 2018 may not include all of the actual expenses that would have been incurred had we operated as a standalone company during the periods presented and may not reflect our combined results of operations, financial position, and cash flows had we operated as a standalone company during the period. Actual costs that would have been incurred if we had operated as a standalone company would depend on multiple factors, including organizational structure and strategic decisions made in various areas, including information technology and infrastructure. We also may incur additional costs associated with being a standalone, independent, publicly-traded company that were not included in the expense allocations and, therefore, would result in additional costs that are not reflected in our historical results of operations, financial position, and cash flows. Other Transactions with Trinity Businesses For the year ended December 31, 2018, the Company had sales to Trinity businesses of $160.3 million and purchases from Trinity businesses of $44.5 million. Subsequent to the Separation, Trinity is no longer considered a related entity. |
Stockholders' Equity | Stockholders' Equity In December 2020, the Company’s Board of Directors (the “Board”) authorized a new $50 million share repurchase program effective January 1, 2021 through December 31, 2022. The new program replaced the previous program which expired on December 31, 2020. Under the previous program, the Company repurchased 184,772 shares at a cost of $8.0 million during the year ended December 31, 2020. During the year ended December 31, 2019, the Company repurchased 361,442 shares at a cost of $11.0 million. |
Revenue Recognition | 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 recognizes substantially all 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 our wind tower, certain utility structure, and certain storage tank product lines 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, and 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 December 31, 2020 and 2019, we had a contract asset of $82.8 million and $50.8 million, respectively, which is included in receivables, net of allowance, within the Consolidated Balance Sheets. The increase in the contract asset in 2020 is attributed to an increase in finished structures that had not yet been delivered to customers. 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. 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 December 31, 2020 and the percentage of the outstanding performance obligations as of December 31, 2020 expected to be delivered during 2021: Unsatisfied performance obligations at December 31, 2020 Total Percent expected to be delivered in 2021 (in millions) Engineered Structures: Utility, wind, and related structures $ 334.0 100 % Storage tanks $ 15.6 94 % Transportation Products: Inland barges $ 175.5 100 % |
Income Taxes | 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. Prior to the Separation, the Company’s operating results were included in the Former Parent’s various consolidated U.S. federal and state income tax returns, as well as non-U.S. tax filings. In the Company’s Combined Financial Statements for the periods prior to the Separation, income tax expense and deferred tax balances have been recorded as if the Company filed tax returns on a standalone basis separate from the Former Parent. The separate return method applies the accounting guidance for income taxes to the standalone financial statements as if the Company was a separate taxpayer and a standalone enterprise for the periods presented. |
Financial Instruments, Cash and Cash Equivalents | Financial InstrumentsThe 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, Concentration of Credit Risk | 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 concentrations of credit risk with respect to 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 for doubtful accounts 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 a third party. The Company has no continuing involvement or recourse related to these receivables once they are sold, and the impact of these transactions in the Company's Consolidated Statements of Operations for the years ended December 31, 2020, 2019, and 2018 was not significant. The carrying values of cash, receivables, and accounts payable are considered to be representative of their respective fair values. |
Inventories | Inventories Inventories are valued at the lower of cost or net realizable value. Cost is determined principally on the first in first out method. The value of inventory is adjusted for damaged, obsolete, excess, or slow-moving inventory. Work in process and finished goods include material, labor, and overhead. During the year ended December 31, 2018, the Company recorded a $6.1 million write-off on finished goods inventory related to an order for a single customer in our utility structures business. |
Property, Plant, and Equipment | Property, Plant, and EquipmentProperty, plant, and equipment are stated at cost and depreciated or depleted over their estimated useful lives, primarily using the straight-line method. The estimated useful lives are: buildings and improvements - 3 to 30 years; leasehold improvements - the lesser of the term of the lease or 11 years; and machinery and equipment - 2 to 15 years. Depletion of mineral reserves is calculated based on estimated proven and probable reserves using the units-of-production method on a quarry-by-quarry basis. The costs of ordinary maintenance and repair are charged to operating costs as incurred. |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill is required to be tested for impairment annually, or on an interim basis when events or changes in circumstances indicate the carrying amount may not be recoverable. The quantitative goodwill impairment test is assessed at the “reporting unit” level by comparing the reporting unit's estimated fair value with the carrying amount of its net assets. If the carrying value of the reporting unit exceeds its fair value, an impairment loss is recognized. The goodwill impairment is measured as the excess of the reporting unit's carrying value over its fair value, not to exceed the amount of goodwill allocated to the reporting unit. The estimates and judgments that most significantly affect the fair value calculations are assumptions, consisting of level three inputs, related to revenue and operating profit growth, discount rates, and exit multiples. As of December 31, 2020 and 2019, the Company's annual impairment test of goodwill was completed at the reporting unit level and no impairment charges were determined to be necessary. Intangible assets are recorded at fair value, using level three inputs, on the date of acquisition and evaluated to determine their estimated useful life. These assets primarily consist of customer relationships and permits and are amortized using the straight-line method. The estimated useful lives for definite-lived intangible assets are: customer relationships - 5 to 15 years; permits - 10 to 29 years; and other - 1 to 10 years. Indefinite-lived intangible assets primarily relate to an acquired trademark. These assets are not amortized but are evaluated for impairment annually, or on an interim basis when events or changes in circumstances indicate the carrying amount may not be recoverable. The impairment test compares the fair value of each asset to its carrying value using a relief from royalty method. As of December 31, 2020 and 2019, the Company's annual impairment test was completed and no impairment charges were determined to be necessary. |
Long-lived Assets | Long-lived Assets The Company evaluates the carrying value of long-lived assets to be held and used, including property, plant, and equipment and definite-lived intangibles, for potential impairment when events or changes in circumstances indicate the carrying amount may not be recoverable. The carrying value of long-lived assets to be held and used is considered impaired only when the carrying value is not recoverable through undiscounted future cash flows and the fair value of the assets is less than their carrying value. Fair value is determined primarily using the anticipated cash flows discounted at a rate commensurate with the risks involved or market quotes as available. Impairment losses on long-lived assets held for sale are determined in a similar manner, except that fair values are reduced by the estimated cost to dispose of the assets. The Company recorded impairment charges of $7.1 million during the year ended December 31, 2020 related to assets that were disposed of during the year. No impairment charges were recognized during the year ended December 31, 2019. See Note 2 Acquisitions and Divestitures for discussion of the impairment charge recorded during the year ended December 31, 2018 on businesses that were subsequently divested. |
Workers' Compensation | Workers ’ Compensation The Company is effectively self-insured for workers ’ compensation claims. A third-party administrator is used to process claims. We accrue our workers' compensation liability based upon independent actuarial studies. |
Warranties | Warranties The Company provides various express, limited product warranties that generally range from 1 to 5 years depending on the product. The warranty costs are estimated using a two-step approach. First, an engineering estimate is made for the cost of all claims that have been asserted by customers. Second, based on historical, accepted claims experience, a cost is accrued for all products still within a warranty period for which no claims have been filed. The Company provides for the estimated cost of product warranties at the time revenue is recognized related to products covered by warranties and assesses the adequacy of the resulting reserves on a quarterly basis. As of December 31, 2020 and 2019, the Company's accrual for warranty costs was $3.1 million and $2.6 million, respectively, which is included in accrued liabilities within the Consolidated Balance Sheets. |
Derivatives Instruments | Derivative InstrumentsThe Company may, from time to time, use derivative instruments to mitigate the impact of changes in interest rates, commodity prices, or changes in foreign currency exchange rates. For derivative instruments designated as hedges, the Company formally documents the relationship between the derivative instrument and the hedged item, as well as the risk management objective and strategy for the use of the derivative instrument. This documentation includes linking the derivative to specific assets or liabilities on the balance sheet, commitments, or forecasted transactions. At the time a derivative instrument is entered into, and at least quarterly thereafter, the Company assesses whether the derivative instrument is effective in offsetting the changes in fair value or cash flows of the hedged item. Any change in the fair value of the hedged instrument is recorded in accumulated other comprehensive loss (“AOCL”) as a separate component of stockholders' equity and reclassified into earnings in the period during which the hedged transaction affects earnings. The Company monitors its derivative positions and the credit ratings of its counterparties and does not anticipate losses due to counterparties' non-performance. |
Foreign Currency Translation | Foreign Currency Translation Certain operations outside the U.S. prepare financial statements in currencies other than the U.S. dollar. The income statement amounts are translated at average exchange rates for the year, while the assets and liabilities are translated at year-end exchange rates. Translation adjustments are accumulated as a separate component of stockholders' equity and other comprehensive income. The functional currency of our Mexico operations is considered to be the U.S. dollar. The functional currency of our Canadian operations is considered to be the Canadian dollar. |
Other Comprehensive Income (Loss) | Other Comprehensive Income (Loss) Other comprehensive income (loss) consists of foreign currency translation adjustments and the effective unrealized gains and losses on the Company's derivative financial instruments, the sum of which, along with net income, constitutes comprehensive net income (loss). See Note 12 Accumulated Other Comprehensive Loss. All components are shown net of tax. |
Recent Accounting Pronouncements | Recent Accounting Pronouncements Recently adopted accounting pronouncements Effective as of January 1, 2018, the Company adopted Accounting Standards Update No. 2014-09, “Revenue from Contracts with Customers,” (“ASU 2014-09”), which provides common revenue recognition guidance for GAAP. Under ASU 2014-09, an entity recognizes revenue when it transfers promised goods or services to customers in an amount that reflects what it expects to receive in exchange for the goods or services. It also requires additional detailed disclosures to enable users of financial statements to understand the nature, amount, timing, and uncertainty of revenues and cash flows arising from contracts with customers. The primary impact of adopting the standard is a change in the timing of revenue recognition for our wind towers, certain utility structures, and certain storage tank product lines within our Engineered Structures segment. Previously, the Company recognized revenue when the product was delivered. Under ASU 2014-09, revenue is recognized over time as the products are manufactured. Revenue recognition policies in our other business segments remain substantially unchanged. Effective as of January 1, 2019, the Company adopted Accounting Standards Update No. 2016-02, “Leases”, (“ASU 2016-02”), which amends the existing accounting standards for lease accounting, including requiring lessees to recognize most leases on their balance sheets and making targeted changes to lessor accounting. The Company elected to use the optional transition method that allows the Company to apply the provisions of the standard at the effective date without adjusting the comparative prior periods. In addition, we elected the package of practical expedients permitted under the transition guidance within the new standard which allowed us to carry forward the historical lease classification. The cumulative effect of adopting the standard on the opening balance of retained earnings was not significant. The primary impact of adopting the standard was the recognition of a right-of-use asset and corresponding lease liability for our operating leases included in other assets and other liabilities, respectively, on the Consolidated Balance Sheet. See Note 8 Leases for further discussion. The Company has implemented processes and a lease accounting system to ensure adequate internal controls were in place to assess our contracts and enable proper accounting and reporting of financial information upon adoption. Effective as of January 1, 2020, the Company adopted Accounting Standards Update No. 2016-13, “Financial Instruments - Credit Losses”, (“ASU 2016-13”), which amends the existing accounting guidance for recognizing credit losses on financial assets and certain other instruments not measured at fair value through net income, including financial assets measured at amortized cost, such as trade receivables and contract assets. ASU 2016-13 replaces the existing incurred loss impairment model with an expected credit loss model that requires consideration of a broader range of information to estimate expected credit losses over the lifetime of the asset. The adoption of this guidance did not have a material effect on the Company’s Consolidated and Combined Financial Statements. Recently issued accounting pronouncements not adopted as of December 31, 2020 In December 2019, the FASB issued Accounting Standards Updated No. 2019-12, “Simplifying the Accounting for Income Taxes”, (“ASU 2019-12”), which simplifies the accounting for income taxes by removing certain exceptions to the general principles for income taxes. ASU 2019-12 will become effective for public companies during interim and annual reporting periods beginning after December 15, 2020, with early adoption permitted. We do not expect this standard to have a material impact on our Consolidated Financial Statements. In March 2020, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update No. 2020-04, “Reference Rate Reform” (“ASU 2020-04”) which provides optional guidance for contract modifications, hedging accounting, and other transactions associated with the transition from reference rates that are expected to be discontinued. ASU 2020-04 is effective for all entities upon issuance through December 31, 2022. We are still evaluating the impact of adoption, but do not expect the guidance to have a material impact on our Consolidated Financial Statements. |
Management's Estimates | Management's Estimates The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements as well as the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. |
Reclassifications | Reclassifications Certain prior year balances have been reclassified in the Consolidated and Combined Financial Statements to conform with the 2020 presentation. |
Summary of Significant Accoun_3
Summary of Significant Accounting Policies (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Accounting Policies [Abstract] | |
Unsatisfied Performance Obligations | 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 December 31, 2020 and the percentage of the outstanding performance obligations as of December 31, 2020 expected to be delivered during 2021: Unsatisfied performance obligations at December 31, 2020 Total Percent expected to be delivered in 2021 (in millions) Engineered Structures: Utility, wind, and related structures $ 334.0 100 % Storage tanks $ 15.6 94 % Transportation Products: Inland barges $ 175.5 100 % |
Acquisitions and Divestitures (
Acquisitions and Divestitures (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Business Acquisition [Line Items] | |
Schedule Of Business Acquisitions And Dispositions | The Company's acquisition and divestiture activities are summarized below: Year Ended December 31, 2020 2019 2018 (in millions) Acquisitions: Purchase price $ 474.7 $ 39.2 $ 334.1 Net cash paid $ 455.7 $ 32.9 $ 333.2 Goodwill recorded $ 172.1 $ 12.6 $ 120.9 |
Cherry Industries | Construction Products | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The following table represents our final purchase price allocation as of December 31, 2020: December 31, 2020 (in millions) Accounts receivable $ 30.5 Inventories 11.8 Property, plant, and equipment 58.8 Mineral reserves 17.2 Goodwill 133.3 Customer relationships 62.1 Permits 25.4 Other assets 4.3 Accounts payable (7.5) Accrued liabilities (4.9) Deferred taxes (32.7) Other liabilities (1.5) Total net assets acquired $ 296.8 |
Business Acquisition, Pro Forma Information | The following table represents the unaudited pro-forma consolidated operating results of the Company as if the Cherry acquisition had been completed on January 1, 2019. The unaudited pro-forma information makes certain adjustments to depreciation, depletion, and amortization expense to reflect the fair value recognized in the purchase price allocation, removes one-time transaction related costs, and aligns the Company's debt financing with that as of the acquisition date. The unaudited pro-forma information should not be considered indicative of the results that would have occurred if the acquisition had been completed on January 1, 2019, nor is such unaudited pro-forma information necessarily indicative of future results. Year Ended Year Ended (in millions) Revenues $ 1,935.6 $ 1,916.9 Income before income taxes $ 144.5 $ 163.8 |
ACG Materials | Construction Products | |
Business Acquisition [Line Items] | |
Schedule of Business Acquisitions, by Acquisition | The following table represents our final purchase price allocation (in millions): Accounts receivable $ 23.8 Inventories 12.5 Property, plant, and equipment 77.8 Mineral reserves 137.3 Goodwill 105.5 Other assets 6.3 Accounts payable (10.2) Accrued and other liabilities (14.5) Capital lease obligations (8.3) Deferred income taxes (21.1) Total net assets acquired $ 309.1 |
Business Acquisition, Pro Forma Information | The following table represents the unaudited pro-forma consolidated operating results of the Company as if the ACG acquisition had been completed on January 1, 2017. The unaudited pro-forma information makes certain adjustments to depreciation, depletion, and amortization expense to reflect the fair value recognized in the purchase price allocation, as well as to align ACG's capital structure and debt financing with that of the Company at the acquisition date. As a measure of unaudited pro-forma earnings, we have presented income before income taxes because our effective tax rates for 2018 and 2017 were impacted by one-time effects of the Tax Cuts and Jobs Act that would be impracticable to calculate for ACG. The unaudited pro-forma information should not be considered indicative of the results that would have occurred if the acquisition had been completed on January 1, 2017, nor is such unaudited pro-forma information necessarily indicative of future results. Year Ended December 31, 2018 Year Ended December 31, 2017 (in millions) Revenues $ 1,604.1 $ 1,594.4 Income before income taxes $ 97.6 $ 133.6 |
Fair Value Accounting (Tables)
Fair Value Accounting (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Fair Value Disclosures [Abstract] | |
Assets and liabilities measured at fair value on recurring basis | Assets and liabilities measured at fair value on a recurring basis are summarized below: Fair Value Measurement as of December 31, 2020 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ 27.1 $ — $ — $ 27.1 Total assets $ 27.1 $ — $ — $ 27.1 Liabilities: Interest rate hedge (1) $ — $ 7.3 $ — $ 7.3 Contingent consideration (2) — — 9.8 9.8 Total liabilities $ — $ 7.3 $ 9.8 $ 17.1 Fair Value Measurement as of December 31, 2019 Level 1 Level 2 Level 3 Total (in millions) Assets: Cash equivalents $ 155.3 $ — $ — $ 155.3 Total assets $ 155.3 $ — $ — $ 155.3 Liabilities: Interest rate hedge (1) $ — $ 4.3 $ — $ 4.3 Contingent consideration (2) — — 6.4 6.4 Total liabilities $ — $ 4.3 $ 6.4 $ 10.7 (1) Included in other liabilities on the Consolidated Balance Sheets. (2) Current portion included in accrued liabilities and non-current portion included in other liabilities on the Consolidated Balance Sheets. |
Segment Information (Tables)
Segment Information (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Segment Reporting [Abstract] | |
Financial information for segments | The financial information for these segments is shown in the tables below. We operate principally in North America. Year Ended December 31, 2020 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 529.4 Other 64.2 Construction Products 593.6 $ 74.7 $ 1,207.9 $ 60.1 $ 33.8 Utility, wind, and related structures 695.2 Storage tanks 182.5 Engineered Structures 877.7 80.2 1,028.5 31.5 32.9 Inland barges 378.3 Steel components 88.2 Transportation Products 466.5 54.6 276.1 18.0 13.9 Segment Totals before Eliminations and Corporate 1,937.8 209.5 2,512.5 109.6 80.6 Corporate — (57.7) 134.2 4.9 1.5 Eliminations (2.2) — — — — Consolidated Total $ 1,935.6 $ 151.8 $ 2,646.7 $ 114.5 $ 82.1 Year Ended December 31, 2019 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 364.7 Other 75.0 Construction Products 439.7 $ 52.7 $ 785.0 $ 38.0 $ 30.2 Utility, wind, and related structures 625.4 Storage tanks 211.2 Engineered Structures 836.6 100.7 934.9 27.9 25.0 Inland barges 293.9 Steel components 171.8 Transportation Products 465.7 46.8 316.5 16.3 21.8 Segment Totals before Eliminations and Corporate 1,742.0 200.2 2,036.4 82.2 77.0 Corporate — (47.3) 266.1 3.6 8.4 Eliminations (5.1) — — — — Consolidated Total $ 1,736.9 $ 152.9 $ 2,302.5 $ 85.8 $ 85.4 Year Ended December 31, 2018 Revenues Operating Profit (Loss) Assets Depreciation, Depletion, & Amortization Capital Expenditures Aggregates and specialty materials $ 217.9 Other 74.4 Construction Products 292.3 $ 50.4 $ 769.8 $ 21.9 $ 17.2 Utility, wind, and related structures 582.9 Storage tanks 197.2 Engineered Structures 780.1 28.6 976.2 29.7 16.0 Inland barges 170.2 Steel components 221.2 Transportation Products 391.4 48.4 305.0 15.5 10.3 All Other — (0.1) — — — Segment Totals before Eliminations and Corporate 1,463.8 127.3 2,051.0 67.1 43.5 Corporate — (32.1) 121.2 0.5 1.3 Eliminations (3.4) (0.3) — — — Combined Total $ 1,460.4 $ 94.9 $ 2,172.2 $ 67.6 $ 44.8 |
Revenues, operating profit, total assets, and long-lived assets for Mexico operations | Revenues and operating profit for our Mexico operations for the years ended December 31, 2020, 2019, and 2018 are presented below. Our Canadian operations were not significant in relation to the Consolidated Financial Statements. Year Ended December 31, 2020 2019 2018 (in millions) Mexico: Revenues: External $ 135.3 $ 110.1 $ 108.2 Intercompany 60.6 88.0 82.3 $ 195.9 $ 198.1 $ 190.5 Operating profit (loss) $ (0.4) $ 4.8 $ (11.0) Total assets and long-lived assets for our Mexico operations as of December 31, 2020 and 2019 are presented below: Total Assets Long-Lived Assets December 31, 2020 2019 2020 2019 (in millions) Mexico $ 188.6 $ 202.2 $ 89.9 $ 85.5 |
Property, Plant, and Equipment
Property, Plant, and Equipment (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Property, Plant and Equipment [Abstract] | |
Components of property, plant, and equipment | The following table summarizes the components of property, plant, and equipment as of December 31, 2020 and 2019. December 31, December 31, (in millions) Land $ 139.2 $ 120.4 Mineral reserves 249.9 211.0 Buildings and improvements 302.3 280.5 Machinery and other 853.6 755.7 Construction in progress 49.6 38.6 1,594.6 1,406.2 Less accumulated depreciation and depletion (681.3) (590.0) $ 913.3 $ 816.2 |
Goodwill and Other Intangible_2
Goodwill and Other Intangible Assets (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill by segment | Goodwill by segment is as follows: December 31, December 31, (in millions) Construction Products $ 320.0 $ 166.2 Engineered Structures 437.0 416.9 Transportation Products 37.0 38.8 $ 794.0 $ 621.9 |
Intangible Assets, net | Intangibles, net consisted of the following: December 31, 2020 December 31, 2019 (in millions) Intangibles with indefinite lives - Trademarks $ 34.1 $ 34.1 Intangibles with definite lives: Customer relationships 123.8 30.7 Permits 73.6 — Other 8.1 13.9 205.5 44.6 Less accumulated amortization (26.7) (27.0) 178.8 17.6 Intangible assets, net $ 212.9 $ 51.7 |
Expected future amortization expense of intangibles | Expected future amortization expense of intangibles as of December 31, 2020 is as follows: Amortization Expense (in millions) 2021 16.6 2022 14.0 2023 14.0 2024 14.0 2025 13.2 Thereafter 107.0 |
Debt (Tables)
Debt (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Debt Disclosure [Abstract] | |
Components of debt | The following table summarizes the components of debt as of December 31, 2020 and December 31, 2019: December 31, December 31, (in millions) Revolving credit facility $ 100.0 $ 100.0 Term loan 149.1 — Finance leases 5.6 7.3 254.7 107.3 Less: unamortized debt issuance costs (0.2) — Total debt $ 254.5 $ 107.3 |
Remaining principal payments under existing debt agreements | The remaining principal payments under existing debt agreements as of December 31, 2020 are as follows: 2021 2022 2023 2024 2025 Thereafter (in millions) Revolving credit facility $ — $ — $ — $ — $ 100.0 $ — Term loan $ 4.7 $ 7.5 $ 8.5 $ 8.4 $ 120.0 $ — |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Leases [Abstract] | |
Operating leases | The following tables present information about the amount, timing, and uncertainty of cash flows arising from the Company's operating leases as of December 31, 2020. December 31, 2020 (in millions) Maturity of Lease Liabilities 2021 $ 5.8 2022 3.7 2023 2.7 2024 2.4 2025 2.2 Thereafter 8.9 Total undiscounted operating lease payments 25.7 Less imputed interest (4.5) Present value of operating lease liabilities $ 21.2 Balance Sheet Classification December 31, December 31, (in millions) Other assets $ 17.9 $ 15.6 Accrued liabilities 4.8 5.5 Other liabilities 16.4 13.5 Total operating lease liabilities $ 21.2 $ 19.0 Other Information Weighted average remaining lease term 7.9 years Weighted average discount rate 4.8 % |
Other, Net (Tables)
Other, Net (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Other Income and Expenses [Abstract] | |
Summary of other, net (income) expense | Other, net (income) expense consists of the following items: Year Ended December 31, 2020 2019 2018 (in millions) Interest income $ (0.4) $ (1.4) $ (0.4) Foreign currency exchange transactions 3.6 1.5 (0.2) Other (0.2) (0.8) (0.4) Other, net (income) expense $ 3.0 $ (0.7) $ (1.0) |
Income Taxes (Tables)
Income Taxes (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Income Tax Disclosure [Abstract] | |
Components of the provision for income taxes | The components of the provision for income taxes are as follows: Year Ended December 31, 2020 2019 2018 (in millions) Current: Federal $ 16.6 $ 7.6 $ (5.4) State 6.9 3.0 0.8 Foreign (1.5) 5.6 1.5 Total current 22.0 16.2 (3.1) Deferred: Federal: Effect of Tax Cuts and Jobs Act — — (1.5) Other 11.3 22.6 24.8 11.3 22.6 23.3 State (0.9) (0.6) 5.4 Foreign (0.8) (4.7) (6.3) Total deferred 9.6 17.3 22.4 Provision $ 31.6 $ 33.5 $ 19.3 |
Reconciliation between the statutory U.S. Federal income tax rate and the Company's effective income tax rate | The following is a reconciliation between the statutory U.S. federal income tax rate and the Company’s effective income tax rate on income before income taxes: Year Ended December 31, 2020 2019 2018 Statutory rate 21.0 % 21.0 % 21.0 % State taxes 3.6 3.1 3.1 Changes in valuation allowances and reserves (0.1) (1.3) (1.2) Changes in tax reserves — (0.3) (1.4) Statutory depletion (1.3) (0.5) (0.9) Effect of Tax Cuts and Jobs Act — — (1.6) Prior year true-ups (0.6) (0.5) (0.4) Foreign adjustments 0.4 1.8 2.7 Currency adjustments (1.2) (1.2) (0.3) Other, net 1.1 0.7 (0.7) Effective rate 22.9 % 22.8 % 20.3 % |
Components of deferred tax liabilities and assets | The components of deferred tax liabilities and assets are as follows: December 31, 2020 2019 (in millions) Deferred tax liabilities: Depreciation, depletion, and amortization $ 160.4 $ 109.1 Total deferred tax liabilities 160.4 109.1 Deferred tax assets: Workers compensation and other benefits 20.3 21.6 Warranties and reserves 1.1 1.7 Tax loss carryforwards and credits 16.8 14.8 Inventory 26.1 22.7 Accrued liabilities and other 5.1 1.0 Total deferred tax assets 69.4 61.8 Net deferred tax assets (liabilities) before valuation allowances (91.0) (47.3) Valuation allowances 6.3 4.8 Adjusted net deferred tax assets (liabilities) $ (97.3) $ (52.1) |
Change in unrecognized tax benefits | The change in unrecognized tax benefits for the years ended December 31, 2020, 2019, and 2018 was as follows: December 31, 2020 2019 2018 (in millions) Beginning balance $ — $ 0.5 $ 1.3 Additions for tax positions of prior years — — 0.1 Expiration of statute of limitations — (0.5) (0.9) Ending balance $ — $ — $ 0.5 |
Employee Retirement Plans (Tabl
Employee Retirement Plans (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Retirement Benefits [Abstract] | |
Total employee retirement plan expense | Total employee retirement plan expense, which includes related administrative expenses, is as follows: Year Ended December 31, 2020 2019 2018 (in millions) Defined contribution plans $ 10.6 $ 8.5 $ 8.3 Multiemployer plan 1.7 1.8 2.1 $ 12.3 $ 10.3 $ 10.4 |
Details of multiemployer plan | Our participation in the multiemployer plan for the year ended December 31, 2020 is outlined in the table below. The Pension Protection Act (“PPA”) zone status at December 31, 2020 and 2019 is as of the plan years beginning January 1, 2020 and 2019, respectively, and is obtained from the multiemployer plan's regulatory filings available in the public domain and certified by the plan's actuary. Among other factors, plans in the yellow zone are less than 80% funded while plans in the red zone are less than 65% funded. Federal law requires that plans classified in the yellow or red zones adopt a funding improvement plan or a rehabilitation plan in order to improve the financial health of the plan. The Company's contributions to the multiemployer plan were less than 5% of total contributions to the plan. The last column in the table lists the expiration date of the collective bargaining agreement to which the plan is subject. PPA Zone Status Contributions for Year Ended December 31, Pension Fund Employer Identification Number 2020 2019 Rehabilitation plan status 2020 2019 2018 Surcharge imposed Expiration date of collective bargaining agreement (in millions) Boilermaker-Blacksmith National Pension Trust 48-6168020 Yellow Red Implemented $ 1.7 $ 1.8 $ 2.1 No 06/30/2022 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Loss (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Equity [Abstract] | |
Changes in accumulated other comprehensive loss | Changes in accumulated other comprehensive loss for the years ended December 31, 2020, December 31, 2019, and December 31, 2018 are as follows: Currency translation adjustments Unrealized loss on derivative financial instruments Accumulated (in millions) Balances at December 31, 2017 $ (19.8) $ — $ (19.8) Other comprehensive loss, net of tax, before reclassifications — (0.9) (0.9) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, $0.0, and $0.0 3.0 — 3.0 Other comprehensive income (loss) 3.0 (0.9) 2.1 Balances at December 31, 2018 (16.8) (0.9) (17.7) Other comprehensive loss, net of tax, before reclassifications 0.5 (2.8) (2.3) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.1), and ($0.1) — 0.3 0.3 Other comprehensive income (loss) 0.5 (2.5) (2.0) Balances at December 31, 2019 (16.3) (3.4) (19.7) Other comprehensive income (loss), net of tax, before reclassifications (0.3) (3.7) (4.0) Amounts reclassified from accumulated other comprehensive loss, net of tax expense (benefit) of $0.0, ($0.4), and ($0.4) — 1.6 1.6 Other comprehensive income (loss) (0.3) (2.1) (2.4) Balances at December 31, 2020 $ (16.6) $ (5.5) $ (22.1) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of restricted stock activity | The activity for equity awards held by Arcosa employees for the year ended December 31, 2020 was as follows: Arcosa Equity Awards Held by Arcosa Employees Trinity Equity Awards Held by Arcosa Employees Weighted Average Grant-Date Fair Value per Award Equity awards outstanding at December 31, 2019 1,224,668 823,985 $ 24.20 Granted 497,814 — 34.48 Vested (252,112) (147,841) 24.48 Forfeited (57,580) (22,313) 26.49 Equity awards outstanding at December 31, 2020 1,412,790 653,831 $ 26.53 |
Earnings Per Common Share (Tabl
Earnings Per Common Share (Tables) | 12 Months Ended |
Dec. 31, 2020 | |
Earnings Per Share [Abstract] | |
Computation of basic and diluted earnings per share | The computation of basic and diluted earnings per share follows. Year Ended December 31, 2020 (in millions, except per share amounts) Income Average EPS Net income $ 106.6 Unvested restricted share participation (0.8) Net income per common share – basic 105.8 48.0 $ 2.20 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.5 Net income per common share – diluted $ 105.8 48.5 $ 2.18 Year Ended December 31, 2019 (in millions, except per share amounts) Income Average EPS Net income $ 113.3 Unvested restricted share participation (1.1) Net income per common share – basic 112.2 47.9 $ 2.34 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.5 Net income per common share – diluted $ 112.2 48.4 $ 2.32 Year Ended December 31, 2018 (in millions, except per share amounts) Income Average EPS Net income $ 75.7 Unvested restricted share participation (0.2) Net income per common share – basic 75.5 48.8 $ 1.55 Effect of dilutive securities: Nonparticipating unvested restricted shares — 0.1 Net income per common share – diluted $ 75.5 48.9 $ 1.54 |
Summary of Significant Accoun_4
Summary of Significant Accounting Policies - Relationship with Former Parent and Related Entities (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Trinity Industries, Inc. [Member] | |
Sales to Trinity businesses | $ 160.3 |
Purchases from Trinity businesses | 44.5 |
Corporate Segment | |
Corporate overhead costs | $ 26 |
Summary of Significant Accoun_5
Summary of Significant Accounting Policies - Stockholder's Equity (Details) - USD ($) | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Nov. 01, 2018 | |
Accounting Policies [Abstract] | ||||
Authorized stock repurchase amount | $ 50,000,000 | |||
Number of shares repurchased | 184,772 | 361,442 | ||
Cost of shares repurchased | $ 8,000,000 | $ 11,000,000 | $ 3,000,000 | |
Common Stock, Shares Authorized | 200,000,000 | 200,000,000 | 200,000,000 | |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 |
Summary of Significant Accoun_6
Summary of Significant Accounting Policies - Revenue Recognition (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Accounting Policies [Abstract] | ||
Contract asset with customer | $ 82.8 | $ 50.8 |
Summary of Significant Accoun_7
Summary of Significant Accounting Policies - Unsatisfied Performance Obligations (Details) $ in Millions | Dec. 31, 2020USD ($) |
Utility, wind, and related structures | Engineered Structures | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations, Amount | $ 334 |
Unsatisfied performance obligations, Percent expected to be delivered in next year | 100.00% |
Storage tanks | Engineered Structures | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations, Amount | $ 15.6 |
Unsatisfied performance obligations, Percent expected to be delivered in next year | 94.00% |
Inland barge | Transportation Products | |
Revenue, Remaining Performance Obligation, Expected Timing of Satisfaction [Line Items] | |
Unsatisfied performance obligations, Amount | $ 175.5 |
Unsatisfied performance obligations, Percent expected to be delivered in next year | 100.00% |
Summary of Significant Accoun_8
Summary of Significant Accounting Policies - Inventories (Details) $ in Millions | 12 Months Ended |
Dec. 31, 2018USD ($) | |
Accounting Policies [Abstract] | |
Inventory write down | $ 6.1 |
Summary of Significant Accoun_9
Summary of Significant Accounting Policies - Property, Plant, and Equipment (Details) | 12 Months Ended |
Dec. 31, 2020 | |
Buildings and improvements | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 3 years |
Buildings and improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 30 years |
Leasehold improvements | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 11 years |
Machinery and other | Minimum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 2 years |
Machinery and other | Maximum | |
Property, Plant and Equipment [Line Items] | |
Estimated useful life | 15 years |
Summary of Significant Accou_10
Summary of Significant Accounting Policies - Goodwill and Intangible Assets (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Finite-Lived Intangible Assets [Line Items] | ||
Goodwill impairment charges | $ 0 | $ 0 |
Impairment of Intangible Assets, Indefinite-lived (Excluding Goodwill) | $ 0 | $ 0 |
Minimum | Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 5 years | |
Minimum | Permits | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 10 years | |
Minimum | Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 1 year | |
Maximum | Customer Relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 15 years | |
Maximum | Permits | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 29 years | |
Maximum | Other Intangible Assets | ||
Finite-Lived Intangible Assets [Line Items] | ||
Intangible assets with defined useful lives, amortization period | 10 years |
Summary of Significant Accou_11
Summary of Significant Accounting Policies - Long-lived Assets (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Accounting Policies [Abstract] | |||
Impairment charge | $ 7.1 | $ 0 | $ 23.2 |
Summary of Significant Accou_12
Summary of Significant Accounting Policies - Warranties (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Product Warranty Liability [Line Items] | ||
Warranty accrual | $ 3.1 | $ 2.6 |
Minimum | ||
Product Warranty Liability [Line Items] | ||
Product warranty period against materials and manufacturing defects | 1 year | |
Maximum | ||
Product Warranty Liability [Line Items] | ||
Product warranty period against materials and manufacturing defects | 5 years |
Acquisitions and Divestitures -
Acquisitions and Divestitures - Schedule of Acquisitions and Divestitures (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Business Combinations [Abstract] | |||
Purchase price | $ 474.7 | $ 39.2 | $ 334.1 |
Net cash paid | 455.7 | 32.9 | 333.2 |
Goodwill recorded | $ 172.1 | $ 12.6 | $ 120.9 |
Acquisitions and Divestitures_2
Acquisitions and Divestitures - Purchase Price Allocation (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Business Acquisition [Line Items] | ||
Goodwill | $ 794 | $ 621.9 |
Construction Products | ||
Business Acquisition [Line Items] | ||
Goodwill | 320 | $ 166.2 |
Cherry Industries | Construction Products | ||
Business Acquisition [Line Items] | ||
Accounts receivable | 30.5 | |
Inventories | 11.8 | |
Property, plant, and equipment | 58.8 | |
Mineral reserves | 17.2 | |
Goodwill | 133.3 | |
Other assets | 4.3 | |
Accounts payable | (7.5) | |
Accrued and other liabilities | (4.9) | |
Deferred taxes | (32.7) | |
Other liabilities | (1.5) | |
Total net assets acquired | 296.8 | |
Cherry Industries | Construction Products | Customer Relationships | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 62.1 | |
Cherry Industries | Construction Products | Permits | ||
Business Acquisition [Line Items] | ||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 25.4 | |
ACG Materials | Construction Products | ||
Business Acquisition [Line Items] | ||
Accounts receivable | 23.8 | |
Inventories | 12.5 | |
Property, plant, and equipment | 77.8 | |
Mineral reserves | 137.3 | |
Goodwill | 105.5 | |
Other assets | 6.3 | |
Accounts payable | (10.2) | |
Accrued and other liabilities | (14.5) | |
Capital lease obligations | (8.3) | |
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Deferred Tax Liabilities | (21.1) | |
Total net assets acquired | $ 309.1 |
Acquisitions and Divestitures_3
Acquisitions and Divestitures - Pro Forma (Details) - Construction Products - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Cherry Industries | ||||
Business Acquisition [Line Items] | ||||
Revenues | $ 1,935.6 | $ 1,916.9 | ||
Income before income taxes | $ 144.5 | $ 163.8 | ||
ACG Materials | ||||
Business Acquisition [Line Items] | ||||
Revenues | $ 1,604.1 | $ 1,594.4 | ||
Income before income taxes | $ 97.6 | $ 133.6 |
Acquisitions and Divestitures_4
Acquisitions and Divestitures - Narrative (Details) $ in Millions | 1 Months Ended | 3 Months Ended | 12 Months Ended | ||||
Dec. 31, 2018USD ($) | Mar. 31, 2018USD ($) | Sep. 30, 2019USD ($) | Jun. 30, 2019USD ($) | Dec. 31, 2020USD ($)numberOfBusinessesAcquiredbusinesses_divested | Dec. 31, 2019USD ($)numberOfBusinessesAcquiredbusinesses_divested | Dec. 31, 2018USD ($)numberOfBusinessesAcquiredbusinesses_divested | |
Segment Reporting Information [Line Items] | |||||||
Purchase price | $ 474.7 | $ 39.2 | $ 334.1 | ||||
Term loan | 150 | ||||||
Revenues | 1,935.6 | 1,736.9 | 1,460.4 | ||||
Operating Profit (Loss) | 151.8 | 152.9 | 94.9 | ||||
Goodwill recorded | 172.1 | 12.6 | 120.9 | ||||
Impairment charge | $ 7.1 | $ 0 | $ 23.2 | ||||
Number of divestitures | businesses_divested | 0 | 0 | 2 | ||||
Number of businesses acquired | numberOfBusinessesAcquired | 7 | 4 | 2 | ||||
Cherry Industries | |||||||
Segment Reporting Information [Line Items] | |||||||
Revenues | $ 173.2 | ||||||
Operating Profit (Loss) | $ 25.2 | ||||||
Cherry Industries | Customer Relationships | |||||||
Segment Reporting Information [Line Items] | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 14 years 10 months 24 days | ||||||
Cherry Industries | Permits | |||||||
Segment Reporting Information [Line Items] | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 19 years 9 months 18 days | ||||||
Cherry Industries | Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | $ 296.8 | ||||||
Net cash paid for acquisition | 284.1 | ||||||
Business Combination, Acquisition Related Costs | 3 | $ 0.5 | |||||
Cherry Industries | Construction Products | Customer Relationships | |||||||
Segment Reporting Information [Line Items] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 62.1 | ||||||
Cherry Industries | Construction Products | Permits | |||||||
Segment Reporting Information [Line Items] | |||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | 25.4 | ||||||
Traffic structures [Member] | Engineered Structures | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | 25.5 | ||||||
Goodwill recorded | 10 | ||||||
Telecom structures [Member] | Engineered Structures | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | 27.8 | ||||||
Goodwill recorded | 8.5 | ||||||
Aggregates and specialty materials | Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | $ 9.4 | 25.8 | |||||
Goodwill recorded | $ 1.1 | $ 1.6 | 8.7 | ||||
Recycled Aggregates [Member] | Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | 87 | ||||||
Goodwill recorded | $ 7.4 | ||||||
Recycled Aggregates [Member] | Construction Products | Permits | |||||||
Segment Reporting Information [Line Items] | |||||||
Acquired Finite-lived Intangible Assets, Weighted Average Useful Life | 22 years 9 months 18 days | ||||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Finite-Lived Intangibles | $ 48.2 | ||||||
Inland barge and construction aggregates businesses [Member] | Transportation Products and Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | 27.6 | ||||||
Inland barge business | Transportation Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | $ 25 | ||||||
Goodwill recorded | $ 9.5 | $ 10.4 | |||||
Impairment charge | $ 4.5 | ||||||
ACG Materials | Revolving credit facility | |||||||
Segment Reporting Information [Line Items] | |||||||
Borrowing to fund acquisition purchase price | $ 180 | ||||||
ACG Materials | Construction Products | |||||||
Segment Reporting Information [Line Items] | |||||||
Purchase price | $ 309.1 | ||||||
Revenues from acquiree included in Statement of Operations | $ 11.7 |
Fair Value Accounting - Assets
Fair Value Accounting - Assets and liabilities measured at fair value on recurring basis (Details) - Fair value measurements, recurring - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 | |
Assets: | |||
Cash equivalents | $ 27.1 | $ 155.3 | |
Total assets | 27.1 | 155.3 | |
Liabilities: | |||
Contingent consideration liability | [1] | 9.8 | 6.4 |
Total liabilities | 17.1 | 10.7 | |
Interest Rate Swap | |||
Liabilities: | |||
Derivative liability | [2] | 7.3 | 4.3 |
Level 1 | |||
Assets: | |||
Cash equivalents | 27.1 | 155.3 | |
Total assets | 27.1 | 155.3 | |
Liabilities: | |||
Contingent consideration liability | [1] | 0 | 0 |
Total liabilities | 0 | 0 | |
Level 1 | Interest Rate Swap | |||
Liabilities: | |||
Derivative liability | [2] | 0 | 0 |
Level 2 | |||
Assets: | |||
Cash equivalents | 0 | 0 | |
Total assets | 0 | 0 | |
Liabilities: | |||
Contingent consideration liability | [1] | 0 | 0 |
Total liabilities | 7.3 | 4.3 | |
Level 2 | Interest Rate Swap | |||
Liabilities: | |||
Derivative liability | [2] | 7.3 | 4.3 |
Level 3 | |||
Assets: | |||
Cash equivalents | 0 | 0 | |
Total assets | 0 | 0 | |
Liabilities: | |||
Contingent consideration liability | [1] | 9.8 | 6.4 |
Total liabilities | 9.8 | 6.4 | |
Level 3 | Interest Rate Swap | |||
Liabilities: | |||
Derivative liability | [2] | $ 0 | $ 0 |
[1] | Current portion included in accrued liabilities and non-current portion included in other liabilities on the Consolidated Balance Sheets. | ||
[2] | Included in other liabilities on the Consolidated Balance Sheets. |
Segment Information - Financial
Segment Information - Financial information for segments (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||
Revenues | $ 1,935.6 | $ 1,736.9 | $ 1,460.4 |
Operating Profit (Loss) | 151.8 | 152.9 | 94.9 |
Assets | 2,646.7 | 2,302.5 | 2,172.2 |
Depreciation, Depletion, & Amortization | 114.5 | 85.8 | 67.6 |
Capital Expenditures | 82.1 | 85.4 | 44.8 |
Total | |||
Segment Reporting Information [Line Items] | |||
Revenues | 1,937.8 | 1,742 | 1,463.8 |
Operating Profit (Loss) | 209.5 | 200.2 | 127.3 |
Assets | 2,512.5 | 2,036.4 | 2,051 |
Depreciation, Depletion, & Amortization | 109.6 | 82.2 | 67.1 |
Capital Expenditures | 80.6 | 77 | 43.5 |
Corporate | |||
Segment Reporting Information [Line Items] | |||
Revenues | 0 | 0 | 0 |
Operating Profit (Loss) | (57.7) | (47.3) | (32.1) |
Assets | 134.2 | 266.1 | 121.2 |
Depreciation, Depletion, & Amortization | 4.9 | 3.6 | 0.5 |
Capital Expenditures | 1.5 | 8.4 | 1.3 |
Construction Products | |||
Segment Reporting Information [Line Items] | |||
Assets | 1,207.9 | 785 | 769.8 |
Depreciation, Depletion, & Amortization | 60.1 | 38 | 21.9 |
Capital Expenditures | 33.8 | 30.2 | 17.2 |
Construction Products | Total | |||
Segment Reporting Information [Line Items] | |||
Revenues | 593.6 | 439.7 | 292.3 |
Operating Profit (Loss) | 74.7 | 52.7 | 50.4 |
Engineered Structures | |||
Segment Reporting Information [Line Items] | |||
Assets | 1,028.5 | 934.9 | 976.2 |
Depreciation, Depletion, & Amortization | 31.5 | 27.9 | 29.7 |
Capital Expenditures | 32.9 | 25 | 16 |
Engineered Structures | Total | |||
Segment Reporting Information [Line Items] | |||
Revenues | 877.7 | 836.6 | 780.1 |
Operating Profit (Loss) | 80.2 | 100.7 | 28.6 |
Transportation Products | |||
Segment Reporting Information [Line Items] | |||
Assets | 276.1 | 316.5 | 305 |
Depreciation, Depletion, & Amortization | 18 | 16.3 | 15.5 |
Capital Expenditures | 13.9 | 21.8 | 10.3 |
Transportation Products | Total | |||
Segment Reporting Information [Line Items] | |||
Revenues | 466.5 | 465.7 | 391.4 |
Operating Profit (Loss) | 54.6 | 46.8 | 48.4 |
Other | |||
Segment Reporting Information [Line Items] | |||
Assets | 0 | ||
Depreciation, Depletion, & Amortization | 0 | ||
Capital Expenditures | 0 | ||
Other | Total | |||
Segment Reporting Information [Line Items] | |||
Revenues | 0 | ||
Operating Profit (Loss) | (0.1) | ||
Aggregates and specialty materials | Construction Products | |||
Segment Reporting Information [Line Items] | |||
Revenues | 529.4 | 364.7 | 217.9 |
Other | Construction Products | |||
Segment Reporting Information [Line Items] | |||
Revenues | 64.2 | 75 | 74.4 |
Utility, wind, and related structures | Engineered Structures | |||
Segment Reporting Information [Line Items] | |||
Revenues | 695.2 | 625.4 | 582.9 |
Storage tanks | Engineered Structures | |||
Segment Reporting Information [Line Items] | |||
Revenues | 182.5 | 211.2 | 197.2 |
Inland barge | Transportation Products | |||
Segment Reporting Information [Line Items] | |||
Revenues | 378.3 | 293.9 | 170.2 |
Steel components | Transportation Products | |||
Segment Reporting Information [Line Items] | |||
Revenues | 88.2 | 171.8 | 221.2 |
Eliminations | Intersegment | |||
Segment Reporting Information [Line Items] | |||
Revenues | (2.2) | (5.1) | (3.4) |
Operating Profit (Loss) | 0 | 0 | (0.3) |
Assets | 0 | 0 | 0 |
Depreciation, Depletion, & Amortization | 0 | 0 | 0 |
Capital Expenditures | $ 0 | $ 0 | $ 0 |
Segment Information - Revenues,
Segment Information - Revenues, operating profit, total assets, and long-lived assets for Mexico operations (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | $ 1,935.6 | $ 1,736.9 | $ 1,460.4 |
Operating profit (loss) | 151.8 | 152.9 | 94.9 |
Total Assets | 2,646.7 | 2,302.5 | 2,172.2 |
MEXICO | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 195.9 | 198.1 | 190.5 |
Operating profit (loss) | (0.4) | 4.8 | (11) |
Total Assets | 188.6 | 202.2 | |
Long-Lived Assets | 89.9 | 85.5 | |
MEXICO | External | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | 135.3 | 110.1 | 108.2 |
MEXICO | Intercompany | |||
Revenues from External Customers and Long-Lived Assets [Line Items] | |||
Revenues | $ 60.6 | $ 88 | $ 82.3 |
Segment Information - Narrative
Segment Information - Narrative (Details) - segment | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Product Information [Line Items] | |||
Number of reportable segments | 3 | ||
Revenue | Engineered Structures | Customer Concentration Risk | |||
Product Information [Line Items] | |||
Revenue concentration risk, percentage | 15.30% | 18.20% | 19.40% |
Property, Plant, and Equipmen_2
Property, Plant, and Equipment - Components of property, plant, and equipment (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | $ 1,594.6 | $ 1,406.2 |
Accumulated depreciation and depletion | (681.3) | (590) |
Property, plant, and equipment, net | 913.3 | 816.2 |
Land | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 139.2 | 120.4 |
Mineral reserves | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 249.9 | 211 |
Buildings and improvements | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 302.3 | 280.5 |
Machinery and other | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | 853.6 | 755.7 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant and equipment, at cost | $ 49.6 | $ 38.6 |
Property, Plant, and Equipmen_3
Property, Plant, and Equipment - Narrative (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, net | $ 913.3 | $ 816.2 |
Manufacturing Facility, Nonoperating | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, net | $ 32.8 |
Goodwill and Other Intangible_3
Goodwill and Other Intangible Assets - Goodwill (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Goodwill [Line Items] | ||
Goodwill | $ 794 | $ 621.9 |
Construction Products | ||
Goodwill [Line Items] | ||
Goodwill | 320 | 166.2 |
Engineered Structures | ||
Goodwill [Line Items] | ||
Goodwill | 437 | 416.9 |
Transportation Products | ||
Goodwill [Line Items] | ||
Goodwill | $ 37 | $ 38.8 |
Goodwill and Other Intangible_4
Goodwill and Other Intangible Assets - Intangible Assets (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Intangible Assets [Line Items] | ||
Indefinite-Lived Trademarks | $ 34.1 | $ 34.1 |
Finite-Lived Intangible Assets, Gross | 205.5 | 44.6 |
Finite-Lived Intangible Assets, Accumulated Amortization | (26.7) | (27) |
Finite-Lived Intangible Assets, Net, Total | 178.8 | 17.6 |
Intangible assets, net | 212.9 | 51.7 |
Customer Relationships | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 123.8 | 30.7 |
Permits | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | 73.6 | 0 |
Other Intangible Assets | ||
Intangible Assets [Line Items] | ||
Finite-Lived Intangible Assets, Gross | $ 8.1 | $ 13.9 |
Goodwill and Other Intangible_5
Goodwill and Other Intangible Assets - Future Amortization (Details) $ in Millions | Dec. 31, 2020USD ($) |
Finite-Lived Intangible Assets, Net, Amortization Expense, Fiscal Year Maturity [Abstract] | |
2021 | $ 16.6 |
2022 | 14 |
2023 | 14 |
2024 | 14 |
2025 | 13.2 |
Thereafter | $ 107 |
Goodwill and Other Intangible_6
Goodwill and Other Intangible Assets - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Amortization expense from intangible assets | $ 12.6 | $ 3.4 | $ 4.7 |
Debt - Components of debt (Deta
Debt - Components of debt (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Jan. 02, 2020 | Dec. 31, 2019 |
Debt Instrument [Line Items] | |||
Term loan | $ 150 | ||
Finance leases | 5.6 | $ 7.3 | |
Long-term Debt and Lease Obligation, Including Current Maturities | 254.7 | 107.3 | |
Unamortized Debt Issuance Expense | (0.2) | 0 | |
Total debt | 254.5 | 107.3 | |
Line of credit | Revolving credit facility | |||
Debt Instrument [Line Items] | |||
Revolving credit facility | 100 | 100 | |
Unamortized Debt Issuance Expense | (1.6) | ||
Term Loan [Member] | |||
Debt Instrument [Line Items] | |||
Term loan | $ 149.1 | $ 150 | $ 0 |
Debt - Remaining principal paym
Debt - Remaining principal payments under existing debt agreements (Details) $ in Millions | Dec. 31, 2020USD ($) |
Line of credit | Revolving credit facility | |
Debt Instrument [Line Items] | |
2021 | $ 0 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 | 100 |
Thereafter | 0 |
Term Loan [Member] | |
Debt Instrument [Line Items] | |
2021 | 4.7 |
2022 | 7.5 |
2023 | 8.5 |
2024 | 8.4 |
2025 | 120 |
Thereafter | $ 0 |
Debt - Narrative (Details)
Debt - Narrative (Details) - USD ($) | 3 Months Ended | 12 Months Ended | ||||
Jun. 30, 2020 | Mar. 31, 2020 | Dec. 31, 2020 | Jan. 02, 2020 | Dec. 31, 2019 | Nov. 01, 2018 | |
Debt Instrument [Line Items] | ||||||
Term loan | $ 150,000,000 | |||||
Letters of credit outstanding expiring in current fiscal year | 26,100,000 | |||||
Unamortized debt issuance costs | 200,000 | $ 0 | ||||
Term Loan [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Term loan | $ 149,100,000 | $ 150,000,000 | 0 | |||
Revolving credit facility | Line of credit | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, maximum borrowing capacity | $ 500,000,000 | $ 400,000,000 | ||||
Line of credit commitment fee percentage | 0.20% | |||||
Proceeds from Lines of Credit | $ 100,000,000 | |||||
Repayments of Lines of Credit | $ 100,000,000 | |||||
Revolving credit facility | $ 100,000,000 | $ 100,000,000 | ||||
Credit facility, remaining borrowing capacity | 371,400,000 | |||||
Unamortized debt issuance costs | 1,600,000 | |||||
Letter of credit | Line of credit | ||||||
Debt Instrument [Line Items] | ||||||
Letters of credit outstanding | 28,600,000 | |||||
Interest rate hedges | Designated as hedging instrument | ||||||
Debt Instrument [Line Items] | ||||||
Derivative, notional amount | $ 100,000,000 | |||||
Derivative fixed interest rate | 2.71% | |||||
Derivative liability | $ 7,300,000 | |||||
LIBOR | Revolving credit facility | Line of credit | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, margin on LIBOR interest rate | 1.25% | |||||
Minimum | Revolving credit facility | Line of credit | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, margin on LIBOR interest rate | 1.25% | |||||
Line of credit commitment fee percentage | 0.20% | |||||
Maximum | Revolving credit facility | Line of credit | ||||||
Debt Instrument [Line Items] | ||||||
Credit facility, margin on LIBOR interest rate | 2.00% | |||||
Line of credit commitment fee percentage | 0.35% |
Leases - Operating Leases (Deta
Leases - Operating Leases (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Contractual lease liability | $ 21.2 | $ 19 |
Lessee, Operating Lease, Liability, Payment, Due [Abstract] | ||
2021 | 5.8 | |
2022 | 3.7 | |
2023 | 2.7 | |
2024 | 2.4 | |
2025 | 2.2 | |
Thereafter | 8.9 | |
Total undiscounted operating lease payments | 25.7 | |
Less imputed interest | $ (4.5) | |
Operating Lease, Weighted Average Remaining Lease Term | 7 years 10 months 24 days | |
Operating Lease, Weighted Average Discount Rate, Percent | 4.80% | |
Other assets | ||
Right of use asset | $ 17.9 | 15.6 |
Accrued liabilities | ||
Operating lease, current liability | 4.8 | 5.5 |
Other liabilities | ||
Operating Lease, noncurrent liability | $ 16.4 | $ 13.5 |
Leases - Narrative (Details)
Leases - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |
Dec. 31, 2020 | Dec. 31, 2019 | |
Leases [Abstract] | ||
Operating lease cost | $ 7.4 | $ 8.2 |
Operating lease payments | 7.2 | $ 7.8 |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | $ 6.4 |
Other, Net - Summary of other,
Other, Net - Summary of other, net (income) expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Other Income and Expenses [Abstract] | |||
Interest income | $ (0.4) | $ (1.4) | $ (0.4) |
Foreign currency exchange transactions | 3.6 | 1.5 | (0.2) |
Other | (0.2) | (0.8) | (0.4) |
Other, net (income) expense | $ 3 | $ (0.7) | $ (1) |
Income Taxes - Components of th
Income Taxes - Components of the provision for income taxes (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Current: | |||
Federal | $ 16.6 | $ 7.6 | $ (5.4) |
State | 6.9 | 3 | 0.8 |
Foreign | (1.5) | 5.6 | 1.5 |
Total current | 22 | 16.2 | (3.1) |
Deferred: | |||
Effect of Tax Cuts and Jobs Act | 0 | 0 | (1.5) |
Other | 11.3 | 22.6 | 24.8 |
Federal | 11.3 | 22.6 | 23.3 |
State | (0.9) | (0.6) | 5.4 |
Foreign | (0.8) | (4.7) | (6.3) |
Total deferred | 9.6 | 17.3 | 22.4 |
Provision (benefit) for income taxes | $ 31.6 | $ 33.5 | $ 19.3 |
Income Taxes - Reconciliation b
Income Taxes - Reconciliation between the statutory U.S. Federal income tax rate and the Company's effective income tax rate (Details) | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||||
Statutory rate | 21.00% | 21.00% | 21.00% | 35.00% |
State taxes | 3.60% | 3.10% | 3.10% | |
Changes in valuation allowances and reserves | (0.10%) | (1.30%) | (1.20%) | |
Changes in tax reserves | 0.00% | (0.30%) | (1.40%) | |
Statutory depletion | (1.30%) | (0.50%) | (0.90%) | |
Effect of Tax Cuts and Jobs Act | 0 | 0 | (0.016) | |
Prior year true-ups | (0.60%) | (0.50%) | (0.40%) | |
Foreign adjustments | 0.40% | 1.80% | 2.70% | |
Currency adjustments | (1.20%) | (1.20%) | (0.30%) | |
Other, net | 1.10% | 0.70% | (0.70%) | |
Effective rate | 22.90% | 22.80% | 20.30% |
Income Taxes - Components of de
Income Taxes - Components of deferred tax liabilities and assets (Details) - USD ($) $ in Millions | Dec. 31, 2020 | Dec. 31, 2019 |
Deferred tax liabilities: | ||
Depreciation, depletion, and amortization | $ 160.4 | $ 109.1 |
Total deferred tax liabilities | 160.4 | 109.1 |
Deferred tax assets: | ||
Workers compensation and other benefits | 20.3 | 21.6 |
Warranties and reserves | 1.1 | 1.7 |
Tax loss carryforwards and credits | 16.8 | 14.8 |
Inventory | 26.1 | 22.7 |
Accrued liabilities and other | 5.1 | 1 |
Total deferred tax assets | 69.4 | 61.8 |
Net deferred tax assets (liabilities) before valuation allowances | (91) | (47.3) |
Valuation allowances | 6.3 | 4.8 |
Deferred Tax Liabilities, Net, Total | $ 97.3 | $ 52.1 |
Income Taxes - Change in unreco
Income Taxes - Change in unrecognized tax benefits (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Reconciliation of Unrecognized Tax Benefits, Excluding Amounts Pertaining to Examined Tax Returns [Roll Forward] | |||
Beginning balance | $ 0 | $ 0.5 | $ 1.3 |
Additions for tax positions of prior years | 0 | 0 | 0.1 |
Expiration of statute of limitations | 0 | (0.5) | (0.9) |
Ending balance | $ 0 | $ 0 | $ 0.5 |
Income Taxes - Narrative (Detai
Income Taxes - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | |||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | Dec. 31, 2017 | |
Income Tax Disclosure [Abstract] | ||||
CARES Act deferred tax payments | $ 15 | |||
CARES Act deferred payroll tax payments | $ 9.7 | |||
Statutory rate | 21.00% | 21.00% | 21.00% | 35.00% |
Effect of tax cuts and jobs act - Deferred federal | $ 0 | $ 0 | $ 1.5 | |
Income before income taxes for U.S. operations | 143 | 143.6 | 106.6 | |
Income before income taxes for foreign operations | (4.8) | 3.2 | (11.6) | |
Net operating loss carryforwards - domestic | 20.8 | |||
Remaining state loss carryforwards | 0.9 | |||
Net operating loss carryforwards - foreign | 52.5 | |||
Undistributed earnings of foreign subsidiaries | 109.8 | |||
Additions for tax positions of prior years | 0 | 0 | 0.1 | |
Unrecognized tax benefits including interest and penalties that would affect the Company's effective tax rate if recognized | 0.5 | |||
Unrecognized tax benefits, reduction resulting from statute of limitations | 0 | 0.5 | 0.9 | |
Total accrued interest and penalties related to uncertain tax positions | $ 0 | $ 0 | 0 | |
Increase (decrease) in income tax expense related to interest and penalties on unrecognized tax benefits | $ 0.9 |
Employee Retirement Plans - Tot
Employee Retirement Plans - Total employee retirement plan expense (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Retirement Benefits [Abstract] | |||
Defined contribution plans | $ 10.6 | $ 8.5 | $ 8.3 |
Multiemployer plan | 1.7 | 1.8 | 2.1 |
Benefits, Losses and Expenses, Total | $ 12.3 | $ 10.3 | $ 10.4 |
Employee Retirement Plans - Det
Employee Retirement Plans - Details of the multiemployer plan (Details) - Boilermaker-Blacksmith National Pension Trust - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Multiemployer Plans [Line Items] | |||
PPA Zone Status | Yellow | Red | |
Rehabilitation plan status | Implemented | ||
Multiemployer plan contributions | $ 1.7 | $ 1.8 | $ 2.1 |
Surcharge imposed | No |
Employee Retirement Plans - Nar
Employee Retirement Plans - Narrative (Details) $ in Millions | Dec. 31, 2020USD ($) |
Schedule of Benefit Plans Disclosures [Line Items] | |
Multiemployer plan, expected contributions in following year | $ 1.9 |
Plan assets | 3.6 |
Projected benefit obligation | 3.5 |
Other assets | |
Schedule of Benefit Plans Disclosures [Line Items] | |
Deferred compensation plan assets | 4.9 |
Funded status of plan | 0.1 |
Other liabilities | |
Schedule of Benefit Plans Disclosures [Line Items] | |
Deferred compensation liability | $ 3.9 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Loss - Changes in accumulated other comprehensive loss (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Reclassification adjustments for losses included in net income, net of tax expense (benefit) | $ 0 | $ 0 | $ (3) |
Currency translation adjustments | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | (16.3) | (16.8) | (19.8) |
Other comprehensive income (loss), net of tax, before reclassifications | (0.3) | 0.5 | 0 |
Reclassification adjustments for losses included in net income, net of tax expense (benefit) | 0 | 0 | 3 |
Other comprehensive income (loss) | (0.3) | 0.5 | 3 |
Ending balance | (16.6) | (16.3) | (16.8) |
Reclassification from AOCI, Current Period, Tax | 0 | 0 | 0 |
Unrealized loss on derivative financial instruments | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | (3.4) | (0.9) | 0 |
Other comprehensive income (loss), net of tax, before reclassifications | (3.7) | (2.8) | (0.9) |
Reclassification adjustments for losses included in net income, net of tax expense (benefit) | 1.6 | 0.3 | 0 |
Other comprehensive income (loss) | (2.1) | (2.5) | (0.9) |
Ending balance | (5.5) | (3.4) | (0.9) |
Reclassification from AOCI, Current Period, Tax | (0.4) | (0.1) | 0 |
AOCI Attributable to Parent | |||
AOCI Including Portion Attributable to Noncontrolling Interest, Net of Tax [Roll Forward] | |||
Beginning balance | (19.7) | (17.7) | (19.8) |
Other comprehensive income (loss), net of tax, before reclassifications | (4) | (2.3) | (0.9) |
Reclassification adjustments for losses included in net income, net of tax expense (benefit) | 1.6 | 0.3 | 3 |
Other comprehensive income (loss) | (2.4) | (2) | 2.1 |
Ending balance | (22.1) | (19.7) | (17.7) |
Reclassification from AOCI, Current Period, Tax | $ (0.4) | $ (0.1) | $ 0 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of restricted stock activity (Details) - Restricted share awards | 12 Months Ended |
Dec. 31, 2020$ / sharesshares | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Weighted Average Grant Date Fair Value [Roll Forward] | |
Weighted Average Grant-Date Fair Value per Award, Equity awards outstanding, Beginning balance (in dollars per share) | $ / shares | $ 24.20 |
Weighted Average Grant-Date Fair Value per Award, Granted (in dollars per share) | $ / shares | 34.48 |
Weighted Average Grant-Date Fair Value per Award, Vested (in dollars per share) | $ / shares | 24.48 |
Weighted Average Grant-Date Fair Value per Award, Forfeited (in dollars per share) | $ / shares | 26.49 |
Weighted Average Grant-Date Fair Value per Award, Equity awards outstanding, Ending balance (in dollars per share) | $ / shares | $ 26.53 |
Arcosa Equity Awards Held by Arcosa Employees | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Number of Equity Awards, Restricted share awards outstanding, Beginning balance (in shares) | 1,224,668 |
Number of Equity Awards, Granted (in shares) | 497,814 |
Number of Equity Awards, Vested (in shares) | (252,112) |
Number of Equity Awards, Forfeited (in shares) | (57,580) |
Number of Equity Share Awards, Restricted share awards outstanding, Ending balance (in shares) | 1,412,790 |
Trinity Equity Awards Held by Arcosa Employees | |
Share-based Compensation Arrangement by Share-based Payment Award, Equity Instruments Other than Options, Nonvested, Number of Shares [Roll Forward] | |
Number of Equity Awards, Restricted share awards outstanding, Beginning balance (in shares) | 823,985 |
Number of Equity Awards, Granted (in shares) | 0 |
Number of Equity Awards, Vested (in shares) | (147,841) |
Number of Equity Awards, Forfeited (in shares) | (22,313) |
Number of Equity Share Awards, Restricted share awards outstanding, Ending balance (in shares) | 653,831 |
Stock-Based Compensation - Narr
Stock-Based Compensation - Narrative (Details) - USD ($) $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Shares of common stock provided for awarding by the Plan (in shares) | 4,800,000 | ||
Number of shares available for issuance (in shares) | 1,900,000 | ||
Stock-based compensation expense | $ 20 | $ 14.6 | $ 9.9 |
Income tax benefit related to stock-based compensation expense | 2.6 | $ 2.7 | $ 2.6 |
Fair value of shares vested | $ 11.3 | ||
Restricted Stock | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 1 year | ||
Restricted Stock | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Award vesting period | 15 years | ||
Restricted share awards | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Unrecognized compensation expense related to restricted share awards | $ 27.8 | ||
Weighted average recognition period | 2 years 6 months | ||
Performance units | Minimum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of target grant potentially issuable depending on achievement of certain specified goals | 0.00% | ||
Performance units | Maximum | |||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||
Percentage of target grant potentially issuable depending on achievement of certain specified goals | 200.00% |
Earnings Per Common Share - Com
Earnings Per Common Share - Computation of basic and diluted earnings per share (Details) - USD ($) $ / shares in Units, shares in Millions, $ in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share Reconciliation [Abstract] | |||
Net income | $ 106.6 | $ 113.3 | $ 75.7 |
Unvested restricted share participation | (0.8) | (1.1) | (0.2) |
Net income per common share – basic | $ 105.8 | $ 112.2 | $ 75.5 |
Net income - basic (shares) | 48 | 47.9 | 48.8 |
Net income - basic (EPS) | $ 2.20 | $ 2.34 | $ 1.55 |
Effect of dilutive securities: | |||
Nonparticipating unvested restricted shares | $ 0 | $ 0 | $ 0 |
Nonparticipating unvested restricted shares (shares) | 0.5 | 0.5 | 0.1 |
Net income per common share – diluted | $ 105.8 | $ 112.2 | $ 75.5 |
Net income - diluted (shares) | 48.5 | 48.4 | 48.9 |
Net income - diluted (EPS) | $ 2.18 | $ 2.32 | $ 1.54 |
Earnings Per Common Share - Nar
Earnings Per Common Share - Narrative (Details) - shares shares in Millions | 12 Months Ended | ||
Dec. 31, 2020 | Dec. 31, 2019 | Dec. 31, 2018 | |
Earnings Per Share [Abstract] | |||
Weighted average restricted shares | 1.7 | 1.6 | 0.3 |
Commitments and Contingencies -
Commitments and Contingencies - Narrative (Details) $ in Millions | Dec. 31, 2020USD ($) |
Loss Contingencies [Line Items] | |
Non-cancelable purchase obligations | $ 179.7 |
Accrued liabilities | |
Loss Contingencies [Line Items] | |
Total accrual | 1.2 |
Environmental matters | |
Loss Contingencies [Line Items] | |
Total accrual | 1.2 |
Minimum | |
Loss Contingencies [Line Items] | |
Range of reasonably possible losses | 0.3 |
Maximum | |
Loss Contingencies [Line Items] | |
Range of reasonably possible losses | 0.4 |
Engineered Structures and Transportation Products | Inventories | |
Loss Contingencies [Line Items] | |
Non-cancelable purchase obligations | $ 132.6 |