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HomeMy WebLinkAbout2013-11-12 Euless ArticlesPRESS RELEASE Oct. 24, 2013, 7:08 p.m. EDT U.S. Concrete Announces Third Quarter 2013 Earnings Release and Conference Call Schedule EULESS, Texas, Oct 24, 2013 (GLOBE NEWSWIRE via COMTEX) -- U.S. Concrete, Inc. plans to release third quarter 2013 results on Thursday, November 7, 2013 at 6:00 a.m. Eastern time. In conjunction with the release, U.S. Concrete has scheduled an investor conference call, which will be broadcast live over the Internet on Thursday, November 7, 2013 at 10:00 a.m. Eastern time (9:00 a.m. Central). What: U.S. Concrete Third Quarter 2013 Earnings Release Conference Call When: Thursday, November 7, 2013 at 10:00 a.m. Eastern time How: Live via phone - By dialing Toll-free: (877) 312-8806 – Conference ID: 86794935 and asking for the U.S. Concrete call 10 minutes prior to the start time. - OR - Live over the Internet – by logging on to U.S. Concrete's website at www.us-concrete.com. A replay of the conference call and archive of the webcast will be available after the call under the investor relations section of the Company's website at www.us- concrete.com. For more information, please contact U.S. Concrete at 817-835-4159 or email cdossey@us-concrete.com. U.S. Concrete services the construction industry in several major markets in the United States through its two business segments: ready-mixed concrete and aggregate products. As of the date of this press release, the Company has 105 fixed and 10 portable ready-mixed concrete plants and eight producing aggregates facilities. During 2012, these plant facilities produced approximately 4.8 million cubic yards of ready-mixed concrete and 3.3 million tons of aggregates. For more information on U.S. Concrete, visit www.us-concrete.com. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This press release contains various forward-looking statements and information that are based on management's beliefs, as well as assumptions made by and information currently available to management. These forward-looking statements speak only as of the date of this press release. U.S. Concrete disclaims any obligation to update these statements and cautions you not to rely unduly on them. Although U.S. Concrete believes that the expectations reflected in such forward- looking statements are reasonable, it can give no assurance that those expectations will prove to have been correct. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including the possibility that the anticipated benefits from such activities, events, developments or transactions cannot be fully realized or the possibility that costs or difficulties related thereto will be greater than expected. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. Additional risks affecting U.S. Concrete are discussed in greater detail in U.S. Concrete's filings with the Securities and Exchange Commission; including U.S. Concrete's Annual Report on Form 10-K for the year ended December 31, 2012 and its subsequent filings on Form 10-Q. CONTACT: Matt Brown, SVP & CFO U.S. Concrete, Inc. 817-835-4105 http://media.globenewswire.com/cache/23959/small/17985.jpg http://www.globenewswire.com/newsroom/ti?nf=MTMjMTAwNTQ0MTEjMjM5 NTk= (C) Copyright 2013 GlobeNewswire, Inc. All rights reserved. U.S. Concrete Amends Credit Facility By GlobeNewswire, October 29, 2013, 05:00:00 PM EDT EULESS, Texas, Oct. 29, 2013 (GLOBE NEWSWIRE) -- On October 29, 2013, U.S. Concrete, Inc. (Nasdaq :USCR) (the "Company" or "U.S. Concrete") amended and restated its asset-based credit agreement. The amendment, among other provisions, effects the following changes upon a qualified refinancing of the Company's 9.50% Senior Secured Notes due 2015 (if any): (1) increases the total commitments under the credit facility from $102.5 million to $125 million; and (2) extends the expiration date of the credit facility from July 1, 2015 to the earlier of (i) October 29, 2018 or (ii) 60 days prior to the maturity of the indebtedness incurred in refinancing the Senior Secured Notes. The amendment also increases the uncommitted accordion feature to $50 million, increasing the total commitments that may be allowable under the credit facility to $175 million. Availability under the facility is subject to certain conditions including the calculation of a borrowing base. U.S. Concrete President and Chief Executive Officer, William J. Sandbrook, said, "The amendment provides us with needed flexibility, including a contingent increase in borrowing capacity and extension of tenor, and is another step that better aligns the Company's capital structure with our strategic plan for growth." For more information, please contact U.S. Concrete at 817-835-4159 or email cdossey@us-concrete.com. About U.S. Concrete, Inc. U.S. Concrete services the construction industry in several major markets in the United States through its two business segments: ready-mixed concrete and aggregate products. As of the date of this press release, the Company has 105 fixed and 10 portable ready-mixed concrete plants and seven producing aggregates facilities. During 2012, these plant facilities produced approximately 4.8 million cubic yards of ready-mixed concrete and 3.3 million tons of aggregates. For more information on U.S. Concrete, visit www.us-concrete.com. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This press release contains various forward-looking statements and information that are based on management's beliefs, as well as assumptions made by and information currently available to management. These forward-looking statements speak only as of the date of this press release. U.S. Concrete disclaims any obligation to update these statements and cautions you not to rely unduly on them. Although U.S. Concrete believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that those expectations will prove to have been correct. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including the possibility that the anticipated benefits from such activities, events, developments or transactions cannot be fully realized or the possibility that costs or difficulties related thereto will be greater than expected. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. Additional risks affecting U.S. Concrete are discussed in greater detail in U.S. Concrete's filings with the Securities and Exchange Commission; including U.S. Concrete's Annual Report on Form 10-K for the year ended December 31, 2012 and its subsequent filings on Form 10-Q. CONTACT: Matt Brown, SVP & CFO U.S. Concrete, Inc. 817-835-4105 PRESS RELEASE Oct. 31, 2013, 4:20 p.m. EDT Central Concrete Joins the Building Health Initiative by the Northern California Chapter of the USGBC as a Founding Partner Coalition Pledges to Promote Healthy Buildings and Communities EULESS, Texas, Oct 31, 2013 (GLOBE NEWSWIRE via COMTEX) -- Central Concrete Supply Co., Inc., a business unit of U.S. Concrete, Inc., and the leader in delivering low-CO2 concrete to the San Francisco Bay Area, announced yesterday that it has joined, as a founding member, a unique coalition of commercial building owners and tenants; architects, engineers and builders; building product manufacturers; legal professionals; labor and healthcare professionals and institutions to promote human health through green building. The U.S. Green Building Council-Northern California Chapter (USGBC-NCC) officially launched the Building Health Initiative at its annual Super Heroes Awards Gala on Tuesday, October 29. Featuring a diverse array of actions, the initiative will facilitate sharing of best practices and collaboration among its members. As a founding member of the Carbon Leadership Forum, and now the Building Health Initiative, Central Concrete continues to drive standards, transparency, and actions that promote a more sustainable and healthy built environment. Central Concrete was the first ready-mix concrete supplier in the United States to offer Concrete EPDs (Environmental Product Declarations) and the first to receive external verification of the EPDs in accordance with the International Organization for Standardization's ISO 14025 and ISO 21930. In addition to Central Concrete, founding members include Adobe, CalPERS, Genentech, Google, Kaiser Permanente, salesforce.com, University of California, San Francisco (UCSF) and 20 other corporations and institutions, committed to elevate green building as a public health benefit and accelerate the development of transparency standards in building materials. "This is the first time major corporations and institutions from multiple sectors have come together to publicly commit to improving human health through green building," said Dan Geiger, executive director of USGBC-NCC. "Each partner has pledged to implement new organizational actions that have direct effects and generate awareness of how the built environment affects our well-being. This is a tremendous stimulus for the movement for healthy communities for all." Initiative advisory board member Elizabeth Baca, M.D., M.P.A., a physician engaged in policy to improve the built environment, said, "there is a growing recognition in medicine that the built environment has significant health impacts. Physicians want to understand the underlying causes of their patients' conditions. That's why we ask, 'Where do you work, live and play?' It is imperative that the medical profession and building industries learn from one another about the health impacts of the built environment." As part of phase one of the initiative, Adobe, Genentech, Google and salesforce.com have pledged to develop procurement practices and processes that consider materials transparency and emerging standards such as Health Product Declarations (HPDs). In addition, Adobe will study its LEED certified workplaces to determine if they measurably contribute to more collaborative, creative, innovative and healthy employees. Other partner pledges include creating resources for affordable housing, community outreach, researching the relationship between climate change and health, educating clients and peers about health impacts of the built environment and developing Environmental Product Declarations (EPDs). Phase two of the initiative will be a series of educational programs and events held over the next two years, including best practice sharing and inter-disciplinary programs developed with the founding partners. Founding partners include: Visionary California Public Employees' Retirement System (CalPERS) Genentech Gold Adobe Google, Inc. Hanson Bridgett LLP Kaiser Permanente Webcor Builders Wendel Rosen Black and Dean, LLP XL Construction Silver Armstrong World Industries, Inc. ARUP Central Concrete Supply Co., Inc., a business unit of U.S. Concrete, Inc. HDR, Inc. HOK Integral Group Interface, Inc. National Electrical Contractors Association & the International Brotherhood of Electrical Workers PE International Perkins+Will salesforce.com Swinerton Builders VIEW, Inc. Non-profit & Government City of San Francisco First Community Housing Health Begins Healthy Building Network University of California, San Francisco School of Medicine About U.S. Green Building Council-Northern California Chapter U.S. Green Building Council-Northern California Chapter is the regional affiliate of USGBC. Home to approximately six percent of worldwide LEED(R) certified square footage; the Chapter encompasses most of Northern California and is the leading green building organization in the region. USGBC-NCC educates, inspires and provides resources for industry transformation to build and maintain sustainable communities. About Central Concrete Central Concrete Supply Co., Inc., a business unit of U.S. Concrete, Inc., has been serving the San Francisco Bay Area for more than 60 years. The company is recognized for engineering higher-performing concrete than traditional concrete while significantly lowering carbon footprints with its low-C02 mixes. Unlike traditional concrete, Central Concrete's standard mixes deliver 50% or greater cement replacement materials, thereby significantly reducing the carbon footprint of the project under construction. Central Concrete is recognized for supplying its low-CO2 mixes to numerous San Francisco Bay Area signature projects, including the Cathedral of Christ the Light Church, Oakland; California Academy of Sciences, San Francisco (world's greenest museum); NASA Ames Sustainability Base, Mountain View (greenest federal building in the U.S.); David and Lucile Packard Foundation, Los Altos (largest net-zero private office building in Calif.); the San Francisco Public Utilities Commission headquarters (San Francisco's greenest office building); the new Santa Clara San Francisco 49ers stadium; and the San Francisco-Oakland Bay Bridge. With 12 locations in the San Francisco Bay Area, Central Concrete offers multiple points of service to meet the diverse operational needs of its customers. For more information, visit www.centralconcrete.com. About U.S. Concrete U.S. Concrete services the construction industry in several major markets in the United States through its two business segments: ready-mixed concrete and aggregate products. The Company has 105 fixed and 10 portable ready-mixed concrete plants and seven producing aggregates facilities. During 2012, U.S. Concrete produced approximately 4.8 million cubic yards of ready- mixed concrete and approximately 3.3 million tons of aggregates. For more information on U.S. Concrete, visit www.us-concrete.com. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This press release contains various forward-looking statements and information that are based on management's belief, as well as assumptions made by and information currently available to management. These forward-looking statements speak only as of the date of this press release. The Company disclaims any obligation to update these statements and cautions you not to rely unduly on them. Forward-looking information includes, but is not limited to, statements regarding: the stability of the business; ready-mix backlog; ability to maintain our cost structure and the improvements achieved during our restructuring; ability to maximize liquidity, monitor fixed costs, manage variable costs, control capital spending and monitor working capital usage; and the adequacy of current liquidity. Although U.S. Concrete believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that those expectations will prove to have been correct. Such statements are subject to certain risks, uncertainties and assumptions, including, among other matters: general and regional economic conditions; the level of activity in the construction industry; the ability of U.S. Concrete to complete acquisitions and to effectively integrate the operations of acquired companies; development of adequate management infrastructure; departure of key personnel; access to labor; union disruption; competitive factors; government regulations; exposure to environmental and other liabilities; the cyclical and seasonal nature of U.S. Concrete's business; adverse weather conditions; the availability and pricing of raw materials; the availability of refinancing alternatives; and general risks related to the industry and markets in which U.S. Concrete operates. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results or outcomes may vary materially from those expected. These risks, as well as others, are discussed in greater detail in U.S. Concrete's filings with the Securities and Exchange Commission, including U.S. Concrete's Annual Report on Form 10-K for the year ended December 31, 2012 and subsequent Quarterly Reports on Form 10-Q. CONTACT: Company contact: Andrew Pinkerton Marketing Communications Manager, U.S. Concrete apinkerton@us-concrete.com 817-835-2621 Anne Banta Marketing and Communications, Central Concrete anne@banta.org office: 831-293-8008 mobile: 650-400-9673 North Texas ‘aerotropolis’ adds $31.6 billion to economy File/Staff Photo “Dallas/Fort Worth International Airport is one of the jewels of our region and the world,” says Dallas Mayor Mike Rawlings. By JIM LANDERS Staff Writer jlanders@dallasnews.com Published: 30 October 2013 08:52 PM Updated: 30 October 2013 08:52 PM Dallas/Fort Worth International Airport generated $31.6 billion in economic activity this year for North Texas, a region that can be understood as an “aerotropolis” of passengers and freight connected to the world, airport officials said Wednesday. Airport vice president John Terrell said the growth estimate was from an economic impact analysis nearing completion by the University of North Texas Center of Economic Development and Research. Previous estimates have put the airport’s contribution between $15 billion and $16.8 billion. The latest estimate includes $16 billion from the airport’s air cargo activities that was not reflected in earlier studies, said Terry Clower, director of the UNT center. Terrell disclosed the study’s bottom line at an airport conference called Aerotropolis Americas. About 300 delegates from airports and development agencies in different parts of the world are attending the two-day event. Dallas Mayor Mike Rawlings and Fort Worth Mayor Betsy Price gave an unusual “duet” welcome speech emphasizing their joint commitment to promoting the airport. The two mayors took turns speaking while standing together at the airport’s Hyatt Regency Hotel. “Dallas/Fort Worth International Airport is one of the jewels of our region and the world,” Rawlings said. Price said the aerotropolis concept “is here, and Dallas-Fort Worth is getting closer and closer to this.” The ‘physical Internet’ The word aerotropolis was coined by John Kasarda, director of the Center for Air Commerce at the University of North Carolina, who describes airports as routers in “the physical Internet.” “The fastest, best-connected places will win” in the new global economy, he said. “We are seeing airport-centered urban forms emerging across the world.” The concept involves development on airport sites and for dozens of miles beyond the airport fence, with cities, industries, distribution sites, suburbs and cultural complexes orbiting a core international airport. It’s also an important way to market airport development plans. Terrell described using it to get neighboring jurisdictions to see joint benefits from the airport, while officials from Denver International Airport expressed regret over their inability to overcome local suspicions and differences. People and cargo Kasarda said he has followed 12 such airports, including D/FW, for 17 years. While air travel was set back sharply by the Sept. 11, 2001, terrorist attacks, he said, the number of passengers flying worldwide is expected to nearly triple by 2030 to 13 billion. Cargo traffic is also expected to triple by value, he said. “Fresh fish. Flowers. Biomedicine. They all move by air,” he said. “Almost all high-tech supply chains are moving by air on the physical Internet.” By weight, D/FW Airport ranks 35th in the world as a cargo mover. Clower said the value of that freight expands throughout the area as companies both receive and export goods that require faster deliveries. “Those companies wouldn’t be here without the airport,” he said. Terrell said D/FW can use its land and infrastructure resources to attract many more companies to locate on the facility. He said four luxury car dealerships, for example, would soon announce development of an area on the south end of the airport’s property. He said airport studies show development could increase sales and property tax receipts for area jurisdictions from $68 million a year currently to more than $500 million in the future. Follow Jim Landers on Twitter at @landersjim. PRESS RELEASE U.S. Concrete's New York-New Jersey Operations Awarded the Land-Based Concrete Supply for the New Tappan Zee Bridge EULESS, Texas, Nov. 5, 2013 (GLOBE NEWSWIRE) -- Eastern Concrete Materials, Inc., a business unit of U.S. Concrete, Inc. (Nasdaq:USCR), has been awarded and begun delivering the land-supplied ready-mix concrete for the three-mile long New Tappan Zee Bridge. The new bridge crosses the Hudson River at one of its widest points and will replace the deteriorating, congested, and expensive-to-maintain Governor Malcolm Wilson Tappan Zee Bridge. The existing bridge opened to traffic nearly 60 years ago and carries more than 138,000 metropolitan New York area commuters between New York's Rockland and Westchester counties every day. In January of this year, in an innovative departure from the traditional process used to design and build roads and bridges, The New York State Thruway Authority issued a notice to proceed with the design and construction of the new eight-lane bridge to Eastern's customer, design- builder Tappan Zee Constructors (TZC). The design-build process is a streamlined approach to construction that saves time and money over the traditional design-bid-build approach. The new bridge, constructed of low maintenance "100-year life concrete", will be the widest bridge of its length in the world and will have eight traffic lanes, a bike and pedestrian walkway, and provisions for a rail transit installation. The TZC team, comprised of Fluor Enterprises, Inc., American Bridge Company, Granite Construction Northeast, Inc., and Traylor Bros., Inc., and their engineering consultant HDR, was selected from among a field of two other design-build teams that competed for the work. TZC's $3.1 billion proposal for a sinuous, cable-stayed, dual-span, twin bridge was chosen not only for its low initial cost and long-term maintenance cost, but also because TZC's design and construction process posed the least disruption to the ecology of the Hudson River while satisfying other requirements for schedule, function, appearance and reduced maintenance. The bridge's landmark design has already received international acclaim for its unique and pleasingly-lit angled main-span towers. Construction and opening of the new bridge, together with demolition of the old bridge, will proceed in phases with final completion scheduled for 2017. About Eastern Eastern Concrete Materials, Inc., a business unit of U.S. Concrete, Inc. (Nasdaq:USCR), operates 17 ready-mix plants in New Jersey and New York and is the largest supplier of ready- mix concrete in the Northern New Jersey-New York City metropolitan area. The company also supplies sand, stone, and gravel from its three quarries in New Jersey to ready-mix, asphalt producer, government and contractor customers. Eastern's ready-mix product line, built on U.S. Concrete's EF Technology(R) platform of more sustainable concrete mix designs, includes a suite of proprietary and branded products to improve the appearance, productivity and performance of concrete work. The company's portfolio of projects includes the area's largest and tallest buildings, best-known monuments and biggest roadways and bridges. For more information about Eastern, visit http://www.us-concrete.com/usc_eastern_concrete.asp. About U.S. Concrete U.S. Concrete services the construction industry in several major markets in the United States through its two business segments: ready-mixed concrete and aggregate products. The Company has 105 fixed and 10 portable ready-mixed concrete plants and seven producing aggregates facilities. During 2012, U.S. Concrete produced approximately 4.8 million cubic yards of ready-mixed concrete and approximately 3.3 million tons of aggregates. For more information about U.S. Concrete, visit www.us-concrete.com. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This press release contains various forward-looking statements and information that are based on management's belief, as well as assumptions made by and information currently available to management. These forward-looking statements speak only as of the date of this press release. The Company disclaims any obligation to update these statements and cautions you not to rely unduly on them. Forward-looking information includes, but is not limited to, statements regarding: the stability of the business; ready-mix backlog; ability to maintain our cost structure and the improvements achieved during our restructuring; ability to maximize liquidity, monitor fixed costs, manage variable costs, control capital spending and monitor working capital usage; and the adequacy of current liquidity. Although U.S. Concrete believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that those expectations will prove to have been correct. Such statements are subject to certain risks, uncertainties and assumptions, including, among other matters: general and regional economic conditions; the level of activity in the construction industry; the ability of U.S. Concrete to complete acquisitions and to effectively integrate the operations of acquired companies; development of adequate management infrastructure; departure of key personnel; access to labor; union disruption; competitive factors; government regulations; exposure to environmental and other liabilities; the cyclical and seasonal nature of U.S. Concrete's business; adverse weather conditions; the availability and pricing of raw materials; the availability of refinancing alternatives; and general risks related to the industry and markets in which U.S. Concrete operates. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results or outcomes may vary materially from those expected. These risks, as well as others, are discussed in greater detail in U.S. Concrete's filings with the Securities and Exchange Commission, including U.S. Concrete's Annual Report on Form 10-K for the year ended December 31, 2012 and subsequent Quarterly Reports on Form 10-Q. CONTACT: Company Contacts: Andrew Pinkerton Marketing Communications, U.S. Concrete apinkerton@us-concrete.com 817-835-2621 The Wall Street Journal news department was not involved in the creation of this content. PRESS RELEASE U.S. Concrete Announces 2013 Third Quarter Results -- Adjusted EBITDA increased 108.7% to $18.6 million -- Consolidated revenue increased 18.0% to $173.6 million -- Ready-mixed concrete volume rose 9.6% to approximately 1.4 million cubic yards -- Ready-mixed concrete average sales price improved 5.9% -- Net loss of $7.3 million EULESS, Texas, Nov. 7, 2013 (GLOBE NEWSWIRE) -- U.S. Concrete, Inc. (Nasdaq:USCR) today reported adjusted earnings before interest, income taxes, depreciation and amortization ("EBITDA") of $18.6 million in the third quarter of 2013, compared to adjusted EBITDA of $8.9 million in the third quarter of 2012. Adjusted EBITDA margin, which is adjusted EBITDA as a percentage of revenue, was 10.7% for the third quarter of 2013, compared to 6.1% in the third quarter of 2012. The Company's adjusted net income was $1.3 million, or $0.09 per diluted share, for the third quarter of 2013, compared to adjusted net income of $3.5 million, or $0.28 per diluted share, in the third quarter of 2012. Third quarter 2013 adjusted net income excludes a non-cash loss related to the fair value change in the Company's derivatives of $5.5 million, $1.7 million of expense related to the extinguishment of debt, $1.2 million of non-cash stock compensation expense and $0.2 million of officer severance. Third quarter 2012 adjusted net income excludes a non-cash loss related to the fair value change in the Company's derivatives of $2.6 million, $2.6 million of expense related to the extinguishment of debt, $0.8 million of non-cash stock compensation expense, and $0.7 million of expense related to the relocation of the corporate headquarters. Including the loss related to derivatives, expense related to the extinguishment of debt, non-cash stock compensation expense, officer severance, and expense related to the relocation of the corporate headquarters, net loss for the third quarter of 2013 was $7.3 million, compared to a net loss of $3.2 million in the third quarter of 2012. The Company defines adjusted EBITDA as net income (loss) from continuing operations plus expense (benefit) for income taxes, net interest expense, depreciation, depletion and amortization, and excludes non-cash stock compensation expense, derivative loss, gain (loss) on extinguishment of debt, officer severance and expense related to the Company's relocation of the corporate headquarters. Adjusted EBITDA is a non-GAAP financial measure. For a reconciliation of adjusted EBITDA, free cash flow and net debt (which are other non-GAAP financial measures used in this earnings release) to the most directly comparable GAAP financial measures, please see the attached "Additional Statistics" schedule. The Company defines adjusted net income (loss) and adjusted net income (loss) per share as net income (loss) and net income (loss) per share excluding non-cash stock compensation expense, derivative loss, gain (loss) on extinguishment of debt, expense related to the Company's relocation of the corporate headquarters and officer severance. Adjusted net income (loss) and adjusted net income (loss) per share are non-GAAP financial measures. For a reconciliation of adjusted net income (loss) and adjusted net income (loss) per share to the most directly comparable GAAP financial measures, please see the attached "Additional Statistics" schedule. William J. Sandbrook, President and Chief Executive Officer of U.S. Concrete, stated "We remain pleased that, despite some weather disruptions, both ready-mixed volumes and pricing continue to exhibit robust growth. It is also encouraging that we have expanded our backlog both sequentially and year over year during the same period. This reinforces our assertion that we are participating in the right markets at the right time in this continually improving construction cycle." THIRD QUARTER 2013 RESULTS Consolidated revenue in the third quarter of 2013 increased 18.0% to $173.6 million, compared to $147.0 million in the third quarter of 2012. Revenue from the ready-mixed concrete segment increased $21.0 million, or 16.1%, to $151.5 million for the third quarter of 2013, compared to $130.5 million in the third quarter of 2012. The Company's ready-mixed sales volume for the third quarter of 2013 was approximately 1.45 million cubic yards, up 9.6% from the approximately 1.32 million cubic yards of ready- mixed concrete sold in the third quarter of 2012. The Company's consolidated average sales price per cubic yard of ready-mixed concrete increased 5.9% during the third quarter of 2013 as compared to the third quarter of 2012. Aggregate products segment revenue increased $1.7 million, or 17.2%, to $11.5 million in the third quarter of 2013 compared to $9.8 million in the third quarter of 2012. Consolidated adjusted EBITDA in the third quarter of 2013 was $18.6 million, compared to $8.9 million in the third quarter of 2012. Selling, general and administrative expenses ("SG&A") were approximately $14.6 million in the third quarter of 2013 compared to $15.1 million in the third quarter of 2012. SG&A expenses for the third quarter of 2013 included a $0.4 million increase in non-cash stock compensation expense and a $0.7 million decrease in expenses related to the relocation of the corporate headquarters from the third quarter of 2012. As a percentage of total revenue, SG&A expenses decreased to 8.4% in the third quarter of 2013 from 10.2% in the third quarter of 2012. During the third quarter of 2013, the Company recorded a $5.5 million non-cash loss related to derivatives. This non-cash loss was comprised of fair value changes in the Company's warrants. This is compared to a non-cash loss of $2.6 million during the third quarter of 2012 from fair value changes in the Company's warrants and convertible notes. These changes were due primarily to the increase in the price of the Company's common stock during the third quarters of 2013 and 2012. The Company had cash provided by operations of $17.4 million for the third quarter of 2013, compared to $2.3 million used in operations for the third quarter of 2012. The increase in the third quarter of 2013 was primarily the result of increased earnings and management of working capital. The Company's free cash flow for the third quarter of 2013 was $11.8 million, compared to $19.0 million for the third quarter of 2012. We define "free cash flow" as cash used in operations less capital expenditures for property, plant and equipment, net of proceeds from disposals. Free cash flow for the third quarter of 2012 includes $22.8 million in proceeds from the sale of our California precast operations. Capital expenditures increased $3.7 million to $5.2 million for the third quarter of 2013, as compared to $1.5 million for the third quarter of 2012. The Company's net debt at September 30, 2013 was approximately $76.4 million, up $17.6 million from December 31, 2012. We define net debt as total debt, including current maturities and capital lease obligations, minus cash and cash equivalents. The increase in net debt was due to the Company's completed exchange offer for its Convertible Secured Notes and a $4.7 million increase in the balance of our revolving credit facility. As previously reported, in March, the Company closed on the exchange of $48.5 million aggregate principal amount of its outstanding 9.5% Convertible Notes due 2015 for $61.1 million aggregate principal amount of new 9.5% Senior Secured Notes due 2015. In connection with the exchange, a $7.3 million discount associated with the tendered Convertible Notes was written off. Net debt at September 30, 2013 was comprised of total debt of $84.0 million, less cash and cash equivalents of $7.7 million. Ready-mix backlog at the end of the third quarter of 2013 was approximately 3.7 million cubic yards, up 11.2% compared to the end of the third quarter of 2012 and up 20.8% since the beginning of the year. CONFERENCE CALL U.S. Concrete has scheduled a conference call for Thursday, November 7, 2013 at 10:00 a.m. Eastern time, to review its third quarter 2013 results. To participate in the call, dial Toll-free: (877) 312-8806 -- Conference ID: 86794935 at least ten minutes before the conference call begins and ask for the U.S. Concrete conference call. A replay of the conference call will be available after the call under the investor relations section of the Company's website at www.us-concrete.com. Investors, analysts and the general public will also have the opportunity to listen to the conference call over the Internet by accessing www.us-concrete.com. To listen to the live call on the Web, please visit the Web site at least 15 minutes early to register, download and install any necessary audio software. For those who cannot listen to the live Web cast, an archive will be available shortly after the call under the investor relations section of the Company's webs ite at www.us-concrete.com. USE OF NON-GAAP FINANCIAL MEASURES This press release uses the non-GAAP financial measures "adjusted EBITDA, " "adjusted net income (loss)," "adjusted EBITDA margin," "free cash flow" and "net debt." The Company has included adjusted EBITDA and adjusted EBITDA margin in this press release because it is widely used by investors for valuation and comparing the Company's financial performance with the performance of other building material companies. The Company also uses adjusted EBITDA and adjusted EBITDA margin to monitor and compare the financial performance of its operations. Adjusted EBITDA does not give effect to the cash the Company must use to service its debt or pay its income taxes, and thus does not reflect the funds actually available for capital expenditures. In addition, the Company's presentation of adjusted EBITDA and adjusted EBITDA margin may not be comparable to similarly titled measures that other companies report. The Company considers free cash flow to be an important indicator of its ability to service debt and generate cash for acquisitions and other strategic investments. The Company believes that net debt is useful to investors as a measure of its financial position. The Company presents adjusted net income (loss) and adjusted net income (loss) per share to provide more consistent information for investors to use when comparing operating results for the third quarter of 2013 to the third quarter of 2012. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, the Company's reported operating results or cash flow from operations or any other measure of performance as determined in accordance with GAAP. See the attached "Additional Statistics" for reconciliation of each of these non-GAAP financial measures to the most comparable GAAP financial measures for the quarters ended September 30, 2013 and 2012. ABOUT U.S. CONCRETE U.S. Concrete services the construction industry in several major markets in the United States through its two business segments: ready-mixed concrete and aggregate products. The Company has 105 fixed and 10 portable ready-mixed concrete plants and seven producing aggregates facilities. During 2012, these plant facilities produced approximately 4.8 million cubic yards of ready-mixed concrete and approximately 3.3 million tons of aggregates. For more information on U.S. Concrete, visit www.us-concrete.com. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This press release contains various forward-looking statements and information that are based on management's belief, as well as assumptions made by and information currently available to management. These forward-looking statements speak only as of the date of this press release. The Company disclaims any obligation to update these statements and cautions you not to rely unduly on them. Forward-looking information includes, but is not limited to, statements regarding: the stability of the business; encouraging nature of third quarter volume and pricing increases; ready-mix backlog; ability to maintain our cost structure and the improvements achieved during our restructuring and monitor fixed costs; ability to maximize liquidity, manage variable costs, control capital spending and monitor working capital usage; and the adequacy of current liquidity. Although U.S. Concrete believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that those expectations will prove to have been correct. Such statements are subject to certain risks, uncertainties and assumptions, including, among other matters: general and regional economic conditions; the level of activity in the construction industry; the ability of U.S. Concrete to complete acquisitions and to effectively integrate the operations of acquired companies; development of adequate management infrastructure; departure of key personnel; access to labor; union disruption; competitive factors; government regulations; exposure to environmental and other liabilities; the cyclical and seasonal nature of U.S. Concrete's business; adverse weather conditions; the availability and pricing of raw materials; the availability of refinancing alternatives; and general risks related to the industry and markets in which U.S. Concrete operates. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results or outcomes may vary materially from those expected. These risks, as well as others, are discussed in greater detail in U.S. Concrete's filings with the Securities and Exchange Commission, including U.S. Concrete's Annual Report on Form 10-K for the year ended December 31, 2012 and subsequent Quarterly Reports on Form 10-Q. (Tables Follow) U.S. CONCRETE, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) (in thousands, except per share amounts) Three months ended Nine months ended September 30, September 30, ---------------------- ------------------------ 2013 2012 2013 2012 ---------- ---------- ----------- ----------- Revenue $ 173,567 $ 147,046 $ 463,828 $ 396,139 Cost of goods sold before depreciation, depletion and amortization 142,215 124,996 386,092 341,843 Selling, general and administrative expenses 14,601 15,063 45,523 42,286 Depreciation, depletion and amortization 4,753 3,677 14,177 11,070 (Gain) loss on sale of assets (39) 67 (65) (532) ---------- ---------- ----------- ----------- Income from operations 12,037 3,243 18,101 1,472 Interest expense, net (2,477) (2,842) (7,837) (8,616) Derivative loss (5,467) (2,576) (25,829) (6,544) (Loss) gain on extinguishment of debt (1,673) (2,630) 2,631 (2,630) Other income, net 395 463 1,392 1,983 ---------- ---------- ----------- ----------- Income (loss) from continuing operations before income taxes 2,815 (4,342) (11,542) (14,335) Income tax (expense) benefit (9,976) 472 (1,691) 178 ---------- ---------- ----------- ----------- Loss from continuing operations (7,161) (3,870) (13,233) (14,157) (Loss) income from discontinued operations, net of taxes (141) 659 (1,758) 408 ---------- ---------- ----------- ----------- Net loss $ (7,302) $ (3,211) $ (14,991) $ (13,749) ========== ========== =========== =========== Basic and diluted loss per share: Loss from continuing operations $ (0.54) $ (0.32) $ (1.04) $ (1.16) Loss (income) from discontinued operations, net of taxes (0.01) 0.06 (0.14) 0.03 ---------- ---------- ----------- ----------- Net loss per share - basic and diluted $ (0.55) $ (0.26) $ (1.18) $ (1.13) ========== ========== =========== =========== Weighted average shares outstanding: Basic and diluted 13,207 12,218 12,705 12,174 ========== ========== =========== =========== U.S. CONCRETE, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED BALANCE SHEETS (in thousands) September 30, 2013 December 31, 2012 ------------------ ----------------- (unaudited) ASSETS Current assets: Cash and cash equivalents $ 7,679 $ 4,751 Trade accounts receivable, net of allowances of $2,715 and $2,368 as of September 30, 2013 and December 31, 2012, respectively 109,532 84,034 Inventories 26,890 25,001 Deferred income taxes 2,674 2,835 Prepaid expenses 3,819 3,651 Other receivables 2,960 4,414 Other current assets 2,161 3,080 ------------------ ----------------- Total current assets 155,715 127,766 ------------------ ----------------- Property, plant and equipment, net of accumulated depreciation, depletion, and amortization of $50,759 and $38,273 as of September 30, 2013 and December 31, 2012, respectively 127,932 120,871 Goodwill 11,726 10,717 Purchased intangible assets, net 13,443 15,033 Other assets 3,471 5,337 ------------------ ----------------- Total assets $ 312,287 $ 279,724 ================== ================= LIABILITIES AND EQUITY Current liabilities: Current maturities of long-term debt $ 2,337 $ 1,861 Accounts payable 59,391 48,880 Accrued liabilities 48,784 36,430 Derivative liabilities 17,555 22,030 ------------------ ----------------- Total current liabilities 128,067 109,201 ------------------ ----------------- Long-term debt, net of current maturities 81,722 61,598 Other long-term obligations and deferred credits 10,936 13,114 Deferred income taxes 3,126 3,287 ------------------ ----------------- Total liabilities 223,851 187,200 ------------------ ----------------- Commitments and contingencies Equity: Preferred stock -- -- Common stock 14 13 Additional paid-in capital 151,968 136,451 Accumulated deficit (58,187) (43,196) Treasury stock, at cost (5,359) (744) ------------------ ----------------- Total stockholders' equity 88,436 92,524 ------------------ ----------------- Total liabilities and equity $ 312,287 $ 279,724 ================== ================= U.S. CONCRETE, INC. AND SUBSIDIARIES CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) (in thousands) Nine months ended September 30, ---------------------- 2013 2012 ---------- ---------- CASH FLOWS FROM OPERATING ACTIVITIES: Net loss $ (14,991) $ (13,749) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Depreciation, depletion and amortization 14,202 11,662 Debt issuance cost amortization 1,775 3,148 (Gain) loss on extinguishment of debt (2,631) 2,630 Amortization of facility exit costs (142) (39) Amortization of discount on long-term incentive plan and other accrued interest 381 -- Net loss on derivative 25,829 6,544 Net loss (gain) on sale of assets 237 (2,553) Deferred income taxes 1,331 (21) Deferred rent 513 -- Provision for doubtful accounts 843 683 Facility exit costs -- 358 Stock-based compensation 4,722 2,271 Changes in assets and liabilities: Accounts receivable (26,093) (22,920) Inventories (1,854) (733) Prepaid expenses and other current assets 2,546 (2,218) Other assets and liabilities (2,569) (15) Accounts payable and accrued liabilities 22,740 7,010 ---------- ---------- Net cash provided by (used in) operating activities 26,839 (7,942) ---------- ---------- CASH FLOWS FROM INVESTING ACTIVITIES: Purchases of property, plant and equipment (13,365) (4,525) Payments for acquisitions (5,261) (4,300) Proceeds from disposals of property, plant and equipment 218 1,852 (Payments for) proceeds from disposals of business units (2,333) 22,751 Change in restricted cash -- (1,456) ---------- ---------- Net cash (used in) provided by investing activities (20,741) 14,322 ---------- ---------- CASH FLOWS FROM FINANCING ACTIVITIES: Proceeds from borrowings 107,204 125,223 Repayments of borrowings (102,504) (131,397) Proceeds from exercise of stock options 205 -- Proceeds from other borrowings -- 1,900 Payments for third-party financing and seller-financed debt (1,420) (1,051) Debt issuance costs (2,040) (1,155) Purchase of treasury shares (4,615) (307) ---------- ---------- Net cash used in financing activities (3,170) (6,787) ---------- ---------- NET INCREASE (DECREASE) IN CASH AND CASH EQUIVALENTS 2,928 (407) CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD 4,751 4,229 ---------- ---------- CASH AND CASH EQUIVALENTS AT END OF PERIOD $ 7,679 $ 3,822 ========== ========== U.S. CONCRETE, INC. AND SUBSIDIARIES SELECTED REPORTABLE SEGMENT INFORMATION (in thousands) (Unaudited) Three months ended September Nine months ended September 30, 30, ---------------------------- ----------------------------- 2013 2012 2013 2012 ------------- ------------- ------------- -------------- Revenue: Ready-mixed concrete Sales to external customers $ 151,545 $ 130,527 $ 410,046 $ 352,437 Aggregate products Sales to external customers 6,903 5,701 15,601 13,309 Intersegment sales 4,604 4,114 12,562 9,953 ------------- ------------- ------------- -------------- Total reportable segment revenue 163,052 140,342 438,209 375,699 Other products and eliminations 10,515 6,704 25,619 20,440 ------------- ------------- ------------- -------------- Total revenue $ 173,567 $ 147,046 $ 463,828 $ 396,139 ============= ============= ============= ============== Reportable Segment Adjusted EBITDA: Ready-mixed concrete $ 19,418 $ 12,099 $ 46,624 $ 30,253 Aggregate products 3,122 2,215 4,667 3,508 ------------- ------------- ------------- -------------- Total reportable segment Adjusted EBITDA 22,540 14,314 51,291 33,761 Reconciliation to income (loss) from continuing operations: Other products and eliminations income (loss) from operations 1,072 569 2,573 (356) Corporate overhead, net of insurance allocations (7,301) (8,323) (23,099) (21,581) Depreciation, depletion and amortization for reportable segments (3,975) (2,905) (11,768) (8,744) Interest expense, net (2,477) (2,842) (7,837) (8,616) Corporate (loss) gain on early extinguishment of debt (1,673) (2,630) 2,631 (2,630) Corporate derivative loss (5,467) (2,576) (25,829) (6,544) Corporate and other products and eliminations other income, net 96 61 496 375 ------------- ------------- ------------- -------------- Income (loss) from continuing operations before income taxes $ 2,815 $ (4,332) $ (11,542) $ (14,335) ============= ============= ============= ============== U.S. CONCRETE, INC. ADDITIONAL STATISTICS (Unaudited) We report our financial results in accordance with generally accepted accounting principles in the United States ("GAAP"). However, our management believes that certain non-GAAP performance measures and ratios, which our management uses in managing our business, may provide users of this financial information additional meaningful comparisons between current results and results in prior operating periods. See the table below for (1) presentations of our adjusted EBITDA, adjusted EBITDA margin and Free Cash Flow for the quarters ended September 30, 2013 and 2012, and Net Debt as of September 30, 2013 and December 31, 2012 and (2) corresponding reconciliations to GAAP financial measures for the quarters ended September 30, 2013 and 2012 and as of September 30, 2013 and December 31, 2012. We have also provided below (1) the impact of non-cash stock compensation expense, derivative losses, gain (loss) on extinguishment of debt, officer severance and expenses related to the Company's relocation of the corporate headquarters on net income (loss) and net income (loss) per share and (2) corresponding reconciliations to GAAP financial measures for the quarters ended September 30, 2013 and 2012. We have also shown below certain Ready-Mixed Concrete Statistics for the quarters ended September 30, 2013 and 2012. We define adjusted EBITDA as our net income (loss) from continuing operations, plus the provision (benefit) for income taxes, net interest expense, depreciation, depletion and amortization, non-cash stock compensation expense, derivative loss, gain (loss) on extinguishment of debt, officer severance and expense related to the Company's relocation of the corporate headquarters. We define adjusted EBITDA margin as the amount determined by dividing adjusted EBITDA by total revenue. We have included adjusted EBITDA and adjusted EBITDA margin in the accompanying tables because they are widely used by investors for valuation and comparing our financial performance with the performance of other building material companies. We also use adjusted EBITDA and adjusted EBITDA margin to monitor and compare the financial performance of our operations. Adjusted EBITDA does not give effect to the cash we must use to service our debt or pay our income taxes and thus does not reflect the funds actually available for capital expenditures. In addition, our presentation of adjusted EBITDA may not be comparable to similarly titled measures other companies report. We define adjusted net income (loss) and adjusted net income (loss) per share as net income (loss) and net income (loss) per share excluding non-cash stock compensation expense, derivative loss, gain (loss) on extinguishment of debt, officer severance and expense related to the Company's relocation of the corporate headquarters. We present adjusted net income (loss) and adjusted net income (loss) per share to provide more consistent information for investors to use when comparing operating results for the quarters ended September 30, 2013 and 2012. We define Free Cash Flow as cash provided by (used in) operations less capital expenditures for property, plant and equipment, net of disposals. We consider Free Cash Flow to be an important indicator of our ability to service our debt and generate cash for acquisitions and other strategic investments. We define Net Debt as total debt, including current maturities and capital lease obligations, minus cash and cash equivalents. We believe that Net Debt is useful to investors as a measure of our financial position. Non-GAAP financial measures should be viewed in addition to, and not as an alternative for, our reported operating results or cash flow from operations or any other measure of performance prepared in accordance with GAAP. Three months ended September 30, ------------------------------------------- 2013 2012 ---------------------- ------------------- (In thousands, except average price amounts and net income (loss) per share) Ready-Mixed Concrete Statistics: Average price per cubic yard (in dollars) $ 104.47 $ 98.67 Volume in cubic yards 1,447 1,320 Adjusted Net Income and EPS: Net Loss ($7,302) ($3,211) Add: Derivative loss 5,467 2,576 Add: Loss on extinguishment of debt 1,673 2,630 Add: Non-cash stock compensation expense 1,178 805 Add: Officer severance 245 -- Add: Expenses related to corporate headquarters' relocation -- 729 ---------------------- ------------------- Adjusted net income $ 1,261 $ 3,529 ====================== =================== Net loss per diluted share (1) ($0.55) ($0.26) Impact of derivative loss 0.40 0.20 Loss on extinguishment of debt 0.12 0.21 Impact of non-cash stock compensation expense 0.09 0.06 Impact of officer severance 0.02 -- Impact of expenses related to corporate headquarters' relocation -- 0.06 ---------------------- ------------------- Adjusted net income per diluted share $ 0.09 $ 0.28 ====================== =================== Adjusted EBITDA reconciliation: Net loss from continuing operations ($7,161) ($3,870) Income tax expense (benefit) 9,976 (472) Interest expense, net 2,477 2,842 Derivative loss 5,467 2,576 Depreciation, depletion and amortization 4,753 3,677 Loss on extinguishment of debt 1,673 2,630 Non-cash stock compensation expense 1,178 805 Officer severance 245 -- Expenses related to corporate headquarters' relocation -- 729 ---------------------- ------------------- Adjusted EBITDA $ 18,608 $ 8,917 ====================== =================== Adjusted EBITDA margin 10.7% 6.1% Free Cash Flow reconciliation: Net cash provided by (used in) operations $17,428 ($2,291) Less: capital expenditures (5,249) (1,540) Plus: proceeds from the sale of property, plant and equipment 45 87 Less: payments made in the disposal of business units (467) 22,751 ---------------------- ------------------- Free Cash Flow $ 11,757 $ 19,007 ====================== =================== As of As of September 30, December 31, 2013 2012 ---------------------- ------------------- Net Debt reconciliation: Total debt, including current maturities and capital lease obligations $ 84,059 $ 63,459 Less: cash and cash equivalents 7,679 4,751 ---------------------- ------------------- Net Debt $ 76,380 $ 58,708 ====================== =================== (1) Net loss per diluted share for the three months ended September 30, 2013 and 2012 exclude common stock equivalents of 359 thousand shares and 390 thousand shares, respectively, from our options and restricted stock that are included in adjusted net income per diluted share as their impact is anti-dilutive based on the net loss for the periods. Nine months ended September 30, ------------------------------------------- 2013 2012 -------------------- --------------------- (In thousands, except average price amounts and net income (loss) per share) Ready-Mixed Concrete Statistics: Average price per cubic yard (in dollars) $ 102.98 $ 97.18 Volume in cubic yards 3,970 3,615 Adjusted Net Income and EPS: Net Loss ($14,991) ($13,749) Add: Derivative loss 25,829 6,544 Add: (Gain) loss on extinguishment of debt (2,631) 2,630 Add: Non-cash stock compensation expense 4,722 2,271 Add: Officer severance 245 -- Add: Expenses related to corporate headquarters' relocation 512 2,326 -------------------- --------------------- Adjusted net income $ 13,686 $ 22 ==================== ===================== Net loss per diluted share (1) ($1.18) ($1.13) Impact of derivative loss 1.96 0.54 (Gain) loss on extinguishment of debt (0.20) 0.22 Impact of non-cash stock compensation expense 0.36 0.19 Impact of officer severance 0.02 -- Impact of expenses related to corporate headquarters' relocation 0.04 0.19 -------------------- --------------------- Adjusted net income per diluted share $ 1.04 $ 0.00 ==================== ===================== Adjusted EBITDA reconciliation: Net loss from continuing operations ($13,233) ($14,157) Income tax expense (benefit) 1,691 (178) Interest expense, net 7,837 8,616 Derivative loss 25,829 6,544 Depreciation, depletion and amortization 14,177 11,070 (Gain) loss on extinguishment of debt (2,631) 2,630 Non-cash stock compensation expense 4,722 2,271 Officer severance 245 -- Expenses related to corporate headquarters' relocation 512 2,326 -------------------- --------------------- Adjusted EBITDA $ 39,149 $ 19,122 ==================== ===================== Adjusted EBITDA margin 8.4% 4.8% Free Cash Flow reconciliation: Net cash provided by (used in) operations $ 26,839 $ (7,942) Less: capital expenditures (13,365) (4,525) Plus: proceeds from the sale of property, plant and equipment 218 1,852 Less: payments made in the disposal of business units (2,333) 22,751 -------------------- --------------------- Free Cash Flow $ 11,359 $ 12,136 ==================== ===================== (1) Net loss per diluted share for the nine months ended September 30, 2013 excludes common stock equivalents of 467 thousand shares from our options and restricted stock that are included in adjusted net income per diluted share as their impact is anti-dilutive based on the net loss for the period. CONTACT: Matt Brown Senior Vice President and CFO U.S. Concrete, Inc. 817-835-4105 The Wall Street Journal news department was not involved in the creation of this content. PRESS RELEASE U.S. Concrete Launches Proposed $200 Million Senior Secured Notes Offering EULESS, Texas, Nov. 7, 2013 (GLOBE NEWSWIRE) -- U.S. Concrete, Inc. (Nasdaq:USCR) (the "Company" or "U.S. Concrete") announced today that it proposes to offer, subject to market conditions and other factors, $200 million aggregate principal amount of senior secured notes due 2020 (the "Notes") to qualified institutional buyers pursuant to Rule 144A under the Securities Act of 1933, as amended (the "Securities Act"), and to certain non-U.S. persons pursuant to Regulation S under the Securities Act. The Notes will be senior secured obligations of the Company and will be guaranteed on a senior secured basis by the existing and future subsidiaries of the Company that guarantee obligations under its senior secured asset-based revolving credit facility (the "Revolving Facility") or that guarantee certain other indebtedness of the Company or certain of its subsidiaries. The Notes and the guarantees will be secured by a first-priority lien on certain of the Company's and the subsidiary guarantors' assets and by a second-priority lien on the Company's and the subsidiary guarantors' assets that secure the Revolving Facility on a first-priority basis. The interest rate, offering price and other terms will be determined at the time of pricing of the offering. U.S. Concrete intends to use the net proceeds from this offering to repay all of the outstanding borrowings under the Revolving Facility, to redeem or otherwise retire all of its outstanding 9.50% Senior Secured Notes due 2015, and for general corporate purposes. The Company has sent a conditional notice of optional redemption to the Trustee for its outstanding 9.50% Senior Secured Notes due 2015. The redemption is subject to certain conditions, including the consummation of this offering or another financing that provides net proceeds sufficient to redeem the 9.50% Senior Secured Notes due 2015 in full. If the conditions are not satisfied, then the notice of optional redemption will be rescinded. The Notes will not be registered under the Securities Act or any state securities laws and may not be offered or sold in the United States absent registration under the Securities Act or an applicable exemption from the registration requirements of the Securities Act. This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. About U.S. Concrete, Inc. U.S. Concrete services the construction industry in several major markets in the United States through its two business segments: ready-mixed concrete and aggregate products. As of the date of this press release, the Company has 105 fixed and 10 portable ready-mixed concrete plants and seven producing aggregates facilities. During 2012, these plant facilities produced approximately 4.8 million cubic yards of ready-mixed concrete and 3.3 million tons of aggregates. For more information on U.S. Concrete, visit www.us-concrete.com. CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS This press release contains various forward-looking statements and information that are based on management's beliefs, as well as assumptions made by and information currently available to management. These are "forward-looking statements" within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. These forward-looking statements speak only as of the date of this press release. U.S. Concrete disclaims any obligation to update these statements and cautions you not to rely unduly on them. Although U.S. Concrete believes that the expectations reflected in such forward-looking statements are reasonable, it can give no assurance that those expectations will prove to have been correct. These forward-looking statements are subject to risks and uncertainties that may cause actual results to differ materially, including the possibility that the anticipated benefits from such activities, events, developments or transactions cannot be fully realized or the possibility that costs or difficulties related thereto will be greater than expected. Should one or more of these risks materialize, or should underlying assumptions prove incorrect, actual results may vary materially from those expected. Additional risks affecting U.S. Concrete are discussed in greater detail in U.S. Concrete's filings with the Securities and Exchange Commission; including U.S. Concrete's Annual Report on Form 10-K for the year ended December 31, 2012 and its Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2013. CONTACT: Matt Brown, SVP & CFO U.S. Concrete, Inc. 817-835-4105 The Wall Street Journal news department was not involved in the creation of this content.