Exhibit 99.1
 
SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Consolidated Balance Sheets
(In thousands)
 
 June 27,December 28,
 20202019
 (unaudited)(audited)
Assets  
Current assets:  
Cash and cash equivalents$253,407  $311,319  
Accounts receivable, net280,863  253,256  
Costs and estimated earnings in excess of billings43,604  13,088  
Inventories231,942  204,787  
Other current assets12,168  13,831  
Total current assets821,984  796,281  
Property, plant and equipment, less accumulated depreciation, depletion and amortization (June 27, 2020 - $1,043,800 and December 28, 2019 - $955,815)
1,752,221  1,747,449  
Goodwill1,197,999  1,200,699  
Intangible assets, less accumulated amortization (June 27, 2020 - $11,943 and December 28, 2019 - $10,366)
38,644  23,498  
Operating lease right-of-use assets30,347  32,777  
Other assets49,511  55,519  
Total assets$3,890,706  $3,856,223  
Liabilities and Members' Interest  
Current liabilities:  
Current portion of debt$7,942  $7,942  
Current portion of acquisition-related liabilities29,169  30,200  
Accounts payable138,941  116,970  
Accrued expenses138,232  120,237  
Current operating lease liabilities8,382  8,427  
Billings in excess of costs and estimated earnings12,556  13,864  
Total current liabilities335,222  297,640  
Long-term debt1,849,520  1,851,057  
Acquisition-related liabilities13,157  17,666  
Noncurrent operating lease liabilities22,978  25,381  
Other noncurrent liabilities149,001  151,329  
Total liabilities2,369,878  2,343,073  
Commitments and contingencies (see note 15)
Members' equity1,439,417  1,432,718  
Accumulated earnings107,795  101,403  
Accumulated other comprehensive loss(26,384) (20,971) 
Total members' interest1,520,828  1,513,150  
Total liabilities and members' interest$3,890,706  $3,856,223  
 
See notes to unaudited consolidated financial statements.





SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Operations
(In thousands)
 
 Three months endedSix months ended
 June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Revenue:    
Product$488,260  $467,637  $793,567  $739,278  
Service86,980  84,954  124,079  119,263  
Net revenue575,240  552,591  917,646  858,541  
Delivery and subcontract revenue55,769  48,300  80,553  74,989  
Total revenue631,009  600,891  998,199  933,530  
Cost of revenue (excluding items shown separately below):
Product293,555  294,857  526,059  508,583  
Service60,834  62,336  89,701  88,925  
Net cost of revenue354,389  357,193  615,760  597,508  
Delivery and subcontract cost55,769  48,300  80,553  74,989  
Total cost of revenue410,158  405,493  696,313  672,497  
General and administrative expenses66,544  60,961  136,768  128,571  
Depreciation, depletion, amortization and accretion53,928  53,625  105,706  109,013  
Transaction costs319  390  1,072  698  
Operating income100,060  80,422  58,340  22,751  
Interest expense25,546  29,283  53,246  59,220  
Loss on debt financings      14,565  
Other income, net(1,616) (3,676) (1,527) (6,479) 
Income (loss) from operations before taxes76,130  54,815  6,621  (44,555) 
Income tax expense (benefit)6,113  1,314  229  (6,492) 
Net income (loss) attributable to Summit LLC$70,017  $53,501  $6,392  $(38,063) 
 
See notes to unaudited consolidated financial statements.





SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Comprehensive Income
(In thousands)
 
 Three months endedSix months ended
 June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Net income (loss)$70,017  $53,501  $6,392  $(38,063) 
Other comprehensive income (loss):    
Foreign currency translation adjustment2,946  2,233  (5,413) 4,591  
Income (loss) on cash flow hedges  (137)   (303) 
Other comprehensive income (loss)2,946  2,096  (5,413) 4,288  
Comprehensive income (loss) attributable to Summit LLC$72,963  $55,597  $979  $(33,775) 
 
See notes to unaudited consolidated financial statements.





SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Cash Flows
(In thousands)
 
 Six months ended
 June 27, 2020June 29, 2019
Cash flow from operating activities:  
Net income (loss)$6,392  $(38,063) 
Adjustments to reconcile net income to net cash used in operating activities:
Depreciation, depletion, amortization and accretion111,098  110,696  
Share-based compensation expense9,797  10,605  
Net gain on asset disposals(4,131) (3,937) 
Non-cash loss on debt financings  2,850  
Change in deferred tax asset, net(1,233) (7,653) 
Other1,244  (120) 
Decrease (increase) in operating assets, net of acquisitions and dispositions:
Accounts receivable, net(28,969) (79,320) 
Inventories(27,391) 5,208  
Costs and estimated earnings in excess of billings(30,557) (26,715) 
Other current assets654  3,585  
Other assets6,420  4,374  
(Decrease) increase in operating liabilities, net of acquisitions and dispositions:
Accounts payable15,410  29,203  
Accrued expenses4,681  10,090  
Billings in excess of costs and estimated earnings(1,253) (1,138) 
Other liabilities(461) (3,717) 
Net cash provided by operating activities61,701  15,948  
Cash flow from investing activities:
Acquisitions, net of cash acquired  (2,842) 
Purchases of property, plant and equipment(105,724) (105,569) 
Proceeds from the sale of property, plant and equipment6,607  8,005  
Other1,629  (439) 
Net cash used for investing activities(97,488) (100,845) 
Cash flow from financing activities:
Capital contributions by member310  784  
Proceeds from debt issuances  300,000  
Debt issuance costs  (6,246) 
Payments on debt(11,388) (261,025) 
Payments on acquisition-related liabilities(7,203) (6,658) 
Distributions(2,500) (2,500) 
Other(907) (502) 
Net cash (used in) provided by financing activities(21,688) 23,853  
Impact of foreign currency on cash(437) 194  
Net decrease in cash(57,912) (60,850) 
Cash and cash equivalents – beginning of period311,319  128,508  
Cash and cash equivalents – end of period$253,407  $67,658  
 
See notes to unaudited consolidated financial statements.





SUMMIT MATERIALS, LLC AND SUBSIDIARIES
Unaudited Consolidated Statements of Changes in Member’s Interest and Redeemable Noncontrolling Interest
(In thousands)
 
 Total Member’s Interest 
   Accumulated 
   otherTotal
 Member’sAccumulatedcomprehensivemember’s
 equityearnings (deficit)lossinterest
Balance — December 28, 2019$1,432,718  $101,403  $(20,971) $1,513,150  
Net contributed capital310  —  —  310  
Net loss—  (63,625) —  (63,625) 
Other comprehensive loss—  —  (8,359) (8,359) 
Distributions(2,500) —  —  (2,500) 
Share-based compensation4,905  —  —  4,905  
Shares redeemed to settle taxes and other(908) —  —  (908) 
Balance — March 28, 2020$1,434,525  $37,778  $(29,330) $1,442,973  
Net income—  70,017  —  70,017  
Other comprehensive income—  —  2,946  2,946  
Share-based compensation4,892  —  —  4,892  
Balance — June 27, 2020$1,439,417  $107,795  $(26,384) $1,520,828  
Balance — December 29, 2018$1,396,241  $12,806  $(23,616) $1,385,431  
Net contributed capital766  —  —  766  
Net loss—  (91,564) —  (91,564) 
Other comprehensive income—  —  2,192  2,192  
Distributions(2,500) —  —  (2,500) 
Share-based compensation5,906  —  —  5,906  
Shares redeemed to settle taxes and other(501) —  —  (501) 
Balance — March 30, 2019$1,399,912  $(78,758) $(21,424) $1,299,730  
Net contributed capital18  —  —  18  
Net income—  53,501  —  53,501  
Other comprehensive income—  —  2,096  2,096  
Share-based compensation4,699  —  —  4,699  
Balance — June 29, 2019$1,404,629  $(25,257) $(19,328) $1,360,044  
 
See notes to unaudited consolidated financial statements





SUMMIT MATERIALS, LLC
 
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
 
(Dollars in tables in thousands)

1. SUMMARY OF ORGANIZATION AND SIGNIFICANT ACCOUNTING POLICIES
 
Summit Materials, LLC (“Summit LLC” and, together with its subsidiaries, “Summit,” “we,” “us,” “our” or the “Company”) is a vertically-integrated construction materials company. The Company is engaged in the production and sale of aggregates, cement, ready-mix concrete, asphalt paving mix and concrete products and owns and operates quarries, sand and gravel pits, two cement plants, cement distribution terminals, ready-mix concrete plants, asphalt plants and landfill sites. It is also engaged in paving and related services. The Company’s three operating and reporting segments are the West, East and Cement segments.
 
Substantially all of the Company’s construction materials, products and services are produced, consumed and performed outdoors, primarily in the spring, summer and fall. Seasonal changes and other weather-related conditions can affect the production and sales volumes of its products and delivery of services. Therefore, the financial results for any interim period are typically not indicative of the results expected for the full year. Furthermore, the Company’s sales and earnings are sensitive to national, regional and local economic conditions, weather conditions and to cyclical changes in construction spending, among other factors.
 
Summit LLC is a wholly owned indirect subsidiary of Summit Materials Holdings L.P. (“Summit Holdings”), whose primary owner is Summit Materials, Inc. (“Summit Inc.”). Summit Inc. was formed as a Delaware corporation on September 23, 2014. Its sole material asset is a controlling equity interest in Summit Holdings. Pursuant to a reorganization into a holding company structure (the “Reorganization”) consummated in connection with Summit Inc.’s March 2015 initial public offering, Summit Inc. became a holding corporation operating and controlling all of the business and affairs of Summit Holdings and its subsidiaries, including Summit LLC.
 
Basis of Presentation—These unaudited consolidated financial statements were prepared in accordance with U.S. generally accepted accounting principles (“U.S. GAAP”) for interim financial information, without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (“SEC”). Certain information and footnote disclosures typically included in financial statements prepared in accordance with U.S. GAAP have been condensed or omitted pursuant to such rules and regulations. These unaudited consolidated financial statements should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto as of and for the year ended December 28, 2019. The Company continues to follow the accounting policies set forth in those audited consolidated financial statements.
 
Management believes that these consolidated interim financial statements include all adjustments, normal and recurring in nature, that are necessary to present fairly the financial position of the Company as of June 27, 2020, the results of operations for the three and six months ended June 27, 2020 and June 29, 2019 and cash flows for the six months ended June 27, 2020 and June 29, 2019.
 
Use of Estimates—Preparation of these consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions. These estimates and the underlying assumptions affect the amounts of assets and liabilities reported, disclosures about contingent assets and liabilities and reported amounts of revenue and expenses. Such estimates include the valuation of accounts receivable, inventories, valuation of deferred tax assets, goodwill, intangibles and other long-lived assets, pension and other postretirement obligations and asset retirement obligations. Estimates also include revenue earned on contracts and costs to complete contracts. Most of the Company’s paving and related services are performed under fixed unit-price contracts with state and local governmental entities. Management regularly evaluates its estimates and assumptions based on historical experience and other factors, including the current economic environment. As future events and their effects cannot be determined with precision, actual results can differ significantly from estimates made. Changes in estimates, including those resulting from continuing changes in the economic environment, are reflected in the Company’s consolidated financial statements when the change in estimate occurs.
 
Business and Credit Concentrations—The Company’s operations are conducted primarily across 23 U.S. states and in British Columbia, Canada, with the most significant revenue generated in Texas, Kansas, Utah and Missouri. The Company’s accounts receivable consist primarily of amounts due from customers within these areas. Therefore, collection of these accounts is dependent on the economic conditions in the aforementioned states, as well as specific situations affecting individual customers. Credit granted within the Company’s trade areas has been granted to many customers, and management does not



believe that a significant concentration of credit exists with respect to any individual customer or group of customers. No single customer accounted for more than 10% of the Company’s total revenue in the three and six months ended June 27, 2020 or June 29, 2019.
 
Revenue Recognition—We earn revenue from the sale of products, which primarily include aggregates, cement, ready-mix concrete and asphalt, but also include concrete products, and from the provision of services, which are primarily paving and related services.

Products: Revenue for product sales is recognized when evidence of an arrangement exists and when control passes, which generally is when the product is shipped.

Services: We earn revenue from the provision of services, which are primarily paving and related services, which are typically calculated using monthly progress based on the percentage of completion or a customer’s engineer review of progress.

The majority of our construction service contracts are completed within one year, but may occasionally extend beyond this time frame. The majority of our construction service contracts are for work that occurs mostly during the spring, summer and fall. We generally measure progress toward completion on long-term paving and related services contracts based on the proportion of costs incurred to date relative to total estimated costs at completion.

The percentage of completion method of accounting involves the use of various estimating techniques to project costs at completion, and in some cases includes estimates of recoveries asserted against the customer for changes in specifications or other disputes.
 
New Accounting Standards—In August 2018, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2018-15, Intangibles-Goodwill and Other-Internal-Use Software (Subtopic 350-40): Customer’s Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract, which reduces the accounting complexity of implementing a cloud computing service arrangement. The ASU aligns the capitalization of implementation costs among hosting arrangements and costs incurred to develop internal-use software. We adopted this ASU in the first quarter of 2020 and the adoption of this ASU did not have a material impact on the consolidated financial statements.

2. GOODWILL AND INTANGIBLES
 
The Company has completed numerous acquisitions since its formation, which have been financed through a combination of debt and equity funding. The operations of each acquisition have been included in the Company’s consolidated results of operations since the respective closing dates of the acquisitions. The Company measures all assets acquired and liabilities assumed at their acquisition-date fair value. Goodwill acquired during a business combination has an indefinite life and is not amortized.
 
Changes in the carrying amount of goodwill, by reportable segment, from December 28, 2019 to June 27, 2020 are summarized as follows:
 WestEastCement
Total  
Balance—December 28, 2019$585,617  $410,426  $204,656  $1,200,699  
Foreign currency translation adjustments(2,700)     (2,700) 
Balance—June 27, 2020$582,917  $410,426  $204,656  $1,197,999  

The Company’s intangible assets subject to amortization are primarily composed of operating permits, mineral lease agreements and reserve rights. Operating permits relate to permitting and zoning rights acquired outside of a business combination. The assets related to mineral lease agreements reflect the submarket royalty rates paid under agreements, primarily for extracting aggregates. The values were determined as of the respective acquisition dates by a comparison of market-royalty rates. The reserve rights relate to aggregate reserves to which the Company has the rights of ownership, but does not own the reserves. The intangible assets are amortized on a straight-line basis over the lives of the leases or permits. The following table shows intangible assets by type and in total:
 



 June 27, 2020December 28, 2019
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Operating permits$23,331  $(813) $22,518  $6,609  $(290) $6,319  
Mineral leases19,225  (7,002) 12,223  19,064  (6,408) 12,656  
Reserve rights6,234  (2,397) 3,837  6,234  (2,248) 3,986  
Trade names1,000  (1,000)   1,000  (958) 42  
Other797  (731) 66  957  (462) 495  
Total intangible assets$50,587  $(11,943) $38,644  $33,864  $(10,366) $23,498  
 
Amortization expense totaled $0.9 million and $1.6 million for the three and six months ended June 27, 2020, respectively, and $0.4 million and $0.8 million for the three and six months ended June 29, 2019, respectively. The estimated amortization expense for the intangible assets for each of the five years subsequent to June 27, 2020 is as follows:
 
2020 (six months)$1,481  
20212,862  
20222,849  
20232,716  
20242,621  
20252,576  
Thereafter23,539  
Total$38,644  

 
3. REVENUE RECOGNITION
 
We derive our revenue predominantly by selling construction materials, products and providing paving and related services. Construction materials consist of aggregates and cement. Products consist of related downstream products, including ready-mix concrete, asphalt paving mix and concrete products. Paving and related service revenue is generated primarily from the asphalt paving services that we provide.
 
Revenue by product for the three and six months ended June 27, 2020 and June 29, 2019 is as follows:
 Three months endedSix months ended
 June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Revenue by product*:    
Aggregates$129,989  $128,650  $226,150  $216,522  
Cement73,293  77,799  106,156  110,298  
Ready-mix concrete167,882  154,180  309,586  271,500  
Asphalt104,661  93,365  127,867  116,403  
Paving and related services110,829  95,304  144,255  129,649  
Other44,355  51,593  84,185  89,158  
Total revenue$631,009  $600,891  $998,199  $933,530  
*Revenue from liquid asphalt terminals is included in asphalt revenue.

Accounts receivable, net consisted of the following as of June 27, 2020 and December 28, 2019:
 
 June 27, 2020December 28, 2019
Trade accounts receivable$210,726  $191,672  
Construction contract receivables53,343  47,966  
Retention receivables19,140  17,808  
Receivables from related parties2,497  1,596  
Accounts receivable285,706  259,042  
Less: Allowance for doubtful accounts(4,843) (5,786) 
Accounts receivable, net$280,863  $253,256  



 
Retention receivables are amounts earned by the Company but held by customers until paving and related service contracts and projects are near completion or fully completed. Amounts are generally billed and collected within one year.
 
4. INVENTORIES
 
Inventories consisted of the following as of June 27, 2020 and December 28, 2019:
June 27, 2020December 28, 2019
Aggregate stockpiles$153,347  $140,461  
Finished goods42,879  33,023  
Work in process9,224  7,664  
Raw materials26,492  23,639  
Total$231,942  $204,787  
 

5. ACCRUED EXPENSES
 
Accrued expenses consisted of the following as of June 27, 2020 and December 28, 2019:
June 27, 2020December 28, 2019
Interest$25,884  $26,892  
Payroll and benefits26,125  29,356  
Finance lease obligations23,252  16,007  
Insurance17,017  14,968  
Non-income taxes15,373  7,898  
Deferred asset purchase payments9,364  3,525  
Professional fees905  902  
Other (1)20,312  20,689  
Total$138,232  $120,237  
_______________________________________________________________________
(1) Consists primarily of current portion of asset retirement obligations and miscellaneous accruals.

6. DEBT
 
Debt consisted of the following as of June 27, 2020 and December 28, 2019:
June 27, 2020December 28, 2019
Term Loan, due 2024:  
$621.1 million and $624.3 million, net of $1.0 million and $1.1 million discount at June 27, 2020 and December 28, 2019, respectively
$620,077  $623,140  
6 1/8% Senior Notes, due 2023:
  
$650.0 million, net of $0.7 million and $0.9 million discount at June 27, 2020 and December 28, 2019, respectively
649,254  649,133  
5 1/8% Senior Notes, due 2025
300,000  300,000  
6 1/2% Senior Notes, due 2027
300,000  300,000  
Total1,869,331  1,872,273  
Current portion of long-term debt7,942  7,942  
Long-term debt$1,861,389  $1,864,331  
 
The contractual payments of long-term debt, including current maturities, for the five years subsequent to June 27, 2020, are as follows:



2020 (six months)$4,765  
20216,354  
20226,354  
2023656,354  
2024597,252  
2025300,000  
Thereafter300,000  
Total1,871,079  
Less: Original issue net discount(1,748) 
Less: Capitalized loan costs(11,869) 
Total debt$1,857,462  
 
Senior Notes—On March 15, 2019, Summit LLC and Summit Materials Finance Corp., an indirect wholly-owned subsidiary of Summit LLC (“Finance Corp.” and together with Summit LLC, the “Issuers”) issued $300.0 million in aggregate principal amount of 6.500% senior notes due March 15, 2027 (the “2027 Notes”). The 2027 Notes were issued at 100.0% of their par value with proceeds of $296.3 million, net of related fees and expenses. The 2027 Notes were issued under an indenture dated March 25, 2019 (the "2019 Indenture"). The 2019 Indenture contains covenants limiting, among other things, Summit LLC and its restricted subsidiaries’ ability to incur additional indebtedness or issue certain preferred shares, pay dividends, redeem stock or make other distributions, make certain investments, sell or transfer certain assets, create liens, consolidate, merge, sell or otherwise dispose of all or substantially all of its assets, enter into certain transactions with affiliates, and designate subsidiaries as unrestricted subsidiaries. The 2019 Indenture also contains customary events of default. Interest on the 2027 Notes is payable semi-annually on March 15 and September 15 of each year commencing on September 15, 2019.

In March 2019, using the proceeds from the 2027 Notes, all of the outstanding $250.0 million 8.500% senior notes due 2022 (the “2022 Notes”) were redeemed at a price equal to par plus an applicable premium and the indenture under which the 2022 Notes were issued was satisfied and discharged. As a result of the extinguishment, charges of $14.6 million were recognized in the quarter ended March 30, 2019, which included charges of$11.7 million for the applicable redemption premium and $2.9 million for the write-off of deferred financing fees.

In 2017, the Issuers issued $300.0 million of 5.125% senior notes due June 1, 2025 (the “2025 Notes”). The 2025 Notes were issued at 100.0% of their par value with proceeds of $295.4 million, net of related fees and expenses. The 2025 Notes were issued under an indenture dated June 1, 2017, the terms of which are generally consistent with the 2019 Indenture. Interest on the 2025 Notes is payable semi-annually on June 1 and December 1 of each year commencing on December 1, 2017.
 
In 2015, the Issuers issued $650.0 million of 6.125% senior notes due July 2023 (the “2023 Notes” and collectively with the 2025 Notes and the 2027 Notes, the “Senior Notes”). Of the aggregate $650.0 million of 2023 Notes, $350.0 million were issued at par and $300.0 million were issued at 99.375% of par. The 2023 Notes were issued under an indenture dated July 8, 2015, the terms of which are generally consistent with the 2019 Indenture. Interest on the 2023 Notes is payable semi-annually in arrears on January 15 and July 15 of each year.
 
As of June 27, 2020 and December 28, 2019, the Company was in compliance with all financial covenants under the applicable indentures.
 
Senior Secured Credit Facilities— Summit LLC has credit facilities that provide for term loans in an aggregate amount of $650.0 million and revolving credit commitments in an aggregate amount of $345.0 million (the “Senior Secured Credit Facilities”). Under the Senior Secured Credit Facilities, required principal repayments of 0.25% of the refinanced aggregate amount of term debt are due on the last business day of each March, June, September and December commencing with the March 2018 payment. The unpaid principal balance is due in full on the maturity date, which is November 21, 2024.
 
On February 25, 2019, Summit LLC entered into Incremental Amendment No. 4 to the credit agreement governing the Senior Secured Credit Facilities (the “Credit Agreement”) which, among other things, increased the total amount available under the revolving credit facility to $345.0 million and extended the maturity date of the Credit Agreement with respect to the revolving credit commitments to February 25, 2024.
 
The revolving credit facility bears interest per annum equal to, at Summit LLC’s option, either (i) a base rate determined by reference to the highest of (a) the federal funds rate plus 0.50%, (b) the prime rate of Bank of America, N.A. and (c) LIBOR plus 1.00%, plus an applicable margin of 2.00% for base rate loans or (ii) a LIBOR rate determined by reference to Reuters



prior to the interest period relevant to such borrowing adjusted for certain additional costs plus an applicable margin of 3.00% for LIBOR rate loans.
 
There were no outstanding borrowings under the revolving credit facility as of June 27, 2020 and December 28, 2019, with borrowing capacity of $329.1 million remaining as of June 27, 2020, which is net of $15.9 million of outstanding letters of credit. The outstanding letters of credit are renewed annually and support required bonding on construction projects, large leases, workers compensation claims and the Company’s insurance liabilities.
 
Summit LLC’s Consolidated First Lien Net Leverage Ratio, as such term is defined in the Credit Agreement, should be no greater than 4.75:1.0 as of each quarter-end. As of June 27, 2020 and December 28, 2019, Summit LLC was in compliance with all financial covenants.
 
Summit LLC’s wholly-owned domestic subsidiary companies, subject to certain exclusions and exceptions, are named as subsidiary guarantors of the Senior Notes and the Senior Secured Credit Facilities. In addition, Summit LLC has pledged substantially all of its assets as collateral, subject to certain exclusions and exceptions, for the Senior Secured Credit Facilities.

The following table presents the activity for the deferred financing fees for the six months ended June 27, 2020 and June 29, 2019:
 Deferred financing fees
Balance—December 28, 2019$15,436  
Amortization(1,665) 
Balance—June 27, 2020$13,771  
  
  
Balance - December 29, 2018$15,475  
Loan origination fees6,246  
Amortization(1,832) 
Write off of deferred financing fees(2,851) 
Balance - June 29, 2019$17,038  
 
Other—On January 15, 2015, the Company’s wholly-owned subsidiary in British Columbia, Canada entered into an agreement with HSBC Bank Canada for a (i) $6.0 million Canadian dollar (“CAD”) revolving credit commitment to be used for operating activities that bears interest per annum equal to the bank’s prime rate plus 0.20%, (ii) $0.5 million CAD revolving credit commitment to be used for capital equipment that bears interest per annum at the bank’s prime rate plus 0.90% and (iii) $0.3 million CAD revolving credit commitment to provide guarantees on behalf of that subsidiary. There were no amounts outstanding under this agreement as of June 27, 2020 or December 28, 2019.
 
7. INCOME TAXES
 
Summit LLC is a limited liability company and passes its tax attributes for federal and state tax purposes to its parent company and is generally not subject to federal or state income tax. However, certain subsidiary entities file federal, state and Canadian income tax returns due to their status as taxable entities in the respective jurisdiction. The effective income tax rate for the C Corporations differs from the statutory federal rate primarily due to (1) tax depletion expense in excess of the expense recorded under U.S. GAAP, (2) state income taxes and the effect of graduated tax rates and (3) various other items, such as limitations on meals and entertainment and other costs.  The effective income tax rate for the Canadian subsidiary is not significantly different from its historical effective tax rate.
 
Summit LLC and its subsidiaries expect additional unrecognized tax benefits related to the deductibility of interest expense in 2020 and 2019 that if recognized would affect the annual effective tax rate, and included that in its estimate of those amounts in its annual effective tax rate. We did not recognize interest or penalties related to this amount as it is offset by other attributes. No material interest or penalties were recognized in income tax expense during the three and six months ended June 27, 2020 and June 29, 2019. We recognized uncertain tax benefits in the three and six months ended June 27, 2020 related to the passage of the Coronavirus Aid, Relief and Economic Stability Act (“CARES Act”) on March 25, 2020.



8. MEMBERS’ INTEREST
 



Accumulated other comprehensive income (loss)The changes in each component of accumulated other comprehensive income (loss) consisted of the following:
 
    Accumulated
  Foreign currency other
 Change intranslationCash flow hedgecomprehensive
 retirement plansadjustmentsadjustments(loss) income
Balance — December 28, 2019$(6,317) $(14,654) $  $(20,971) 
Foreign currency translation adjustment—  (5,413) —  (5,413) 
Balance — June 27, 2020$(6,317) $(20,067) $  $(26,384) 
Balance — December 29, 2018$(4,392) $(19,370) $146  $(23,616) 
Foreign currency translation adjustment—  4,591  —  4,591  
Loss on cash flow hedges—  —  (303) (303) 
Balance — June 29, 2019$(4,392) $(14,779) $(157) $(19,328) 
 
9. SUPPLEMENTAL CASH FLOW INFORMATION
 
Supplemental cash flow information is as follows:
 Six months ended
June 27, 2020June 29, 2019
Cash payments:  
Interest$49,569  $36,834  
Payments for income taxes, net738  1,190  
Operating cash payments on operating leases5,343  5,410  
Operating cash payments on finance leases1,599  1,516  
Finance cash payments on finance leases7,193  6,000  
Non cash financing activities:
Right of use assets obtained in exchange for operating lease obligations$2,535  $3,298  
Right of use assets obtained in exchange for finance leases obligations10,426  16,248  
 
10. LEASES

We lease construction and office equipment, distribution facilities and office space. Leases with an initial term of 12 months or less, including month to month leases, are not recorded on the balance sheet. Lease expense for short-term leases is recognized on a straight line basis over the lease term. For lease agreements entered into or reassessed after the adoption of Topic 842, we combine lease and nonlease components. While we also own mineral leases for mining operations, those leases are outside the scope of Topic 842. Assets acquired under finance leases are included in property, plant and equipment.

Many of our leases include options to purchase the leased equipment. The depreciable life of assets and leasehold improvements are limited by the expected lease term, unless there is a transfer of title or purchase option reasonably certain of exercise. Our lease agreements do not contain any material residual value guarantees or material restrictive covenants. The components of lease expense were as follows:



Three months endedSix months ended
June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Operating lease cost$2,491  $2,694  $5,098  $5,149  
Variable lease cost106  143  163  215  
Short-term lease cost10,414  9,591  19,034  16,172  
Financing lease cost:
Amortization of right-of-use assets3,129  2,670  5,868  5,293  
Interest on lease liabilities778  876  1,549  1,631  
Total lease cost$16,918  $15,974  $31,712  $28,460  
June 27, 2020December 28, 2019
Supplemental balance sheet information related to leases:
Operating leases:
Operating lease right-of-use assets$30,347  $32,777  
Current operating lease liabilities$8,382  $8,427  
Noncurrent operating lease liabilities22,978  25,381  
Total operating lease liabilities$31,360  $33,808  
Finance leases:
Property and equipment, gross$88,849  $82,660  
Less accumulated depreciation(28,305) (24,907) 
Property and equipment, net$60,544  $57,753  
Current finance lease liabilities$23,252  $16,007  
Long-term finance lease liabilities34,140  40,410  
Total finance lease liabilities$57,392  $56,417  
Weighted average remaining lease term (years):
Operating leases8.58.6
Finance lease2.42.6
Weighted average discount rate (%):
Operating leases5.5 %5.5 %
Finance lease5.4 %5.5 %
Maturities of lease liabilities were as follows:
Operating LeasesFinance Leases
2020 (six months)$5,035  $9,133  
20219,039  25,064  
20225,411  17,306  
20234,197  5,313  
20242,529  2,541  
20251,451  1,765  
Thereafter12,757  1,741  
Total lease payments40,419  62,863  
Less imputed interest(9,059) (5,471) 
Present value of lease payments$31,360  $57,392  

11. COMMITMENTS AND CONTINGENCIES
 
The Company is party to certain legal actions arising from the ordinary course of business activities. Accruals are recorded when the outcome is probable and can be reasonably estimated. While the ultimate results of claims and litigation cannot be predicted with certainty, management expects that the ultimate resolution of all current pending or threatened claims and



litigation will not have a material effect on the Company’s consolidated financial position, results of operations or liquidity. The Company records legal fees as incurred.

In March 2018, we were notified of an investigation by the Canadian Competition Bureau (the “CCB”) into pricing practices by certain asphalt paving contractors in British Columbia, including Winvan Paving, Ltd. (“Winvan”). We believe the investigation is focused on time periods prior to our April 2017 acquisition of Winvan and we are cooperating with the CCB. Although we currently do not believe this matter will have a material adverse effect on our business, financial condition or results of operations, we are currently not able to predict the ultimate outcome or cost of the investigation.
 
Environmental Remediation and Site Restoration—The Company’s operations are subject to and affected by federal, state, provincial and local laws and regulations relating to the environment, health and safety and other regulatory matters. These operations require environmental operating permits, which are subject to modification, renewal and revocation. The Company regularly monitors and reviews its operations, procedures and policies for compliance with these laws and regulations. Despite these compliance efforts, risk of environmental liability is inherent in the operation of the Company’s business, as it is with other companies engaged in similar businesses and there can be no assurance that environmental liabilities or noncompliance will not have a material adverse effect on the Company’s consolidated financial condition, results of operations or liquidity.
 
The Company has asset retirement obligations arising from regulatory and contractual requirements to perform reclamation activities at the time certain quarries and landfills are closed. As of June 27, 2020 and December 28, 2019, $32.4 million and $28.8 million, respectively, were included in other noncurrent liabilities on the consolidated balance sheets and $5.0 million and $7.9 million, respectively, were included in accrued expenses for future reclamation costs. The total undiscounted anticipated costs for site reclamation as of June 27, 2020 and December 28, 2019 were $97.8 million and $97.4 million, respectively.
 
Other—The Company is obligated under various firm purchase commitments for certain raw materials and services that are in the ordinary course of business. Management does not expect any significant changes in the market value of these goods and services during the commitment period that would have a material adverse effect on the financial condition, results of operations and cash flows of the Company. The terms of the purchase commitments generally approximate one year.
 
12. FAIR VALUE
 
Fair Value Measurements—Certain acquisitions made by the Company require the payment of contingent amounts of purchase consideration. These payments are contingent on specified operating results being achieved in periods subsequent to the acquisition and will only be made if earn-out thresholds are achieved. Contingent consideration obligations are measured at fair value each reporting period. Any adjustments to fair value are recognized in earnings in the period identified.
 
The fair value of contingent consideration as of June 27, 2020 and December 28, 2019 was: 
June 27, 2020December 28, 2019
Current portion of acquisition-related liabilities and Accrued expenses:  
Contingent consideration$525  $1,967  
Acquisition-related liabilities and Other noncurrent liabilities:
Contingent consideration$1,267  $1,302  
 
The fair value of contingent consideration was based on unobservable, or Level 3, inputs, including projected probability-weighted cash payments and a 9.5% discount rate, which reflects a market discount rate. Changes in fair value may occur as a result of a change in actual or projected cash payments, the probability weightings applied by the Company to projected payments or a change in the discount rate. Significant increases or decreases in any of these inputs in isolation could result in a lower, or higher, fair value measurement. There were no material valuation adjustments to contingent consideration as of June 27, 2020 and June 29, 2019.

Financial Instruments—The Company’s financial instruments include debt and certain acquisition-related liabilities (deferred consideration and noncompete obligations). The carrying value and fair value of these financial instruments as of June 27, 2020 and December 28, 2019 was:



 June 27, 2020December 28, 2019
 Fair ValueCarrying ValueFair ValueCarrying Value
Level 2    
Long-term debt(1)$1,849,048  $1,869,331  $1,918,720  $1,872,273  
Level 3    
Current portion of deferred consideration and noncompete obligations(2)28,644  28,644  28,233  28,233  
Long term portion of deferred consideration and noncompete obligations(3)11,890  11,890  16,364  16,364  
(1)$7.9 million was included in current portion of debt as of June 27, 2020 and December 28, 2019.
(2)Included in current portion of acquisition-related liabilities on the consolidated balance sheets.
(3)Included in acquisition-related liabilities on the consolidated balance sheets.

The fair value of debt was determined based on observable, or Level 2 inputs, such as interest rates, bond yields and quoted prices in inactive markets. The fair values of the deferred consideration and noncompete obligations were determined based on unobservable, or Level 3, inputs, including the cash payment terms in the purchase agreements and a discount rate reflecting the Company’s credit risk. The discount rate used is generally consistent with that used when the obligations were initially recorded.
 
Securities with a maturity of three months or less are considered cash equivalents and the fair value of these assets approximates their carrying value.
 
13. SEGMENT INFORMATION
 
The Company has three operating segments: West, East, and Cement, which are its reporting segments. These segments are consistent with the Company’s management reporting structure.
 
The operating results of each segment are regularly reviewed and evaluated by the Chief Executive Officer, our Company’s Chief Operating Decision Maker (“CODM”). The CODM primarily evaluates the performance of the Company’s segments and allocates resources to them based on a segment profit metric that we call Adjusted EBITDA, which is computed as earnings from operations before interest, taxes, depreciation, depletion, amortization, accretion, share-based compensation, and transaction costs, as well as various other non-recurring, non-cash amounts.
 
The West and East segments have several acquired subsidiaries that are engaged in various activities including quarry mining, aggregate production and contracting. The Cement segment is engaged in the production of Portland cement. Assets employed by each segment include assets directly identified with those operations. Corporate assets consist primarily of cash, property, plant and equipment for corporate operations and other assets not directly identifiable with a reportable business segment. The accounting policies applicable to each segment are consistent with those used in the consolidated financial statements.

The following tables display selected financial data for the Company’s reportable business segments as of June 27, 2020 and December 28, 2019 and for the three and six months ended June 27, 2020 and June 29, 2019:
 Three months endedSix months ended
 June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Revenue*:    
West$332,481  $300,212  $528,706  $482,157  
East222,866  216,132  355,906  329,520  
Cement75,662  84,547  113,587  121,853  
Total revenue$631,009  $600,891  $998,199  $933,530  
*Intercompany sales are immaterial and the presentation above only reflects sales to external customers.
 



 Three months endedSix months ended
 June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Income (loss) from operations before taxes$76,130  $54,815  $6,621  $(44,555) 
Interest expense25,546  29,283  53,246  59,220  
Depreciation, depletion and amortization53,347  53,035  104,548  107,842  
Accretion581  590  1,158  1,171  
Loss on debt financings      14,565  
Transaction costs319  390  1,072  698  
Non-cash compensation4,892  4,699  9,797  10,605  
Other(583) (2,346) 204  (2,492) 
Total Adjusted EBITDA$160,232  $140,466  $176,646  $147,054  
Total Adjusted EBITDA by Segment:
West$78,943  $54,820  $101,411  $69,118  
East53,384  54,412  62,957  57,654  
Cement35,647  35,441  28,086  32,854  
Corporate and other(7,742) (4,207) (15,808) (12,572) 
Total Adjusted EBITDA$160,232  $140,466  $176,646  $147,054  
 
 Six months ended
June 27, 2020June 29, 2019
Purchases of property, plant and equipment  
West$32,514  $51,517  
East62,697  41,801  
Cement9,556  11,467  
Total reportable segments104,767  104,785  
Corporate and other957  784  
Total purchases of property, plant and equipment$105,724  $105,569  
 
 Three months endedSix months ended
 June 27, 2020June 29, 2019June 27, 2020June 29, 2019
Depreciation, depletion, amortization and accretion:    
West$22,165  $22,924  $43,965  $46,849  
East21,394  19,840  42,490  40,051  
Cement9,377  9,869  17,270  20,169  
Total reportable segments52,936  52,633  103,725  107,069  
Corporate and other992  992  1,981  1,944  
Total depreciation, depletion, amortization and accretion$53,928  $53,625  $105,706  $109,013  

June 27, 2020December 28, 2019
Total assets:  
West$1,407,043  $1,379,684  
East1,343,735  1,288,835  
Cement879,648  868,528  
Total reportable segments3,630,426  3,537,047  
Corporate and other260,280  319,176  
Total$3,890,706  $3,856,223  
 



14. GUARANTOR AND NON-GUARANTOR FINANCIAL INFORMATION
 
Summit LLC’s domestic wholly-owned subsidiary companies other than Finance Corp. are named as guarantors (collectively, the “Guarantors”) of the Senior Notes. Finance Corp. does not and will not have any assets or operations other than as may be incidental to its activities as a co-issuer of the Senior Notes and other indebtedness. Certain other partially-owned subsidiaries and a non-U.S. entity do not guarantee the Senior Notes (collectively, the “Non-Guarantors”). The Guarantors provide a joint and several, full and unconditional guarantee of the Senior Notes.
 
There are no significant restrictions on Summit LLC’s ability to obtain funds from any of the Guarantor Subsidiaries in the form of dividends or loans. Additionally, there are no significant restrictions on a Guarantor Subsidiary’s ability to obtain funds from Summit LLC or its direct or indirect subsidiaries.
 
The following condensed consolidating balance sheets, statements of operations and cash flows are provided for the Issuers, the wholly-owned guarantors and the Non-Guarantors.
 
Earnings from subsidiaries are included in other income in the condensed consolidated statements of operations below. The financial information may not necessarily be indicative of the financial position, results of operations or cash flows had the guarantor or non-guarantor subsidiaries operated as independent entities.




Condensed Consolidating Balance Sheets
June 27, 2020
  100%   
  OwnedNon-  
 Issuers
Guarantors 
Guarantors 
Eliminations 
Consolidated
Assets     
Current assets:     
Cash and cash equivalents$244,668  $3,447  $11,631  $(6,339) $253,407  
Accounts receivable, net  265,999  15,061  (197) 280,863  
Intercompany receivables399,456  968,214    (1,367,670)   
Cost and estimated earnings in excess of billings  41,139  2,465    43,604  
Inventories  227,507  4,435    231,942  
Other current assets2,143  9,101  924    12,168  
Total current assets646,267  1,515,407  34,516  (1,374,206) 821,984  
Property, plant and equipment, net10,579  1,684,409  57,233    1,752,221  
Goodwill  1,142,063  55,936    1,197,999  
Intangible assets, net  38,644      38,644  
Operating lease right-of-use assets2,970  23,103  4,274    30,347  
Other assets3,689,609  158,522  699  (3,799,319) 49,511  
Total assets$4,349,425  $4,562,148  $152,658  $(5,173,525) $3,890,706  
Liabilities and Member’s Interest
Current liabilities:
Current portion of debt$7,942  $  $  $  $7,942  
Current portion of acquisition-related liabilities  29,169      29,169  
Accounts payable3,704  127,814  7,620  (197) 138,941  
Accrued expenses48,903  91,435  4,233  (6,339) 138,232  
Current operating lease liabilities836  6,479  1,067    8,382  
Intercompany payables910,647  445,065  11,958  (1,367,670)   
Billings in excess of costs and estimated earnings  11,709  847    12,556  
Total current liabilities972,032  711,671  25,725  (1,374,206) 335,222  
Long-term debt1,849,520        1,849,520  
Acquisition-related liabilities  13,157      13,157  
Noncurrent operating lease liabilities3,031  16,823  3,124    22,978  
Other noncurrent liabilities4,014  202,820  79,187  (137,020) 149,001  
Total liabilities2,828,597  944,471  108,036  (1,511,226) 2,369,878  
Total member's interest1,520,828  3,617,677  44,622  (3,662,299) 1,520,828  
Total liabilities and member’s interest$4,349,425  $4,562,148  $152,658  $(5,173,525) $3,890,706  
         



Condensed Consolidating Balance Sheets
December 28, 2019
 
  100%   
  OwnedNon-  
 Issuers
Guarantors 
Guarantors 
Eliminations 
Consolidated
Assets     
Current assets:     
Cash and cash equivalents$302,474  $5,488  $9,834  $(6,477) $311,319  
Accounts receivable, net  234,053  19,236  (33) 253,256  
Intercompany receivables443,323  942,385    (1,385,708)   
Cost and estimated earnings in excess of billings  12,291  797    13,088  
Inventories  199,794  4,993    204,787  
Other current assets1,763  10,308  1,760    13,831  
Total current assets747,560  1,404,319  36,620  (1,392,218) 796,281  
Property, plant and equipment, net11,602  1,674,443  61,404    1,747,449  
Goodwill  1,142,063  58,636    1,200,699  
Intangible assets, net  23,498      23,498  
Operating lease right-of-use assets3,316  24,551  4,910    32,777  
Other assets3,596,161  168,314  734  (3,709,690) 55,519  
Total assets$4,358,639  $4,437,188  $162,304  $(5,101,908) $3,856,223  
Liabilities and Member’s Interest
Current liabilities:
Current portion of debt$7,942  $  $  $  $7,942  
Current portion of acquisition-related liabilities  30,200      30,200  
Accounts payable4,588  103,812  8,603  (33) 116,970  
Accrued expenses51,043  72,970  2,701  (6,477) 120,237  
Current operating lease liabilities764  6,571  1,092    8,427  
Intercompany payables922,356  447,827  15,525  (1,385,708)   
Billings in excess of costs and estimated earnings  12,183  1,681    13,864  
Total current liabilities986,693  673,563  29,602  (1,392,218) 297,640  
Long-term debt1,851,057        1,851,057  
Acquisition-related liabilities  17,666      17,666  
Noncurrent operating lease liabilities3,480  18,047  3,854    25,381  
Other noncurrent liabilities4,259  203,919  80,169  (137,018) 151,329  
Total liabilities2,845,489  913,195  113,625  (1,529,236) 2,343,073  
Total member's interest1,513,150  3,523,993  48,679  (3,572,672) 1,513,150  
Total liabilities and member’s interest$4,358,639  $4,437,188  $162,304  $(5,101,908) $3,856,223  




Condensed Consolidating Statements of Operations
For the three months ended June 27, 2020

100%
OwnedNon-
IssuersGuarantors Guarantors EliminationsConsolidated 
Revenue$  $615,354  $21,583  $(5,928) $631,009  
Cost of revenue (excluding items shown separately below)  402,466  13,620  (5,928) 410,158  
General and administrative expenses13,179  51,303  2,381    66,863  
Depreciation, depletion, amortization and accretion991  51,683  1,254    53,928  
Operating (loss) income(14,170) 109,902  4,328    100,060  
Other income, net(115,620) (538) (624) 115,166  (1,616) 
Interest expense (income)30,995  (6,648) 1,199    25,546  
Income from operation before taxes70,455  117,088  3,753  (115,166) 76,130  
Income tax expense438  4,621  1,054    6,113  
Net income attributable to Summit LLC$70,017  $112,467  $2,699  $(115,166) $70,017  
Comprehensive income (loss) attributable to member of Summit Materials, LLC$72,963  $112,467  $(247) $(112,220) $72,963  

Condensed Consolidating Statements of Operations
For the six months ended June 27, 2020
 
  100%   
  OwnedNon-  
 Issuers
Guarantors 
Guarantors 
Eliminations
Consolidated 
Revenue$  $969,685  $37,775  $(9,261) $998,199  
Cost of revenue (excluding items shown separately below)  680,661  24,913  (9,261) 696,313  
General and administrative expenses27,008  105,428  5,404    137,840  
Depreciation, depletion, amortization and accretion1,981  101,155  2,570    105,706  
Operating (loss) income(28,989) 82,441  4,888    58,340  
Other (income) loss, net(100,328) (845) 547  99,099  (1,527) 
Interest expense (income)64,209  (13,362) 2,399    53,246  
Income from operation before taxes7,130  96,648  1,942  (99,099) 6,621  
Income tax expense (benefit)738  (1,096) 587    229  
Net income attributable to Summit LLC$6,392  $97,744  $1,355  $(99,099) $6,392  
Comprehensive income attributable to member of Summit Materials, LLC$979  $97,744  $6,768  $(104,512) $979  





Condensed Consolidating Statements of Operations
For the three months ended June 29, 2019

100%
OwnedNon-
IssuersGuarantors GuarantorsEliminationsConsolidated
Revenue$  $578,157  $25,495  $(2,761) $600,891  
Cost of revenue (excluding items shown separately below)  390,640  17,614  (2,761) 405,493  
General and administrative expenses9,353  49,288  2,710    61,351  
Depreciation, depletion, amortization and accretion992  51,167  1,466    53,625  
Operating (loss) income(10,345) 87,062  3,705    80,422  
Other income, net(95,320) (2,985) (372) 95,001  (3,676) 
Interest expense (income)31,022  (2,947) 1,208    29,283  
Income from operation before taxes53,953  92,994  2,869  (95,001) 54,815  
Income tax expense452  85  777    1,314  
Net income attributable to Summit LLC$53,501  $92,909  $2,092  $(95,001) $53,501  
Comprehensive income (loss) attributable to member of Summit Materials, LLC$55,597  $93,046  $(141) $(92,905) $55,597  

Condensed Consolidating Statements of Operations
For the six months ended June 29, 2019
 
  100%   
  OwnedNon-  
 Issuers
Guarantors 
GuarantorsEliminationsConsolidated
Revenue$  $896,338  $41,136  $(3,944) $933,530  
Cost of revenue (excluding items shown separately below)  646,807  29,634  (3,944) 672,497  
General and administrative expenses24,284  99,319  5,666    129,269  
Depreciation, depletion, amortization and accretion1,945  104,087  2,981    109,013  
Operating (loss) income(26,229) 46,125  2,855    22,751  
Other (income) loss, net(51,710) (4,926) (775) 65,497  8,086  
Interest expense (income)62,718  (5,911) 2,413    59,220  
(Loss) income from operation before taxes(37,237) 56,962  1,217  (65,497) (44,555) 
Income tax expense (benefit)826  (7,652) 334    (6,492) 
Net (loss) income attributable to Summit LLC$(38,063) $64,614  $883  $(65,497) $(38,063) 
Comprehensive (loss) income attributable to member of Summit Materials, LLC$(33,775) $64,917  $(3,708) $(61,209) $(33,775) 




Condensed Consolidating Statements of Cash Flows
For the six months ended June 27, 2020
 
  100%   
  OwnedNon-  
 Issuers
Guarantors 
GuarantorsEliminationsConsolidated
Net cash (used in) provided by operating activities$(68,485) $120,740  $9,446  $  $61,701  
Cash flow from investing activities:
Purchase of property, plant and equipment(957) (103,551) (1,216)   (105,724) 
Proceeds from the sale of property, plant, and equipment  6,557  50    6,607  
Other  1,629      1,629  
Net cash used for investing activities(957) (95,365) (1,166)   (97,488) 
Cash flow from financing activities:
Proceeds from investment by member310        310  
Loans received from and payments made on loans from other Summit Companies17,825  (12,014) (5,949) 138    
Payments on long-term debt(3,177) (8,114) (97)   (11,388) 
Payments on acquisition-related liabilities  (7,203)     (7,203) 
Distributions from partnership(2,500)       (2,500) 
Other(822) (85)     (907) 
Net cash provided by (used in) financing activities11,636  (27,416) (6,046) 138  (21,688) 
Impact of cash on foreign currency    (437)   (437) 
Net (decrease) increase in cash(57,806) (2,041) 1,797  138  (57,912) 
Cash — Beginning of period302,474  5,488  9,834  (6,477) 311,319  
Cash — End of period$244,668  $3,447  $11,631  $(6,339) $253,407  


























Condensed Consolidating Statements of Cash Flows
For the six months ended June 29, 2019
 
  100%   
  OwnedNon-  
 Issuers
Guarantors 
GuarantorsEliminationsConsolidated
Net cash (used in) provided by operating activities$(43,760) $59,190  $518  $  $15,948  
Cash flow from investing activities:
Acquisitions, net of cash acquired  (2,842)     (2,842) 
Purchase of property, plant and equipment(785) (96,883) (7,901)   (105,569) 
Proceeds from the sale of property, plant, and equipment  7,940  65    8,005  
Other  (439)     (439) 
Net cash used for investing activities(785) (92,224) (7,836)   (100,845) 
Cash flow from financing activities:
Proceeds from investment by member(36,356) 37,140      784  
Net proceeds from debt issuance300,000        300,000  
Loans received from and payments made on loans from other Summit Companies(2,879) 3,997  314  (1,432)   
Payments on long-term debt(254,765) (6,133) (127)   (261,025) 
Payments on acquisition-related liabilities  (6,658)     (6,658) 
Financing costs(6,246)       (6,246) 
Distributions from partnership(2,500)       (2,500) 
Other(462) (40)     (502) 
Net cash (used in) provided by financing activities(3,208) 28,306  187  (1,432) 23,853  
Impact of cash on foreign currency    194    194  
Net decrease in cash(47,753) (4,728) (6,937) (1,432) (60,850) 
Cash — Beginning of period117,219  8,440  7,719  (4,870) 128,508  
Cash — End of period$69,466  $3,712  $782  $(6,302) $67,658