$RMIX

Suncrete, Inc.

CIK:0002094433|SEC Filings

Condensed Consolidated Statements of Operations - USD ($)
$ in Thousands

3 Months Ended

6 Months Ended

Jun. 30, 2026

Jun. 30, 2025

Jun. 30, 2026

Jun. 30, 2025

Revenues

$ 97,231

$ 39,496

$ 159,059

$ 77,235

Cost of Goods Sold

68,920

26,781

110,975

51,146

Gross Profit

28,311

12,715

48,084

26,089

Operating Expenses:

Selling, general, and administrative expenses

^[1]

24,765

9,857

41,390

19,491

Acquisition-related costs

^[2]

12,188

13,144

Loss on disposal of assets, net

120

Total operating expenses

37,039

9,897

54,620

19,611

Operating income (loss)

(8,728)

2,818

(6,536)

6,478

Other income (expense):

Other income (expense)

^[3]

(26,950)

(498)

(26,876)

(483)

Interest expense, net

(4,027)

(2,645)

(8,042)

(5,253)

Total other expense

(30,977)

(3,143)

(34,918)

(5,736)

Income (loss) before income taxes

(39,705)

(325)

(41,454)

742

Income tax benefit

(2,595)

Net income (loss)

(37,110)

(325)

(38,859)

742

Less: distributions to senior preferred unitholders

(628)

(577)

(1,226)

(1,167)

Accretion of redeemable preferred units to redemption value

(10,625)

(3,710)

(13,845)

(6,172)

Net loss attributable to common stockholders

$ (48,903)

$ (4,612)

$ (54,470)

$ (6,597)

Weighted average shares of common stock outstanding, basic

67,519,137

19,093,562

43,440,122

19,093,562

Weighted average shares of common stock outstanding, diluted

67,519,137

19,093,562

43,440,122

19,093,562

Basic net loss per share of common stock

$ (0.72)

$ (0.24)

$ (1.25)

$ (0.35)

Diluted net loss per share of common stock

$ (0.72)

$ (0.24)

$ (1.25)

$ (0.35)

Series A Preferred Stock [Member]

Other income (expense):

Dividends

$ (540)

$ 0

$ (540)

$ 0

[1]	Includes approximately $1.1 million and $0.7 million of affiliated consultant compensation incurred during the three months ended June 30, 2026 and 2025, respectively, and approximately $1.8 million and $1.4 million of affiliated consultant compensation incurred during the six months ended June 30, 2026 and 2025, respectively; see “Note 22. ― Related Party Transactions” for additional discussion.
[2]	Includes approximately $5.9 million of reimbursable third-party diligence costs and affiliated diligence and integration fees incurred during the three and six months ended June 30, 2026.
[3]	Includes a $26.9 million non-cash charge for the three and six months ended June 30, 2026, representing the fair value of 2.5 million shares of Class B common stock issued to an affiliated equity holder on the Closing Date pursuant to the Business Combination Agreement. See Note 3. ― Reverse Recapitalization" and “Note 22. ― Related Party Transactions” for additional discussion.

Condensed Consolidated Statements of Cash Flows - USD ($)
$ in Thousands

6 Months Ended

Jun. 30, 2026

Jun. 30, 2025

Cash Flows from Operating Activities:

Net Income (Loss)

$ (38,859)

$ 742

Adjustments to reconcile net income (loss) to net cash provided by (used in) operating activities:

Depreciation and amortization

15,819

8,337

Loss on disposal of assets, net

120

Non-cash lease expense

229

Non-cash share-based compensation

1,084

267

Non-cash contract asset reduction

486

Deferred income taxes

(2,555)

Non-cash expense for Class B shares issued to an affiliated equity holder

26,875

Non-cash debt issuance cost amortization

344

244

Changes in operating assets and liabilities, net of effects of acquisitions

Accounts receivable, net

(8,421)

218

Inventory

4,175

(494)

Other current assets

(1,330)

(168)

Other noncurrent assets, net

(169)

Accounts payable

(10,504)

507

Accrued liabilities

357

(125)

Net cash provided by (used in) operating activities

(12,383)

9,724

Cash Flows from Investing Activities:

Additions to property, plant and equipment

(10,011)

(9,416)

Cash paid for acquisitions, net of cash acquired

(174,054)

Proceeds from sales of property, plant and equipment

123

Net cash used in investing activities

(184,020)

(9,293)

Cash Flows from Financing Activities:

Borrowings of debt

30,000

Repayment of debt

(14,101)

(7,450)

Payment of debt issuance costs

(1,840)

Distributions

(1,226)

(1,167)

Proceeds from issuance of shares to PIPE investors

167,120

Proceeds from merger financing

8,179

^[1]

Proceeds from early termination of Forward Purchase Agreement

56,744

Payment of merger and recapitalization related transaction costs

(26,174)

Net cash provided by (used in) financing activities

218,702

(8,617)

Net change in cash and cash equivalents

22,299

(8,186)

Beginning cash and cash equivalents

6,333

8,410

Ending cash and cash equivalents

$ 28,632

$ 224

[1]

SPAC Settlements consist of $10.5 million of Haymaker transaction costs incurred prior to the closing of the Business Combination, $25.9 million to redeem all outstanding Haymaker public warrants, $56.7 million funded to the counterparty under the Prepaid Forward Purchase Agreement, dated April 6, 2026, by and between Haymaker, Suncrete, Harraden Circle Investors, LP, Harraden Circle Special Opportunities, LP, Harraden Circle Strategic Investments, LP, and Harraden Circle Concentrated, LP (the “Forward Purchase Agreement”) and $3.7 million paid under certain non-redemption agreements entered into in connection with the Business Combination.

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2026	Dec. 31, 2025
Current assets:
Cash and cash equivalents	$ 28,632	$ 6,333
Accounts receivable, net	69,361	33,699
Inventory	24,204	8,723
Other current assets	15,555	5,047
Total current assets	137,752	53,802
Property, plant and equipment, at cost	281,422	168,767
Accumulated depreciation	(27,142)	(15,930)
Property, plant and equipment, net	254,280	152,837
Goodwill	152,983	79,505
Customer relationships, net	84,910
Other noncurrent assets, net	22,632	2,385
Total assets	699,431	384,702
Current liabilities:
Accounts payable	35,331	12,558
Accrued liabilities	43,547	27,080
Current portion of lease liabilities	2,275	475
Long-term debt, current portion	17,370	13,654
Total current liabilities	98,523	53,767
Long-term lease liability	13,366	1,727
Deferred income taxes	21,785	0
Other long-term liabilities	6,650	0
Long-term debt, net	201,103	186,625
Total liabilities	341,427	242,119
Commitments and contingencies (Note 17)
Stockholders' Equity (Deficit):
Accumulated deficit	(57,892)	(14,632)
Additional paid-in capital	415,889	0
Total stockholders' equity (deficit)	358,004	(14,630)
Total liabilities, redeemable mezzanine equity and stockholders' equity (deficit)	699,431	384,702
Customer Relationships [Member]
Current assets:
Customer relationships, net	84,910	71,373
Trade Name [Member]
Current assets:
Trade name	46,874	24,800
Redeemable Senior Preferred Units [Member]
Redeemable mezzanine equity:
Temporary Equity, Carrying Amount, Attributable to Parent	0	26,590
Redeemable preferred units [Member]
Redeemable mezzanine equity:
Temporary Equity, Carrying Amount, Attributable to Parent	0	130,623
Series A Preferred Stock [Member]
Stockholders' Equity (Deficit):
Preferred stock, value	0	0
Common Class A [Member]
Stockholders' Equity (Deficit):
Common stock, value	5	1
Common Class B [Member]
Stockholders' Equity (Deficit):
Common stock, value	$ 2	$ 1