Suncrete (RMIX) Registration filing summary

Company overview and business model

• Operates a ready-mix concrete logistics and distribution platform across Oklahoma, Arkansas, Texas, and Louisiana, with expansion plans in the Sunbelt region through acquisitions and organic growth.

• Focuses on dense local market coverage, optimized logistics, and disciplined pricing to maintain leading market share in core metropolitan areas.

• Business model centers on efficient production and on-time delivery, leveraging technology and operational expertise for high cash conversion and resilient performance.

• Not a construction services or cement manufacturing company; instead, acts as a logistics and distribution platform, reducing capital intensity.

• Customer base is diversified across commercial, infrastructure, and residential construction, with no single customer accounting for more than 5% of revenue in 2025.

Financial performance and metrics

• For the year ended December 31, 2025, reported revenue of $194.9 million, with gross profit of $66.9 million (34.4% margin) and net income of $2.0 million.

• Adjusted EBITDA for 2025 was $41.3 million, representing a 21.2% margin.

• Cost of goods sold was $127.9 million (65.6% of revenue), with SG&A expenses of $45.6 million.

• Cash and cash equivalents at year-end 2025 were $6.3 million, with $21.5 million available under the revolving loan.

• Net cash provided by operating activities in 2025 was $21.5 million; net cash used in investing activities was $89.0 million, primarily for acquisitions and capital expenditures.

• As of December 31, 2025, total assets were $384.7 million, with $186.6 million in long-term debt and $157.2 million in redeemable mezzanine equity.

Use of proceeds and capital allocation

• Will not receive proceeds from the sale of offered securities by selling holders; may receive up to $5.4 million from the exercise of warrants for cash, to be used for general corporate purposes.

• Proceeds from recent PIPE investments and forward purchase agreements were used to fund acquisitions and business combination transactions.

• Capital allocation prioritizes acquisitions, maintenance and growth capital expenditures, and debt service.