Item 2. PROPERTIES

19K characters. Original on sec.gov · Markdown

Item 2. PROPERTIES

Building Materials Business

As of December 31, 2024, the Company processed or shipped aggregates from 389 quarries, mines and distribution yards in 28 states, Canada and The Bahamas. No individual quarry or mine is material to the Company’s business or financial condition. The Company’s aggregates reserves, on average, represent more than 85 years at the 2024 annual production level. However, certain locations may be subject to more limited reserves and may not be able to expand. As of December 31, 2024, the Company operated 78 aggregates distribution yards. In total, aggregates locations (quarries, mines and distribution yards) include 191 located on land owned by the Company free of major encumbrances, 121 on leased land, 64 on land owned in part and leased in part and 13 on facilities neither owned nor leased where raw materials are removed under an agreement. In addition, as of December 31, 2024, the Company processed and shipped ready mixed concrete and asphalt products from 110 properties in five states, of which 84 are located on land owned by the Company free of major encumbrances, 22 are on leased land and 4 are on land owned in part and leased in part.

An overview of the Company’s quarrying and mining operations is included in Business—Building Materials Business and Business—Environmental and Governmental Regulations included in Item 1, Business of this Form 10-K, which is incorporated herein by reference. The following map presents the locations of these quarries and underground mines as of December 31, 2024:

img131562878_1.jpg

Mineral reserves and mineral resources for the Company’s aggregates and cement businesses have been prepared in accordance with the disclosure requirements of subpart 1300 of U.S. Securities and Exchange Commission Regulation S-K. Mineral resources represent concentrations or occurrences of material of economic interest in or on the Earth's crust in such form, grade or quality, and quantity that there are reasonable prospects for economic extraction. A mineral resource is a

Form 10-K ♦ Page 27img131562878_0.jpg

Part I ♦ Item 2 – Properties

reasonable estimate of mineralization, taking into account relevant factors such as cut-off grade, likely mining dimensions, location or continuity, that, with the assumed and justifiable technical and economic conditions, is likely to, in whole or in part, become economically extractable. A measured mineral resource is that part of the mineral resource for which quantity and grade or quality are estimated on the basis of conclusive geological evidence and sampling in sufficient detail to support detailed extraction planning and final evaluation of the economic viability of the deposit to be quarried or mined. An indicated mineral resource is that part of a mineral resource for which quantity and grade or quality are estimated on the basis of adequate geological evidence and sampling in sufficient detail to support mine planning and evaluation of the economic viability of the deposit of the material to be quarried or mined. Inferred mineral resources are that part of a mineral resource for which quantity and grade or quality are estimated on the basis of limited geological evidence and sampling.

A mineral reserve is an estimate of tonnage and grade or quality of indicated and measured mineral resources that, in the opinion of the qualified person, can be the basis of an economically viable project. More specifically, it is the economically mineable part of a measured or indicated mineral resource, which includes diluting materials and allowances for losses that may occur when the material is mined or extracted. A probable mineral reserve is the economically mineable part of an indicated and, in some cases, a measured mineral resource. A proven mineral reserve is the economically mineable part of a measured mineral resource and can only result from the conversion of a measured mineral resource. The Company estimates proven and probable mineral reserves based on the results of drilling and testing completed by or under the supervision of qualified persons.

The Company uses various exploratory drilling methods, depending on the type of deposit, to estimate mineral reserves that are economically mineable. The extent of drilling varies depending on the complexity of the mineral deposit and whether the location is a potential new site (greensite), an existing location or a potential acquisition. More extensive drilling is performed for potential greensites and acquisitions, and, in certain cases, the Company may rely on existing geological data or results of prior drilling by reputable third parties. Subsequent to drilling, selected drill samples are tested by an accredited laboratory for soundness, abrasion resistance and other physical properties relevant to the aggregates industry. If the mineral reserves meet the Company’s standards and are economically mineable, they are either leased or purchased. Once in operation, routine quality control testing is performed to ensure the quality grade of aggregates continues to meet specifications.

In determining the amount of reserves, evaluations are completed by or under the supervision of qualified Company personnel using industry best practices and internal controls defined by the Company. Reserve estimates represent net tons after consideration of applicable losses incurred during mining and plant processing. The Company’s policy is to exclude from reserve estimates the portions of a mineral deposit that are not available due to property boundaries, set-backs and plant configurations, as deemed appropriate when estimating reserves. The Company uses the same methods of analysis to evaluate and estimate the amount of its mineral reserves used in the cement manufacturing process for its cement operations as it does for its aggregates operations. For additional information on the Company’s assessment of reserves, see Management’s Discussion and Analysis of Financial Condition and Results of Operations – Other Financial Information - Critical Accounting Policies and Estimates - Property, Plant and Equipment included under Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations of this Form 10-K. While the mineral reserve and resource classification categories (proven and probable) identify relative confidence of reserve estimates, there is inherent risk associated with such estimates. The Company bases estimates on the information known at the time of determination and regularly reevaluates reserves whenever new information indicates a material change in reserves at one of the Company’s sites.

In general, quarry and mining facilities must comply with air quality, water quality, noise regulations, zoning and special-use permitting requirements, applicable mining regulations, and federal health and safety requirements. As new quarry and mining sites are located and acquired, the Company works closely with local authorities during the zoning and permitting processes to design new quarries and mines in such a way as to minimize disturbances. The Company frequently acquires large tracts of land so that quarry, mine and production facilities can be situated substantial distances from surrounding property owners.

Set forth in the tables below are the Company’s estimates as of December 31, 2024 of proven and probable mineral reserves of aggregates (crushed stone and sand and gravel) and measured, indicated and inferred mineral resources of aggregates (exclusive of proven and probable reserves), shown on a geographic division basis. The East Division includes Alabama, Florida, Georgia, Maryland, North Carolina, Pennsylvania, South Carolina, Tennessee, Virginia, Canada and The Bahamas. The Central Division includes Indiana, Iowa, Kansas, Kentucky, Minnesota, Missouri, Nebraska, Ohio, Tennessee and West Virginia. The Southwest Division includes Arkansas, Louisiana, Oklahoma and Texas. The West Division includes Arizona, California, Colorado, Utah, Washington and Wyoming. The reserve estimates shown were determined to be economically mineable using a reasonable and justifiable price for salable product based on the average selling price for the year ended December 31, 2023

Form 10-K ♦ Page 28img131562878_0.jpg

Part I ♦ Item 2 – Properties

with respect to each division for each product category of aggregates resources. The Company’s estimate of resources and reserves of aggregates shown in the tables below includes resources and reserves that would be devoted for use in the Company’s cement product line and Magnesia Specialties business.

Summary Mineral Resources At End of Fiscal Year Ended December 31, 2024****1,2
Measured Mineral ResourcesIndicated Mineral ResourcesMeasured + Indicated Mineral ResourcesInferred Mineral Resources
Tons (in thousands)Grades/QualitiesTons (in thousands)Grades/QualitiesTons (in thousands)Grades/QualitiesTons (in thousands)Grades/Qualities
Crushed Stone
East Division144,299Crushed Stone442,984Crushed Stone587,283Crushed Stone695,850Crushed Stone
Central Division—Crushed Stone22,730Crushed Stone22,730Crushed Stone—Crushed Stone
Southwest Division—Crushed Stone—Crushed Stone—Crushed Stone—Crushed Stone
West Division61,320Crushed Stone7,572Crushed Stone68,892Crushed Stone—Crushed Stone
Total crushed stone205,619473,286678,905695,850
Sand & Gravel
East Division—Sand & Gravel—Sand & Gravel—Sand & Gravel11,270Sand & Gravel
Central Division1,102Sand & Gravel35,390Sand & Gravel36,492Sand & Gravel—Sand & Gravel
Southwest Division—Sand & Gravel—Sand & Gravel—Sand & Gravel—Sand & Gravel
West Division68,839Sand & Gravel125,091Sand & Gravel193,930Sand & Gravel—Sand & Gravel
Total sand & gravel69,941160,481230,42211,270
Summary Mineral Reserves****At End of Fiscal Year Ended December 31, 2024 1,2
Proven Mineral ReservesProbable Mineral ReservesTotal Mineral Reserves
Tons (in thousands)Grades/QualitiesTons (in thousands)Grades/QualitiesTons (in thousands)Grades/Qualities
Crushed Stone
East Division4,510,536Crushed Stone4,181,925Crushed Stone8,692,461Crushed Stone
Central Division1,546,300Crushed Stone1,219,615Crushed Stone2,765,915Crushed Stone
Southwest Division1,999,687Crushed Stone1,506,529Crushed Stone3,506,216Crushed Stone
West Division413,766Crushed Stone526,325Crushed Stone940,091Crushed Stone
Total crushed stone8,470,2897,434,39415,904,683
Sand & Gravel
East Division87,809Sand & Gravel98,374Sand & Gravel186,183Sand & Gravel
Central Division211,857Sand & Gravel94,472Sand & Gravel306,329Sand & Gravel
Southwest Division52,373Sand & Gravel146,416Sand & Gravel198,789Sand & Gravel
West Division227,561Sand & Gravel16,522Sand & Gravel244,083Sand & Gravel
Total sand & gravel579,600355,784935,384

The tons presented were determined to be economically mineable using the 2023 average selling price per ton for that product category in that geographic division. There is a range of selling prices for each product category and each geography that depend on the type of product, whether it is washed or not, and its end use. The average selling price per ton used for crushed stone for the East Division, Central Division, Southwest Division and West Division was $19.93, $18.46, $14.35 and $16.31, respectively. The average selling price per ton used for sand and gravel for the East Division, Central Division, Southwest Division and West Division was $11.92, $13.27, $17.30 and $18.80, respectively. These prices exclude any portion of revenues allocated to freight, including internal freight to ship products from a producing quarry to a distribution terminal and third-party freight to deliver product to a customer.

For the purposes of this table, the Company calculates its mineral reserves based on land that has been zoned for quarrying and land for which the Company has determined zoning is not required. The Company's reserves presented in the Central Division include dolomitic limestone reserves used in the Magnesia Specialties business. The Company's reserves presented in the Southwest Division include limestone reserves used in the cement product line.

The following presents the Company’s total annual production for the last three years shown on a product line-by-product line basis.

**Total Annual Production (tons in millions)**For year ended December 31
202420232022
Aggregates190.8208.5214.5
Cement limestone3.36.16.6
Magnesia Specialties limestone3.13.52.9
Total197.2218.1224.0
Form 10-K ♦ Page 29img131562878_0.jpg

Part I ♦ Item 2 – Properties

Cement

As of December 31, 2024, the Company processed or shipped cement from three properties, all of which are located on land owned by the Company free of major encumbrances, in Midlothian, Texas, south of Dallas/Fort Worth. The following table summarizes certain information about the Company’s cement production facility, at December 31, 2024:

PlantRated Annual Productive Capacity-Tons of Clinker (in millions)Manufacturing ProcessService DateInternally Estimated Reserves—Years
Midlothian, TX2.4Dry200160

Reserves identified with the facility shown above are contained on approximately 1,400 acres of land owned by the Company. As of December 31, 2024, the Company estimated its total proven and probable limestone reserves on such land to be approximately 215 million tons, which are included in the Summary Mineral Reserves table.

The Company’s cement manufacturing facility includes kilns, crushers, pre-heaters/calciners, coolers, finish mills and other equipment used to process limestone and other raw materials into cement, as well as equipment used to extract and transport the limestone from the adjacent quarries. This cement manufacturing facility is served by rail and truck.

As of December 31, 2024, the Company also operated, directly or through third parties, 2 cement distribution terminals.

Magnesia Specialties Business

The Magnesia Specialties business currently operates major manufacturing facilities in Manistee, Michigan, and Woodville, Ohio. Both of these facilities are owned.

Other Properties

The Company’s principal corporate office, which it leases, is located in Raleigh, North Carolina. The Company owns and leases various administrative offices for its five operating business segments.

Condition and Utilization

The Company’s principal properties, which are of varying ages and construction types, are believed to be generally in good condition, are generally well maintained, and are generally suitable and adequate for the purposes for which they are used.

During 2024, the principal properties of the aggregates operations were believed to be utilized at average productive capacities of approximately 71% and were capable of supporting a higher level of market demand. The Company adjusts its production schedules to meet volume demand for its products.

During 2024, the Midlothian, Texas cement kiln operated on average at 72% utilization. The cement business’ leadership, in collaboration with the aggregates and ready mixed concrete teams, has developed strategic plans regarding inter-plant efficiencies, as well as tactical plans addressing plant utilization and efficiency.

The Company’s Magnesia Specialties business expects future organic profit growth to result from increased pricing, commercialization of new products, entry into new or adjacent markets and optimization of overall product mix. Any unplanned change in costs or customers introduces volatility to the earnings of the Magnesia Specialties segment. The dolomitic lime business of the Magnesia Specialties segment operated at 73% utilization in 2024.

Form 10-K ♦ Page 30img131562878_0.jpg

♦ Information About Our Executive Officers

Previous: Item 1B. UNRESOLVED STAFF COMMENTS · Next: Item 3. LEGAL PROCEEDINGS