Sterling Construction Company, Inc. STRL

NAS: STRL | ISIN: US8592411016   3/11/2025
392,77 USD (+3,93%)
(+3,93%)   3/11/2025

Sterling Reports Record Third Quarter 2025 Results and Increases Full Year Guidance

THE WOODLANDS, Texas, Nov. 3, 2025 /PRNewswire/ -- Sterling Infrastructure, Inc. (NasdaqGS: STRL) ("Sterling" or the "Company") today announced record financial results for the third quarter of 2025.

The financial comparisons herein are to the prior year quarter, unless otherwise noted.

Due to the deconsolidation of the RHB joint venture on December 31, 2024, RHB is no longer included in consolidated revenue or backlog. As such, prior-year comparisons for these metrics have been adjusted to exclude RHB. Please see the "Historical Quarterly Backlog Information" section below for reconciliations to historical figures.

Third Quarter  2025 Results

  • Revenues of $689.0 million. Revenues increased 32% excluding RHB from the prior year quarter. The CEC acquisition contributed $41.4 million to revenue in the quarter.
  • Gross margin of 24.7%, up from 21.9%.
  • Net income of $92.1 million, or $2.97 per diluted share, increases of 50% and 51%, respectively, and a new third quarter record.
  • Adjusted net income(1) of $107.7 million, or $3.48 per diluted share, increases of 57% and 58%, respectively.
  • EBITDA(1) of $143.1 million, an increase of 42% and a new third quarter record.
  • Adjusted EBITDA(1) of $155.8 million, an increase of 47%.
  • Cash flows from operations totaled $253.9 million for the nine months ended September 30, 2025.
  • Cash and cash equivalents totaled $306.4 million at September 30, 2025.
  • Backlog at September 30, 2025 was $2.58 billion. The CEC acquisition contributed $475.3 million to backlog.
  • Combined backlog(2) at September 30, 2025 was $3.44 billion. The CEC acquisition contributed $810.5 million to combined backlog.
  • Share repurchases totaled $4.7 million in the quarter at an average price of $274.37 per share.

(1) See "Non-GAAP Measures", "Adjusted Net Income Reconciliation", and "EBITDA Reconciliation" sections below for more information.

(2) Combined Backlog includes Unsigned Awards of $868.8 million at September 30, 2025, with $335.3 million of Unsigned Awards contributed from CEC.

CEO Remarks and Outlook

"Our outstanding third quarter results reflect the strength of our portfolio, as we delivered very strong top line growth of 32% and even better bottom-line growth, with adjusted diluted earnings per share reaching $3.48, a 58% increase," stated Joe Cutillo, Sterling's Chief Executive Officer. "Revenue growth was again fueled by strong 58% growth in E-Infrastructure Solutions and 10% growth in Transportation Solutions, which more than offset softness in the Building Solutions market. Gross profit margins in the quarter of 25% marked a new high for the Company, as we have shifted the business toward higher-margin service offerings. The combination of strong revenue growth and gross margin expansion contributed to adjusted EBITDA growth of 47%."

Mr. Cutillo continued, "We ended the quarter with signed backlog of $2.6 billion, which grew 34% year-over-year on a same-store basis. Combined backlog grew 44% and reached over $3 billion for the first time in our history. Third quarter book to burn ratios excluding the impact of CEC, were 1.23x for backlog and 1.76x for combined backlog. With the addition of CEC, the aggregate of our combined backlog and high-probability future phase work gives us visibility into a pool of work totaling more than $4 billion. Our operating cash flow generation in the third quarter was again excellent at $84 million, and we remain in a positive net cash position."

Mr. Cutillo added, "In E-Infrastructure Solutions, we achieved 58% revenue growth and 57% adjusted operating income growth in the third quarter. Revenue for the legacy Site Development business increased 42% and operating margins expanded both year over year and sequentially. The strength of our margin profile reflects our shift toward large, mission-critical projects, including data centers and manufacturing, where our scale, superior execution, and track record of delivering projects on time are extremely valuable to our customers. Notably, awards for our site development services remained strong in the quarter, outpacing the strong backlog burn.

We are pleased to have closed the CEC acquisition in the quarter, which contributed $41 million to revenue and adjusted operating income that was in-line with our expectations in September. As we have begun early discussions with our customers, we have even more confidence that the combination of CEC's leading electrical services to high-growth markets and Sterling's best-in-class site civil infrastructure services will allow us to accelerate project timelines and drive even more value.

Transportation Solutions revenue increased 10% and adjusted operating income grew 40%. We continue to see solid demand and project opportunities in our core Rocky Mountain and Arizona regions. The downsizing of our low-bid Texas heavy highway business is progressing to plan. This shift will weigh on backlog and revenue in the near term, but will continue to benefit margins as we move through 2025 and into 2026.

In Building Solutions, revenue declined 1% and adjusted operating income declined 10%. Our residential businesses continued to be impacted by the slowdown in the housing market, as prospective homebuyers are facing affordability challenges. We remain bullish on the multi-year demand trends in our key geographies, but expect soft market conditions to persist in the near term."

"We believe 2025 will be another record year for Sterling as we continue to drive bottom line growth that outpaces top line growth. We are raising our 2025 guidance to reflect our strong year-to-date performance, backlog, and visibility into future phase opportunities. The midpoints of our revised 2025 guidance would represent 27% year-over-year revenue growth as adjusted for RHB, 47% adjusted diluted earnings per share growth and 42% adjusted EBITDA growth," Mr. Cutillo concluded.

Full Year 2025 Guidance

  • Revenue of $2.375 billion to $2.390 billion
  • Net Income of $270 million to $275 million
  • Diluted EPS of $8.73 to $8.87
  • EBITDA(1) of $448 million to $453 million

Full Year 2025 Adjusted Guidance

Please see the "Adjusted Net Income Guidance Reconciliation" and "EBITDA Guidance Reconciliation" sections below for reconciliations of GAAP to non-GAAP measures and comparable 2024 results.

  • Adjusted Net Income(1) of $321 million to $326 million
  • Adjusted Diluted EPS(1) of $10.35 to $10.52
  • Adjusted EBITDA(1) of $486 million to $491 million

(1) See "Non-GAAP Measures", "Adjusted Net Income Guidance Reconciliation" and "EBITDA Guidance Reconciliation" sections below for more information.

Conference Call

Sterling's management will hold a conference call to discuss these results and recent corporate developments on Tuesday, November 4, 2025 at 9:00 a.m. ET/8:00 a.m. CT. Interested parties may participate in the call by dialing (800) 836-8184. Please call in 10 minutes before the conference call is scheduled to begin and ask for the Sterling Infrastructure call. To coincide with the conference call, Sterling will post a slide presentation at www.strlco.com on the Events & Presentations section of the Investor Relations tab. Following management's opening remarks, there will be a question and answer session.

To listen to a simultaneous webcast of the call, please go to the Company's website at www.strlco.com at least 15 minutes early to download and install any necessary audio software. If you are unable to listen live, the conference call webcast will be archived on the Company's website for 30 days.

About Sterling

Sterling operates through a variety of subsidiaries within three segments specializing in E-Infrastructure, Transportation and Building Solutions in the United States, primarily across the Southern, Northeastern, Mid-Atlantic and Rocky Mountain regions and the Pacific Islands. E-Infrastructure Solutions provides advanced, large-scale site development services and mission-critical electrical services for data centers, semiconductor fabrication, manufacturing, distribution centers, warehousing, power generation and more. Transportation Solutions includes infrastructure and rehabilitation projects for highways, roads, bridges, airports, ports, rail and storm drainage systems. Building Solutions includes residential and commercial concrete foundations for single-family and multi-family homes, parking structures, elevated slabs, other concrete work, plumbing services, and surveys for new single-family residential builds. From strategy to operations, we are committed to sustainability by operating responsibly to safeguard and improve society's quality of life. Caring for our people and our communities, our customers and our investors – that is The Sterling Way.

Joe Cutillo, CEO, "We build and service the infrastructure that enables our economy to run,
our people to move and our country to grow."

Important Information for Investors and Stockholders

Non-GAAP Measures

This press release contains "Non-GAAP" financial measures as defined under Regulation G of the amended U.S. Securities Exchange Act of 1934. The Company reports financial results in accordance with U.S. generally accepted accounting principles ("GAAP"), but the Company believes that certain Non-GAAP financial measures provide useful supplemental information to investors regarding the underlying business trends and performance of the Company's ongoing operations and are useful for period-over-period comparisons of those operations.

Non-GAAP measures may include adjusted net income, adjusted operating income, adjusted EPS, EBITDA and adjusted EBITDA, in each case excluding the impacts of certain identified items. The excluded items represent items that the Company does not consider to be representative of its normal operations. The Company believes that these measures are useful for investors to review, because they provide a consistent measure of the underlying financial results of the Company's ongoing business and, in the Company's view, allow for a supplemental comparison against historical results and expectations for future performance. Furthermore, the Company uses each of these to measure the performance of the Company's operations for budgeting and forecasting, as well as for determining employee incentive compensation. However, Non-GAAP measures should not be considered as substitutes for net income, EPS, or other data prepared and reported in accordance with GAAP and should be viewed in addition to the Company's reported results prepared in accordance with GAAP.

Reconciliations of Non-GAAP financial measures to the most comparable GAAP measures are provided in the tables included within this press release.

Cautionary Statement Regarding Forward-Looking Statements

This press release contains statements that are considered forward-looking statements within the meaning of the federal securities laws. These forward-looking statements are subject to a number of risks and uncertainties, many of which are beyond our control, which may include statements about: the anticipated benefits of the CEC acquisition; our business strategy; our financial strategy; our industry outlook; our guidance; our expected margin growth; and our plans, objectives, expectations, forecasts, outlook and intentions. All of these types of statements, other than statements of historical fact included in this press release, are forward-looking statements. In some cases, forward-looking statements can be identified by terminology such as "may," "will," "could," "would," "should," "expect," "plan," "project," "intend," "anticipate," "believe," "estimate," "predict," "potential," "pursue," "target," "guidance," "continue," the negative of such terms or other comparable terminology. The forward-looking statements contained in this press release are largely based on our expectations, which reflect estimates and assumptions made by our management. These estimates and assumptions reflect our best judgment based on currently known market conditions and other factors. Although we believe such estimates and assumptions to be reasonable, they are inherently uncertain and involve a number of risks and uncertainties that are beyond our control. In addition, management's assumptions about future events may prove to be inaccurate. Management cautions all readers that the forward-looking statements contained in this press release are not guarantees of future performance, and we cannot assure any reader that such statements will be realized or the forward-looking events and circumstances will occur. Actual results may differ materially from those anticipated or implied in the forward-looking statements due to factors listed in the "Risk Factors" section in our filings with the U.S. Securities and Exchange Commission and elsewhere in those filings. Additional factors or risks that we currently deem immaterial, that are not presently known to us or that arise in the future could also cause our actual results to differ materially from our expected results. Given these uncertainties, investors are cautioned that many of the assumptions upon which our forward-looking statements are based are likely to change after the date the forward-looking statements are made. The forward-looking statements speak only as of the date made, and we undertake no obligation to publicly update or revise any forward-looking statements for any reason, whether as a result of new information, future events or developments, changed circumstances, or otherwise, notwithstanding any changes in our assumptions, changes in business plans, actual experience or other changes. These cautionary statements qualify all forward-looking statements attributable to us or persons acting on our behalf.

Company Contact:
Sterling Infrastructure, Inc.
Noelle Dilts, VP Investor Relations and Corporate Strategy
281-214-0795

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except per share data)

(Unaudited)

 


Three Months Ended
September 30,


Nine Months Ended
September 30,


2025


2024


2025


2024

Revenues

$       689,019


$       593,741


$    1,734,436


$    1,616,923

Cost of revenues

(518,803)


(463,942)


(1,326,240)


(1,297,477)

Gross profit

170,216


129,799


408,196


319,446

General and administrative expense

(37,585)


(30,672)


(106,203)


(85,826)

Intangible asset amortization

(6,035)


(4,280)


(15,074)


(12,857)

Acquisition related costs

(5,349)


(72)


(8,023)


(209)

Earn-out expense

(1,343)


(1,000)


(4,029)


(3,000)

Other operating income (expense), net

5,405


(6,283)


11,082


(15,203)

Operating income

125,309


87,492


285,949


202,351

Interest income

5,677


7,591


19,405


19,798

Interest expense

(4,140)


(6,286)


(14,367)


(19,463)

Income before income taxes

126,846


88,797


290,987


202,686

Income tax expense

(30,517)


(23,404)


(72,959)


(48,960)

Net income, including noncontrolling interests

96,329


65,393


218,028


153,726

Less: Net income attributable to noncontrolling interests

(4,241)


(4,072)


(15,472)


(9,478)

Net income attributable to Sterling common stockholders

$         92,088


$         61,321


$       202,556


$       144,248









Net income per share attributable to Sterling common stockholders:








Basic

$              3.02


$              2.00


$              6.64


$              4.67

Diluted

$              2.97


$              1.97


$              6.56


$              4.63









Weighted average common shares outstanding:








Basic

30,519


30,735


30,491


30,875

Diluted

30,960


31,070


30,875


31,184

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

SEGMENT INFORMATION

(In thousands)

(Unaudited)



Three Months Ended September 30,


Nine Months Ended September 30,

Revenues

2025


% of
Revenue


2024


% of
Revenue


2025


% of
Revenue


2024


% of
Revenue

E-Infrastructure Solutions

$   417,106


60 %


$   263,899


45 %


$   945,775


55 %


$   689,687


43 %

Transportation Solutions

170,490


25 %


227,251


38 %


487,948


28 %


608,995


37 %

Building Solutions

101,423


15 %


102,591


17 %


300,713


17 %


318,241


20 %

Total Revenues

$   689,019




$   593,741




$  1,734,436




$  1,616,923



















Operating Income
















E-Infrastructure Solutions

$   106,614


25.6 %


$     68,076


25.8 %


$   237,023


25.1 %


$   146,922


21.3 %

Transportation Solutions

24,377


14.3 %


18,573


8.2 %


61,605


12.6 %


42,154


6.9 %

Building Solutions

10,752


10.6 %


12,249


11.9 %


32,959


11.0 %


42,837


13.5 %

Segment Operating Income

141,743


20.6 %


98,898


16.7 %


331,587


19.1 %


231,913


14.3 %

Corporate G&A Expense

(9,742)




(10,334)




(33,586)




(26,353)



Acquisition Related Costs

(5,349)




(72)




(8,023)




(209)



Earn-out Expense

(1,343)




(1,000)




(4,029)




(3,000)



Total Operating Income

$   125,309


18.2 %


$     87,492


14.7 %


$   285,949


16.5 %


$   202,351


12.5 %

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(In thousands, except per share data)

(Unaudited)

 


September 30,


December 31,


2025


2024

Assets




Current assets:




Cash and cash equivalents

$                306,395


$                664,195

Accounts receivable

496,058


247,050

Contract assets

102,736


55,387

Receivables from and equity in construction joint ventures

5,204


5,811

Receivable from affiliate


32,054

Other current assets

52,755


17,383

Total current assets

963,148


1,021,880

Property and equipment, net

268,033


236,795

Investment in unconsolidated subsidiary

108,512


107,400

Operating lease right-of-use assets, net

64,232


52,668

Goodwill

580,564


264,597

Other intangibles, net

561,716


316,390

Other non-current assets, net

16,062


17,044

Total assets

$             2,562,267


$             2,016,774

Liabilities and Stockholders' Equity




Current liabilities:




Accounts payable

$                198,323


$                130,420

Contract liabilities

616,273


508,846

Current maturities of long-term debt

15,154


26,423

Current portion of long-term lease obligations

20,980


20,498

Accrued compensation

62,033


36,774

Other current liabilities

54,030


18,997

Total current liabilities

966,793


741,958

Long-term debt

279,479


289,898

Long-term lease obligations

43,588


32,455

Deferred tax liability, net

118,616


109,360

Other long-term liabilities

68,796


16,625

Total liabilities

1,477,272


1,190,296

Stockholders' equity:




Common stock

315


312

Additional paid in capital

369,505


288,395

Treasury stock, at cost

(103,745)


(63,121)

Retained earnings

785,051


582,495

Total Sterling stockholders' equity

1,051,126


808,081

Noncontrolling interests

33,869


18,397

Total stockholders' equity

1,084,995


826,478

Total liabilities and stockholders' equity

$             2,562,267


$             2,016,774

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

(Unaudited)

 


Nine Months Ended September 30,


2025


2024

Cash flows from operating activities:




Net income

$               218,028


$               153,726

Adjustments to reconcile net income to net cash provided by operating activities:




Depreciation and amortization

54,526


50,546

Amortization of debt issuance costs and non-cash interest

633


877

Gain on disposal of property and equipment

(2,500)


(3,280)

Distribution of earnings from unconsolidated subsidiary

16,252


Equity in earnings from unconsolidated subsidiary

(11,082)


Deferred taxes

9,256


6,107

Stock-based compensation

18,241


13,753

Changes in operating assets and liabilities

(49,417)


101,106

Net cash provided by operating activities

253,937


322,835

Cash flows from investing activities:




Acquisitions, net of cash acquired

(484,156)


(4,827)

Capital expenditures

(50,923)


(65,309)

Proceeds from sale of property and equipment

4,014


7,834

Net cash used in investing activities

(531,065)


(62,302)

Cash flows from financing activities:




Repayments of debt

(21,067)


(19,931)

Repurchase of common stock

(48,546)


(50,596)

Withholding taxes paid on net share settlement of equity awards

(9,650)


(13,408)

Debt issuance costs

(1,409)


Other


(34)

Net cash used in financing activities

(80,672)


(83,969)

Net change in cash, cash equivalents, and restricted cash

(357,800)


176,564

Cash, cash equivalents and restricted cash at beginning of period

664,195


471,563

Cash, cash equivalents and restricted cash at end of period

306,395


648,127

Less: restricted cash


Cash and cash equivalents at end of period

$               306,395


$               648,127

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

ADJUSTED NET INCOME RECONCILIATION

(In thousands)     

(Unaudited)

 


Three Months Ended
September 30,


Nine Months Ended
September 30,


2025


2024


2025


2024

Net income attributable to Sterling common stockholders

$         92,088


$         61,321


$       202,556


$       144,248

Non-cash stock-based compensation

5,963


4,371


18,241


13,753

Intangible asset amortization (1)

7,906


4,280


20,688


12,857

Acquisition related costs

5,349


72


8,023


209

Earn-out expense

1,343


1,000


4,029


3,000

Income tax impact of adjustments

(4,947)


(2,563)


(12,782)


(7,203)

Adjusted net income attributable to Sterling common stockholders (2)

$       107,702


$         68,481


$       240,755


$       166,864









Net income per share attributable to Sterling common stockholders:








Basic

$              3.02


$              2.00


$              6.64


$              4.67

Diluted

$              2.97


$              1.97


$              6.56


$              4.63









Adjusted net income per share attributable to Sterling common stockholders:








Basic

$              3.53


$              2.23


$              7.90


$              5.40

Diluted

$              3.48


$              2.20


$              7.80


$              5.35









Weighted average common shares outstanding:








Basic

30,519


30,735


30,491


30,875

Diluted

30,960


31,070


30,875


31,184









(1)

For the three and nine months ended September 30, 2025, intangible asset amortization includes $1,871 and $5,614, respectively related to the basis difference recognized in the deconsolidation of RHB on December 31, 2024.



(2)

The Company defines adjusted net income attributable to Sterling common stockholders as GAAP net income attributable to Sterling common stockholders excluding non-cash stock-based compensation, intangible asset amortization, acquisition related costs, earn-out expense, and the income tax impact of these adjustments. The tax impact of adjustments is determined by using the Company's quarterly and annual effective tax rate, as applicable, unless the nature of the item requires application of a specific tax rate.

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

EBITDA RECONCILIATION

(In thousands)

(Unaudited)

 


Three Months Ended
September 30,


Nine Months Ended
September 30,


2025


2024


2025


2024

Net income attributable to Sterling common stockholders

$         92,088


$         61,321


$       202,556


$       144,248

Depreciation and amortization (1)

22,059


17,363


60,965


50,546

Interest income, net

(1,537)


(1,305)


(5,038)


(335)

Income tax expense

30,517


23,404


72,959


48,960

EBITDA(2)

143,127


100,783


331,442


243,419

Non-cash stock-based compensation

5,963


4,371


18,241


13,753

Acquisition related costs

5,349


72


8,023


209

Earn-out expense

1,343


1,000


4,029


3,000

Adjusted EBITDA(3)

$       155,782


$       106,226


$       361,735


$       260,381









(1)

For the three and nine months ended September 30, 2025, depreciation and amortization includes $1,871 and $5,614, respectively, of intangible asset amortization and $275 and $825, respectively, of depreciation expense related to the basis difference recognized in the deconsolidation of RHB on December 31, 2024.



(2)  

The Company defines EBITDA as GAAP net income attributable to Sterling common stockholders adjusted for depreciation and amortization, net interest income/expense and income tax expense.



(3)

The Company defines adjusted EBITDA as EBITDA excluding the impact of non-cash stock-based compensation, acquisition related costs, and earn-out expense.

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

NON-GAAP SEGMENT INFORMATION

(In thousands)

(Unaudited)

 

The table below presents the three and nine months ended September 30, 2025 and 2024 revenue and operating income by segment as adjusted for the 2024 period to conform to our 2025 presentation reflecting the deconsolidation of RHB on revenue and to exclude the impact of non-cash stock-based compensation, intangible asset amortization, acquisition related costs, and earn-out expense on operating income:


















Three Months Ended September 30,


Nine Months Ended September 30,

Revenues (Excluding RHB)

2025


% of
Revenue


2024


% of
Revenue


2025


% of
Revenue


2024


% of
Revenue

E-Infrastructure Solutions

$  417,106


60 %


$  263,899


51 %


$    945,775


55 %


$    689,687


48 %

Transportation Solutions

170,490


25 %


155,063


30 %


487,948


28 %


424,396


30 %

Building Solutions

101,423


15 %


102,591


19 %


300,713


17 %


318,241


22 %

Total Revenues (Excluding RHB) (1)

$  689,019




$  521,553




$ 1,734,436




$ 1,432,324



















Adjusted Operating Income
















E-Infrastructure Solutions

$  111,697


26.8 %


$    71,244


27.0 %


$    249,998


26.4 %


$    158,430


23.0 %

Transportation Solutions

26,680


15.6 %


19,070


12.3 %


68,528


14.0 %


43,456


10.2 %

Building Solutions

12,594


12.4 %


13,928


13.6 %


38,625


12.8 %


47,754


15.0 %

Adjusted Segment Operating Income

150,971


21.9 %


104,242


20.0 %


357,151


20.6 %


249,640


17.4 %

Corporate G&A Expense

(5,101)




(7,027)




(20,221)




(17,470)



Total Adjusted Operating Income (2)

$  145,870


21.2 %


$    97,215


18.6 %


$    336,930


19.4 %


$    232,170


16.2 %

















(1)  

Due to the deconsolidation of RHB on December 31, 2024, beginning on January 1, 2025, the Company reports RHB's operating income as a single line item ("Other operating income (expense), net") in the Consolidated Statements of Operations. RHB's revenue is no longer included in Sterling's consolidated revenue in 2025. For the three and nine months ended September 30, 2024, total GAAP revenue of $593,741 and $1,616,923, respectively, have been adjusted to exclude $72,188 and $184,599, respectively, of RHB revenue.



(2)

The Company defines adjusted operating income as GAAP operating income excluding the impact of non-cash stock-based compensation, intangible asset amortization, acquisition related costs, and earn-out expense. For the three months ended September 30, 2025, GAAP operating income of $125,309 is adjusted to exclude $5,963 of non-cash stock-based compensation, $7,906 of intangible asset amortization (including $1,871 related to the basis difference of RHB), $5,349 of acquisition related costs, and $1,343 of earn-out expense.




For the nine months ended September 30, 2025, GAAP operating income of $285,949 is adjusted to exclude $18,241 of non-cash stock-based compensation, $20,688 of intangible asset amortization (including $5,614 related to the basis difference of RHB), $8,023 of acquisition related costs, and $4,029 of earn-out expense.




For the three months ended September 30, 2024, GAAP operating income of $87,492 is adjusted to exclude $4,371 of non-cash stock-based compensation, $4,280 of intangible asset amortization, $72 of acquisition related costs, and $1,000 of earn-out expense.




For the nine months ended September 30, 2024, GAAP operating income of $202,351 is adjusted to exclude $13,753 of non-cash stock-based compensation, $12,857 of intangible asset amortization, $209 of acquisition related costs, and $3,000 of earn-out expense.

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

ADJUSTED NET INCOME GUIDANCE RECONCILIATION

(In thousands)     

(Unaudited)

 


Full Year 2025 Guidance


Full Year


Low


High


2024 Actual

Net income attributable to Sterling common stockholders

$   270,000


$   275,000


$   257,461

Gain on deconsolidation of subsidiary, net



(91,289)

Non-cash stock-based compensation

24,000


24,000


19,003

Intangible asset amortization (1)

30,000


30,000


17,037

Acquisition related costs

8,000


8,000


421

Earn-out expense

6,000


6,000


4,756

Income tax impact of adjustments

(17,000)


(17,000)


13,356

Adjusted net income attributable to Sterling common stockholders (2)

$   321,000


$   326,000


$   220,745







Net income per share attributable to Sterling common stockholders:






Diluted

$          8.73


$          8.87


$          8.27







Adjusted net income per share attributable to Sterling common stockholders:






Diluted

$        10.35


$        10.52


$          7.09







Weighted average common shares outstanding:






Diluted (2025 is approximate)

31,000


31,000


31,146







(1)

Full year 2025 guidance includes intangible asset amortization of approximately $7,500 related to the basis difference recognized in the deconsolidation of RHB on December 31, 2024.



(2)

The Company defines adjusted net income attributable to Sterling common stockholders as GAAP net income attributable to Sterling common stockholders excluding the impact of the net gain on deconsolidation of subsidiary, non-cash stock-based compensation, intangible asset amortization, acquisition related costs, earn-out expense, and the income tax impact of these adjustments. The tax impact of adjustments is determined by using the Company's quarterly and annual effective tax rate, as applicable, unless the nature of the item requires application of a specific tax rate.

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

EBITDA GUIDANCE RECONCILIATION

(In millions)

(Unaudited)

 


Full Year 2025 Guidance


Full Year 2024


Low


High


Actual

Net income attributable to Sterling common stockholders

$            270


$            275


$                257

Depreciation and amortization (1)

85


85


68

Interest income, net of interest expense

(3)


(4)


(2)

Income tax expense

96


97


87

EBITDA (2)

448


453


410

Gain on deconsolidation of subsidiary, net



(91)

Non-cash stock-based compensation

24


24


19

Acquisition related costs

8


8


Earn-out expense

6


6


5

Adjusted EBITDA(3)

$            486


$            491


$                343







(1)   

Full year 2025 guidance includes depreciation and intangible asset amortization of approximately $1.1 million and $7.5 million, respectively, related to the basis difference recognized in the deconsolidation of RHB on December 31, 2024.



(2)

The Company defines EBITDA as GAAP net income attributable to Sterling common stockholders, adjusted for depreciation and amortization, net interest income, and income tax expense.



(3)

The Company defines adjusted EBITDA as EBITDA excluding the impact of the net gain on deconsolidation of subsidiary, non-cash stock-based compensation, acquisition related costs and earn-out expense.

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

HISTORICAL QUARTERLY SEGMENT INFORMATION

(In thousands)

(Unaudited)

 

The following tables present our 2024 quarterly revenue by segment as adjusted to conform to our 2025 presentation reflecting the deconsolidation of RHB:












2024 Quarters Ended (Unaudited)



Revenues (GAAP)

March 31


June 30


September 30


December 31


Total

E-Infrastructure Solutions

$        184,476


$        241,312


$        263,899


$        234,041


$        923,728

Transportation Solutions

148,969


232,775


227,251


174,664


783,659

Building Solutions

106,915


108,735


102,591


90,128


408,369

Total Revenues

$        440,360


$        582,822


$        593,741


$        498,833


$    2,115,756











Revenues (RHB)










E-Infrastructure Solutions

$                  —


$                  —


$                  —


$                  —


$                  —

Transportation Solutions

38,464


73,947


72,188


51,277


235,876

Building Solutions





Total Revenues

$          38,464


$          73,947


$          72,188


$          51,277


$        235,876











Revenues (Excluding RHB/Non-GAAP) (1)










E-Infrastructure Solutions

$        184,476


$        241,312


$        263,899


$        234,041


$        923,728

Transportation Solutions

110,505


158,828


155,063


123,387


547,783

Building Solutions

106,915


108,735


102,591


90,128


408,369

Total Revenues

$        401,896


$        508,875


$        521,553


$        447,556


$    1,879,880











(1) Due to the deconsolidation of RHB on December 31, 2024, beginning on January 1, 2025, RHB's revenue is no longer included in Sterling's consolidated revenue.

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

HISTORICAL QUARTERLY SEGMENT INFORMATION

(In thousands)

(Unaudited)

 

The following tables present our 2024 quarterly operating income and adjusted operating income by segment:












2024 Quarters Ended (Unaudited)



Operating Income (GAAP)

March 31


June 30


September 30


December 31


Total

E-Infrastructure Solutions

$          27,169


$          51,677


$          68,076


$          56,437


$        203,359

Transportation Solutions

8,132


15,449


18,573


8,715


50,869

Building Solutions

15,775


14,813


12,249


11,002


53,839

Segment Operating Income

51,076


81,939


98,898


76,154


308,067

Corporate G&A Expense

(7,915)


(8,104)


(10,334)


(11,915)


(38,268)

Acquisition Related Costs

(36)


(101)


(72)


(212)


(421)

Earn-out Expense

(1,000)


(1,000)


(1,000)


(1,756)


(4,756)

Total Operating Income

$          42,125


$          72,734


$          87,492


$          62,271


$        264,622










Adjusted Operating Income (Non-GAAP)









E-Infrastructure Solutions

$          31,345


$          55,841


$          71,244


$          60,316


$        218,746

Transportation Solutions

8,512


15,874


19,070


9,180


52,636

Building Solutions

17,403


16,423


13,928


12,632


60,386

Segment Operating Income

57,260


88,138


104,242


82,128


331,768

Corporate

(5,216)


(5,227)


(7,027)


(8,459)


(25,929)

Adjusted Operating Income (1)

$          52,044


$          82,911


$          97,215


$          73,669


$        305,839











(1)  

The Company defines adjusted operating income as GAAP operating income excluding the impact of non-cash stock-based compensation, intangible asset amortization, acquisition related costs, and earn-out expense.




For the three months ended March 31, 2024, GAAP operating income of $42,125 is adjusted to exclude $4,586 of non-cash stock-based compensation, $4,297 of intangible asset amortization, $36 of acquisition related costs, and $1,000 of earn-out expense.




For the three months ended June 30, 2024, GAAP operating income of $72,734 is adjusted to exclude $4,796 of non-cash stock-based compensation, $4,280 of intangible asset amortization, $101 of acquisition related costs, and $1,000 of earn-out expense.




For the three months ended September 30, 2024, GAAP operating income of $87,492 is adjusted to exclude $4,371 of non-cash stock-based compensation, $4,280 of intangible asset amortization, $72 of acquisition related costs, and $1,000 of earn-out expense.




For the three months ended December 30, 2024, GAAP operating income of $62,271 is adjusted to exclude $5,250 of non-cash stock-based compensation, $4,180 of intangible asset amortization, $212 of acquisition related costs, and $1,756 of earn-out expense.




For the year ended December 30, 2024, GAAP operating income of $264,622 is adjusted to exclude $19,003 of non-cash stock-based compensation, $17,037 of intangible asset amortization, $421 of acquisition related costs, and $4,756 of earn-out expense.

 

STERLING INFRASTRUCTURE, INC. & SUBSIDIARIES

HISTORICAL QUARTERLY BACKLOG INFORMATION

(In thousands)

(Unaudited)

 

The following table presents our 2024 backlog as adjusted to conform to our 2025 presentation reflecting the deconsolidation of RHB:










2024 Quarters Ended (Unaudited)

Backlog

March 31


June 30


September 30


December 31

Backlog (GAAP)

$     2,352,126


$     2,098,781


$     2,055,081


$     2,184,478

Less: RHB Backlog

(528,043)


(476,842)


(485,050)


(491,255)

Backlog excluding RHB

$     1,824,083


$     1,621,939


$     1,570,031


$     1,693,223









 

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SOURCE Sterling Infrastructure, Inc.

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