NYSE:CMC Commercial Metals Q4 2025 Earnings Report $70.89 +0.37 (+0.53%) Closing price 03:59 PM EasternExtended Trading$69.44 -1.45 (-2.05%) As of 07:37 PM Eastern Extended trading is trading that happens on electronic markets outside of regular trading hours. This is a fair market value extended hours price provided by Massive. Learn more. ProfileEarnings HistoryForecast Commercial Metals EPS ResultsActual EPS$1.37Consensus EPS $1.32Beat/MissBeat by +$0.05One Year Ago EPS$0.90Commercial Metals Revenue ResultsActual Revenue$2.11 billionExpected Revenue$2.10 billionBeat/MissBeat by +$15.15 millionYoY Revenue Growth+5.90%Commercial Metals Announcement DetailsQuarterQ4 2025Date10/16/2025TimeBefore Market OpensConference Call DateThursday, October 16, 2025Conference Call Time11:00AM ETUpcoming EarningsCommercial Metals' Q3 2026 earnings is estimated for Monday, June 22, 2026, based on past reporting schedules, with a conference call scheduled at 11:00 AM ET. Check back for transcripts, audio, and key financial metrics as they become available.Conference Call ResourcesConference Call AudioConference Call TranscriptSlide DeckPress Release (8-K)Annual Report (10-K)SEC FilingEarnings HistoryCompany ProfileSlide DeckFull Screen Slide DeckPowered by Commercial Metals Q4 2025 Earnings Call TranscriptProvided by QuartrOctober 16, 2025 ShareLink copied to clipboard.Key Takeaways Positive Sentiment: CMC announced the acquisition of Foley Products (plus CPMP) to create a large-scale precast platform, making CMC the third-largest U.S. precast player with 35 facilities across 14 states and clear operational complementarities. Positive Sentiment: The combined Precast platform is expected to generate approximately $250 million of adjusted EBITDA in calendar 2025 with margins over 34%, which management says would raise CMC’s overall core EBITDA margin by more than two percentage points and materially improve free cash flow conversion. Negative Sentiment: The total consideration for Foley and CPMP is about $2.5 billion financed with cash and committed bank debt, which is expected to lift net leverage to roughly 2.7x trailing EBITDA after close, with a plan to delever below 2.0x within 18 months. Positive Sentiment: Operational programs and organic projects are driving improvement: the TAG program delivered $50 million of EBITDA benefit in FY25 and is now expected to reach a run-rate of over $150 million by end of FY26, while Arizona II produced a full quarter of positive EBITDA and Steel West Virginia earned an ~$80 million net tax credit. Neutral Sentiment: Management guided FY26 capex of about $600 million (≈$350 million for Steel West Virginia), expects Q1 results roughly in line with Q4, and forecasts a very low U.S. federal cash tax cash burden in FY26–FY27 that should support near-term free cash flow despite higher near-term spending. AI Generated. May Contain Errors.Conference Call Audio Live Call not available Earnings Conference CallCommercial Metals Q4 202500:00 / 00:00Speed:1x1.25x1.5x2xTranscript SectionsPresentationParticipantsPresentationSkip to Participants Operator00:00:00Hello and welcome, everyone, to the fiscal 2025 fourth quarter and year-end earnings call for CMC. Joining me on today's call are Peter Matt, CMC's President and Chief Executive Officer, and Paul Lawrence, Senior Vice President and Chief Financial Officer. Today's materials, including the press releases and supplemental slides that accompany this call, can be found on CMC's Investor Relations website. Today's call is being recorded. After the company's remarks, we will have a question-and-answer session, and we'll have a few instructions at that time. I would like to remind all participants that today's discussion contains forward-looking statements, including with respect to economic conditions, effects of legislations and trade actions, U.S. Operator00:00:44steel import levels, construction activity, demand for finished steel products, the expected capabilities, benefits, costs, and timeline for construction of new facilities, the benefits and impact of the pending acquisitions of Foley Products Company and Concrete, Pipe and Precast, the company's operations, the company's strategic growth plan and its anticipated benefits, legal proceedings, the company's future results of operations, financial measures, and capital spending. These statements reflect the company's beliefs based on current conditions but are subject to risks and uncertainties. The company's earnings release, most recent annual report on Form 10-K, and other filings with the U.S. Securities and Exchange Commission contain additional information concerning factors that could cause actual results to differ materially from those projected in forward-looking statements. Except as required by law, CMC does not assume any obligation to update, amend, or clarify these statements. Operator00:01:44Some numbers presented will be non-GAAP financial measures, and reconciliations for such numbers can be found in the company's earnings release, supplemental slide presentation, or on the company's website. In addition, today's presentation includes financial information that gives effect to the consummation of pending acquisitions. Pro forma financial information is presented for illustrative purpose only and is based on available information and certain assumptions and estimates that the company believes are reasonable. The pro forma financial information may not necessarily reflect what the company's result of operations and financial position would have been had the transactions occurred during the periods discussed or what the company's results of operations and financial position will be in the future. Unless stated otherwise, all references made to year or quarter end are references to the company's fiscal year or fiscal quarter. Operator00:02:39Now, for opening remarks and introductions, I will turn the call over to Peter. Peter MattPresident and CEO at CMC00:02:43Good morning, everyone, and thank you for joining our conference call. As you've likely already seen, we have a lot of ground to cover today. First, we are excited to share more about CMC's agreement to acquire Foley Products Company, after which we will cover our fourth quarter performance, fiscal 2025 strategic progress, and our outlook before opening the call to questions. To supplement today's commentary, we have posted two presentations to our IR website, one for the Foley acquisition and one detailing our fourth quarter and fiscal 2025 results. Starting with Foley, we are thrilled to add a best-in-class business with industry-leading margins to CMC's portfolio. In combination with our recently announced acquisition of CPMP, the addition of Foley will create a high-quality, large-scale platform in the strategically attractive precast industry, greatly enhancing CMC's financial profile and growth over the long term. Peter MattPresident and CEO at CMC00:03:47I am confident that the acquisition of Foley will increase our value proposition for customers and shareholders alike, extending our growth runway and marking another major milestone as we execute our strategy. Slide four of the acquisition presentation provides a brief overview of Foley. Since its founding by Frank Foley over 40 years ago, the company has grown into the largest regional precast producer in the United States, with 580 employees in 18 plants across nine states. Foley has a strong track record of growth and best-in-class margin performance, which is a testament to their talented management team and the industry-leading practices they have developed. We are very excited to welcome them to the CMC family and look forward to collaborating on Foley's continued success. Peter MattPresident and CEO at CMC00:04:40As you can see on slide seven, the addition of Foley, in combination with our recently announced acquisition of CPMP, creates immediate scale for CMC's precast platform. Upon closing both transactions, CMC will be the third largest precast player in the U.S. and a leader across the Mid-Atlantic and Southeast, supported by 35 facilities across 14 states. Our strategic entry into precast will broaden our commercial portfolio to support our customers, enhance our exposure to powerful structural trends in construction, offer new capabilities to address construction industry challenges, and establish a new platform with a significant future runway. Slide eight helps illustrate Foley's best-in-class operations, which will support our ability to build a broader Precast platform and unlock further synergies with CPMP. Peter MattPresident and CEO at CMC00:05:39The left side of the page outlines Foley's industry-leading margin and cash flow profile, which has been consistent over time and is enabled by a highly efficient, low-cost operating model. The company has achieved sustained cost advantages through a combination of centralized production planning, automation, best-in-class manufacturing practices, low-cost support functions, and optimized logistics. Foley has also developed a winning commercial formula with leading design and engineering capabilities, lead times, and product quality. With the most comprehensive product portfolio of any Precast supplier within its core regions, Foley is a true one-stop shop for many construction applications. These capabilities have given the company enduring competitive advantages, which CMC will seek to preserve and strengthen. As highlighted on slide nine, Foley and CPMP have highly complementary footprints, and we see many meaningful synergy opportunities between the two companies. Peter MattPresident and CEO at CMC00:06:47We expect the acquisition of Foley to generate annual run-rate synergies of approximately $25 million - $30 million of EBITDA by year three, in addition to the $5 million - $10 million of EBITDA we originally identified for CPMP. The majority of this benefit will be driven by applying best practices across our platform, including optimized production planning, manufacturing efficiencies, and a simplified structure for support functions. The expected improvement equates to roughly 35% - 40% of CPMP's forecasted 2025 EBITDA, consistent with our previous commentary that synergies would become more significant as our Precast platform gains scale. It is worth pointing out that meaningful commercial synergies are likely to emerge but have not been included in our initial synergy estimate. Peter MattPresident and CEO at CMC00:07:46On slide 10, we illustrate Foley's highly complementary proximity to both CMC and CPMP networks, which we believe will facilitate optimal coordination to achieve operational synergies and, over the longer term, substantial commercial opportunities. As you can see, every Precast site in the Eastern and Western U.S. is located near a CMC rebar mill or fabrication plant, allowing us to maximize value over time through close coordination across commercial, operational, and support functions. In particular, we are excited by the increased value we can bring to customers in these regions by providing CMC's full suite of early-stage construction solutions, from site preparation to structural erection. Our offering will be unique in the marketplace and will grow more compelling over time as we integrate our portfolio and offer attractive turnkey solutions. Peter MattPresident and CEO at CMC00:08:53While a vast majority of the acquired precast facilities are located within one of CMC's densest geographic regions, we will also operate one satellite location in Louisiana and three satellite locations in the Western U.S., which will provide beachheads in those regions and offer the opportunity for profitable bolt-on growth in the future. To conclude my comments on Foley, when we began our study of the precast space nearly two years ago, we immediately identified Foley as a best-in-class operator based on its reputation, its standing among customers, and its top-tier financial profile in the construction materials sector. Our due diligence confirmed Foley's attractiveness as a strong business and drove us to execute on this unique opportunity. I am incredibly excited about both of these announcements, and I am confident that the additions of Foley and CPMP will unlock further upsides as the cornerstones of our newly created precast platform. Peter MattPresident and CEO at CMC00:10:01Both businesses together will position us to drive significant value for our customers and shareholders alike. With that summary of the deal rationale, I'll turn the call over to Paul to discuss the financial details. Paul? Paul LawrenceSVP and CFO at CMC00:10:17Thank you, Peter, and good morning to everyone on the call. I will start by saying I share the excitement and optimism both about this transaction and the strategic momentum we have achieved at CMC over the last year. The acquisition of Foley, in combination with CPMP, is transformative to CMC's financial profile. As shown on slide 11, the creation of the new Precast platform meaningfully shifts the composition of CMC earnings, increases margin levels and free cash flow capabilities, and importantly, should reduce earnings and cash flow volatility in our business. The sum of CPMP and Foley, representing our Precast platform, is expected to generate approximately $250 million of adjusted EBITDA in calendar 2025, before growth and synergies with EBITDA margins in excess of 34%. This compares to CMC's core EBITDA margin of 10.7% and the North America Steel Group adjusted EBITDA margin of 12.2% in fiscal 2025. Paul LawrenceSVP and CFO at CMC00:11:32The addition of these levels of earnings by the Precast operations will significantly shift the composition of CMC's earnings, increasing the combined contribution from our Emerging Businesses Group segment and Precast platform to over 32% of total operating segment adjusted EBITDA. Upon completion of the acquisitions, we expect nearly a third of our profitability will be generated by high value-added solutions with attractive market penetration potential, strong margins, and cash flow conversion. The lower capital intensity of these businesses also means they require less reinvestment to maintain operations and less capital commitment to grow organically, enhancing free cash flows. Margin levels and normalized free cash flow conversion are both expected to increase meaningfully. Paul LawrenceSVP and CFO at CMC00:12:31Based on Foley and CPMP's forecasted results for 2025, the addition of Foley and CPMP would have increased CMC's core EBITDA margin by more than two percentage points, and given the stability of these businesses, we anticipate this improvement to be sustained over time. In fiscal 2025 alone, the platform would have improved normalized free cash flow conversion by over four percentage points. Now I will cover the major terms related to the transaction. Total consideration will be paid at closing and is subject to customary working capital adjustments. This valuation represents a 10.3x multiple on Foley's expected calendar 2025 EBITDA. Importantly, the effective multiple is reduced to approximately 9.2x when cash tax savings are considered, as CMC will benefit from a tax step-up on assets. Paul LawrenceSVP and CFO at CMC00:13:35We believe this is a fair valuation for a fantastic asset, and the multiple reflects Foley's best-in-class margin profile and business characteristics previously discussed by Peter. It's worth noting Foley's EBITDA margins are 5% - 10% higher than those of many blue-chip building product and construction material companies that routinely trade at 10 - 16 times forward EBITDA. Importantly, we anticipate the transaction to be immediately accretive to earnings and cash flow per share. The combined total consideration of approximately $2.5 billion related to the purchases of Foley and CPMP will be funded through a combination of cash on hand and committed bank financing. As soon as feasible, we will seek to raise permanent debt financing in the form of corporate bond offerings. Paul LawrenceSVP and CFO at CMC00:14:31Immediately following the completion of both transactions, which is expected by the end of calendar 2025, CMC's net debt is expected to increase to approximately 2.7x trailing 12-month adjusted combined EBITDA. As we have stated in the past, we are comfortable with temporarily increasing net leverage above our long-term target of two times for the right strategic opportunity, as we did with the highly successful acquisition of Gerdau's U.S. rebar business in 2019. We will prioritize delevering in the quarters ahead with a goal of returning below two times net leverage within 18 months. This effort will be aided by strong free cash flow generation from the Precast platform itself, the wind-down of capital expenditures for the construction of Steel West Virginia, and significant cash tax savings related to the 48C program and the One Big Beautiful Bill. Paul LawrenceSVP and CFO at CMC00:15:33Based on these supportive factors and the positive outlook for our existing business, we are confident in our ability to delever quickly. That concludes my remarks, and I'll turn it back to Peter to cover the fourth quarter and fiscal year. Peter MattPresident and CEO at CMC00:15:51Thank you, Paul. I will now turn to our earnings presentation. The goal of our strategy is to drive meaningful and sustainable improvements to CMC's margins, earnings, cash flow, and returns on capital while reducing volatility in our business. As you can see on slide five, we are executing against this objective along three paths. First, by investing in our people and pursuing excellence in all we do. Second, by investing in value-accretive organic growth. Third, by driving capability-enhancing inorganic growth, as we just discussed in detail. Each of these objectives represents a significant opportunity for CMC, and taken together will be game-changing for our returns, scale, and ultimately the value we create for investors. We made tremendous progress across each of these strategic paths over the last year, and slide six outlines some of our most notable accomplishments. I'll start with investing in our people and pursuing excellence. Peter MattPresident and CEO at CMC00:17:05As I've said before, the most important investment we can make in our people is to keep them safe on the job, and I am proud to report that fiscal 2025 was the safest year in our company's history and marked the third consecutive year of record safety performance. The job of improving safety is never done, but we are in an excellent position to maintain our momentum and cement our position as truly world-class. During the year, we also invested in the leadership, talent, and resources that will support strategic execution across our organization. Within our Emerging Businesses Group, we now have in place a group of veteran leaders who are poised to drive EBG segment performance to new heights. We are already seeing early dividends in our CMC Construction Services and Performance Reinforcing Steel divisions as new sales and margin initiatives take hold. Peter MattPresident and CEO at CMC00:18:07Late in fiscal 2025, we also streamlined reporting structures in our North America Steel Group to facilitate decision-making and provide optimal coordination in supporting key initiatives, including our TAG program efforts. On the topic of TAG, we began execution of our operational and commercial excellence program in fiscal 2025, and I could not be prouder of the progress the CMC team achieved during the year. Not only did we generate $50 million in EBITDA benefits, well in excess of the $40 million we expected, but we also successfully identified additional opportunities to reduce costs, increase efficiencies, cut waste, and drive profitable sales in the future. Looking ahead, I am more confident than ever in this program's ability to drive meaningful and sustained improvement to CMC's financial profile. Peter MattPresident and CEO at CMC00:19:10By the end of fiscal 2026, we now expect to generate a run-rate annualized EBITDA benefit of more than $150 million with virtually no related capital investment. The next strategic path is value-accretive organic growth, which we anticipate will represent a meaningful source of new earnings and cash flow over the next several years, particularly as our Arizona II and Steel West Virginia mill investments reach full operations. I am pleased to report that we made significant progress on both projects during fiscal 2025. Notably, we achieved a full quarter of positive EBITDA at Arizona II, for which I would like to congratulate our team out west. I would also like to highlight CMC's attainment of an approximately $80 million net tax credit related to Steel West Virginia under the 48C program, which we will realize in fiscal 2026 and effectively reduces our capital investment in this project. Peter MattPresident and CEO at CMC00:20:19Finally, turning to capability-enhancing inorganic growth, as I've already discussed at length, we have created a large-scale precast platform with the announced acquisitions of Foley and CPMP. We believe this platform will greatly enhance CMC's financial profile, increase our value to customers, and provide an avenue for meaningful long-term growth. Paul will cover the financials, but before this, I would like to briefly reflect on our markets. First, in North America, a combination of resilient construction activity and a balanced supply landscape resulted in favorable conditions for both volumes and margins during the quarter. Shipments of finished steel increased year over year and were unchanged from the prior quarter's strong level. Peter MattPresident and CEO at CMC00:21:13Downstream bid volumes, our best gauge of the construction pipeline, remained healthy and were consistent with recent quarters as we continued to see strength across a number of key market segments, including public works, highway and bridge, institutional buildings, and data centers. As we have indicated previously, we see substantial pent-up demand, particularly within non-residential markets. This view is supported by historic strength in the Dodge Momentum Index, or DMI, as well as recent conversations with many of our largest customers. The DMI leads construction activity by 12 - 18 months and reached a record high in September, driven by growth that was broad-based across several market segments. Additionally, our customers are increasingly bullish as they experience a large inflow of projects into the pipeline related to energy generation, reshoring, advanced manufacturing, and LNG infrastructure. Peter MattPresident and CEO at CMC00:22:20When we look beyond the current environment, we remain confident that the emerging structural drivers will support construction activity over a multi-year period. These trends include investment in our nation's infrastructure, reshoring industrial capacity, growth in energy generation and transmission, the build-out of AI infrastructure, as well as addressing a U.S. housing shortage of 2 - 4 million units. As noted on slide 10 of the earnings presentation, over $2 trillion of corporate investments across AI, manufacturing, shipping and logistics, and energy have been announced in calendar 2025. Commencement of even a handful of related mega projects could provide a meaningful demand catalyst for CMC's products in the quarters ahead. Moving on to profitability in this segment, we experienced a strong sequential expansion in North American steel product margins during the quarter, achieving the highest level in two years. Peter MattPresident and CEO at CMC00:23:29The improvement only partially reflects the impact of the June and July price announcements. Realized pricing increased steadily throughout the quarter, and we exited at a much higher level than the period average, positioning us to further expand margins in the first quarter. Within our downstream business, we have seen price levels on new bids rise in tandem with the mill rebar price, which should support average backlog pricing in the future as these higher priced bids are converted into new contract awards. On the topic of backlog, I would note that average pricing stabilized in the fourth quarter following more than two years of sequential quarterly declines from the post-COVID peak. Before I move on to our other segments, I would like to briefly update you on the status of the rebar trade case filed with the International Trade Commission, or ITC, back in June. Peter MattPresident and CEO at CMC00:24:34The petition alleges exporters located in Algeria, Bulgaria, Egypt, and Vietnam are guilty of dumping material into the U.S. market and should be subject to corrective duties ranging up to 160%. In mid-July, the ITC ruled that the case has merit and has passed it to the Department of Commerce for further investigation. Based on the current case schedule, we expect a preliminary ruling on the anti-dumping claim sometime in late calendar 2025 or early 2026. It is worth noting that since filing the case, price levels have increased markedly on several rebar sizes, often sourced from the subject countries. Turning to our Emerging Businesses Group on slide 11, current conditions are supportive, and we see encouraging signals regarding future activity, specifically solid quoting levels, busy engineering firms, and improved velocity of quote conversion into backlog. Peter MattPresident and CEO at CMC00:25:41One attractive element of the Emerging Businesses Group segment is the fact that our current solutions are underpenetrated in the market, which provides significant opportunities for growth as we drive product adoption in addition to market expansion. In our key proprietary products, we are winning share through the strong value proposition while maintaining solid margins. This dynamic helped us achieve record segment profitability during the quarter as shipments of core solutions such as InterAx Geogrid, GalvaBar, and Chromax all increased from the prior year. We have outlined the unique capabilities of these products on prior calls, and we continue to expect that they, along with the Emerging Businesses Group's other high value-added offerings, position the segment to achieve a consistent organic growth rate in the mid to high single digits and EBITDA margins in the high teens. Finally, for our Europe Steel Group, conditions improved modestly from the third quarter. Peter MattPresident and CEO at CMC00:26:51Demand continued to normalize as a result of solid Polish economic growth, while on the supply side, import flows ticked up slightly from recent quarters but remain below the disruptive levels of a year ago. During the fourth quarter, we saw metal margins recover to their highest mark in over two years, aided by an improved price environment for Merchant Bar and Wire Rod. The green shoots that we have noted on recent earnings calls continue to mature. We are encouraged by recent developments that the EU is looking to bolster its trade legislation with the implementation of a long-term mechanism that will reduce existing quotas for foreign steel by nearly half, and imports beyond those quotas would be subject to new higher tariffs, which are currently proposed at 50%. Before turning the call over to Paul, I would like to recognize the efforts of our world-class employees. Peter MattPresident and CEO at CMC00:27:52We have asked a lot of the team as we execute on our ambitious vision for the future, and I am truly inspired by all that they have accomplished so far. Their efforts have been instrumental in laying the groundwork for years of success ahead, and I look forward to maintaining that momentum in the new fiscal year. With that, I'll turn the call over to Paul to provide more color on the quarter. Paul? Paul LawrenceSVP and CFO at CMC00:28:19Thank you, Peter. We reported fiscal fourth quarter 2025 net earnings of $151.8 million, or $1.35 per diluted share, compared to net earnings of $103.9 million and net earnings per diluted share of $0.90 in the prior year period. Excluding estimated net after-tax charges of approximately $3.2 million, adjusted earnings for the quarter totaled $155 million, or $1.37 per diluted share, compared to $97.4 million and $0.84 per diluted share, respectively, in the prior year period. These adjustments consisted of a $3.8 million pre-tax expense for interest on the judgment amount associated with the previously disclosed litigation, an impairment charge of $3.4 million, and a $2.9 million unrealized gain on undesignated commodity hedges. During the fourth quarter of 2025, we modified our method of calculating adjusted EBITDA to exclude the impact of unrealized gains and losses from undesignated commodity derivatives. Paul LawrenceSVP and CFO at CMC00:29:37This change was primarily driven by heightened volatility in copper-forward markets, which introduced significant non-cash fluctuations unrelated to our core operations. The relevant financial figures, including historical numbers, have been adjusted to reflect this change, impacting consolidated adjusted earnings, adjusted earnings per diluted share, adjusted EBITDA, core EBITDA, and core EBITDA margin, as well as North America Steel Group adjusted segment EBITDA. Given the prominence of these metrics, we have published recast quarterly figures dating back to fiscal 2019 in a Form 8-K filing accompanying our earnings release this morning. We believe this change in reporting will provide a more representative view of our operating performance and cash-generating capability. Consolidated core EBITDA was $291.4 million for the fourth quarter of 2025, representing a 33% increase from the $219 million generated during the prior year period. Slide 14 of the supplemental presentation illustrates the year-to-year changes in CMC's quarterly financial performance. Paul LawrenceSVP and CFO at CMC00:31:05Segment-level adjusted EBITDA increased by $87.4 million in total, with our North America Steel Group contributing $36.6 million of improvement, Emerging Businesses Group providing $8.1 million, and the Europe Steel Group delivering $42.7 million. The consolidated core EBITDA margin of 13.8% compared to 11% in the prior year period. CMC's North America Steel Group generated adjusted EBITDA of $239.4 million for the quarter, equal to $207 per ton of finished steel shipped. Segment-adjusted EBITDA increased 18% compared to the prior year period, driven primarily by higher margin over scrap cost on steel products and contributions from our TAG operational excellence efforts. In particular, scrap optimization, alloy consumption reduction, process yield improvements, and logistics optimization. North America Steel Group adjusted EBITDA margin of 14.8% compares to 13% in the fourth quarter of 2024. Paul LawrenceSVP and CFO at CMC00:32:26Segment results also improved sequentially as steel product margins continued the expansion that began early in the third quarter. As Peter noted, we exited the fourth quarter with steel prices on an upward trajectory and steel product metal margins $31 per ton above the period average, setting the stage for us to generate strong margins in the first quarter of fiscal 2026. As indicated earlier, demand for long steel products was resilient during the quarter. Finished steel shipments increased by 3% compared to a year ago, while rebar shipments from CMC's mills and downstream operations grew at a similar rate. The Emerging Businesses Group fourth quarter net sales of $221.8 million increased by 13.4% on a year-over-year basis, while adjusted EBITDA of $50.6 million increased by 19.1%. Paul LawrenceSVP and CFO at CMC00:33:31The improvement was largely driven by three factors: strong demand for geogrids and proprietary products within CMC's Performance Reinforcing Steel division, improved tensile cost performance, and the impact of commercial initiatives within our CMC Construction Services division. Turning to slide 17 of the earnings presentation, our Europe Steel Group reported adjusted EBITDA of $39.1 million for the fourth quarter of 2025, compared to a loss of $3.6 million in the prior year period. Segment-adjusted EBITDA margin of 14.8% increased from -1.6% a year ago. The biggest driver of improved profitability was the receipt of a $31 million CO2 credit, which was the first of two payments that will be received this calendar year as part of the government energy cost reimbursement program in place through 2030. Excluding this, operational results improved by $11.7 million, driven by higher margins, a 17% increase in shipment volumes, and ongoing cost management efforts. Paul LawrenceSVP and CFO at CMC00:34:50Similar to recent quarters, the team in Poland continued to drive efficiency gains with success in nearly every major cost category, including labor, consumable usage, alloys, and overhead. Most of these improvements are permanent in nature and set us up well to capitalize on market recovery. As Peter mentioned, during the quarter, we saw continued demand growth and a somewhat moderated level of long steel imports into Poland. The combination of these factors provided CMC the opportunity to achieve improved shipping volumes. CMC's effective tax rate was 21.5% in the fourth quarter and 21.3% for the full year. Looking ahead, we anticipate a full-year effective tax rate between 4% and 8% for fiscal 2026. As a result of several factors, we do not anticipate paying any significant U.S. federal cash taxes in fiscal 2026 and for much of fiscal 2027. Paul LawrenceSVP and CFO at CMC00:36:03During fiscal 2026, we will benefit from our 48C tax credit, bonus depreciation on our West Virginia mill investment, as well as accelerated depreciation from the assets acquired in CMC's acquisition of Foley and CPMP, which will significantly increase our free cash flow generation. Turning to CMC's fiscal 2026 capital spending outlook, we expect to invest approximately $600 million in total. Of this amount, approximately $350 million is associated with completing the construction of our West Virginia micromill, as well as a handful of high-return growth investments within our Emerging Businesses Group segment. This concludes my remarks, and I'll now turn it back to Peter for additional comments on CMC's financial outlook. Peter MattPresident and CEO at CMC00:37:01Thank you, Paul. We expect consolidated financial results in the first quarter of fiscal 2026 to be generally consistent with those of the fourth quarter. Finished steel shipments within the North America Steel Group are anticipated to follow normal seasonal trends, while our adjusted EBITDA margin is expected to increase sequentially on higher steel product margins over scrap. While we expect financial results in the Emerging Businesses Group to decline on a sequential basis due to normal seasonality, we believe they will improve year over year. Our Europe Steel Group will receive the second tranche of the annual CO2 credit in an amount of approximately $15 million during the first quarter. Excluding this credit, adjusted EBITDA for our Europe Steel Group is likely to be around breakeven as seasonal factors and scheduled maintenance outages weigh on profitability. Peter MattPresident and CEO at CMC00:38:06I am confident in CMC's long-term outlook and continue to believe in our ability to generate significant value for our shareholders. We are executing on several strategic initiatives, which we believe will deliver meaningful and sustained enhancements to our margins, earnings, cash flow, and return on capital. We will achieve this by leveraging our TAG operational and commercial excellence program to get more out of our existing enterprise, completing value-accretive organic projects, and adding complementary early-stage construction solutions that provide attractive new growth lanes. Taken together, we believe these efforts will position our company to take full advantage of the powerful structural trends in the domestic construction market for years to come. I would like to conclude by thanking our customers for their trust and confidence in CMC and all of our employees for delivering yet another quarter of very solid safety and operational performance. Operator00:39:17Thank you. At this time, we will now open the call to questions. To ask a question, you may press star, then one on your telephone keypad. If you are using a speakerphone, please pick up your handset before pressing the keys. If at any time your question has been addressed and you would like to withdraw your question, please press star, then two. Please limit yourself to one question and one follow-up. At this time, we will pause momentarily to assemble our roster. Your first question today will come from Mike Harris with Goldman Sachs. Please go ahead. Cecilia TangAnalyst at Goldman Sachs00:39:55Hi, good morning. This is Cecilia Tang on for Mike Harris. You mentioned strong growth in the construction industry, so I was wondering how much of that demand is coming from infrastructure, residential, industrial, and energy. Peter MattPresident and CEO at CMC00:40:11Yeah, thank you very much for the question, Cecilia. Infrastructure has been very strong. It has been for the past several years, really on the back of the IIJA, and we expect it's going to continue to be strong. I would say that we expect there to be a follow-on bill so that this should be a multi-year trend. On non-residential construction, it's been a bit mixed. There have been certain areas that are very strong, areas like energy, as you cite, that's been very strong. Data centers, obviously very strong. Institutional spending on hospitals, that type of thing has been also very strong. There have been other areas that are kind of weaker, and I'm thinking about kind of commercial buildings, retail has been weaker. The thing that's exciting about the non-residential space is that there is a huge backlog of potential projects coming down the pike. Peter MattPresident and CEO at CMC00:41:08I'm thinking about, and we've said this before, there are something like $2 trillion of potential projects that are out there that have been announced. There is still a huge pipeline of potential projects that come behind that in some of these trade deals if and when they get negotiated. We're very bullish about a turn in non-residential spending, and we'll see that move from kind of what's been flattish to something that's growing again. Lastly, residential markets. You know, residential markets have been lackluster, I would say, and a lot of that is tied to interest rates. Those markets tend to be more sensitive to interest rates. As we see interest rates start to come down, we have confidence that we're going to see a turn in that market. Remember that we have a deficit of 2 - 4 million homes in this country. Peter MattPresident and CEO at CMC00:42:05There is absolutely a demand backdrop that warrants the residential spending, and we just have to get to a place where the economics support that. We think we're going to see that as rates continue to drift down. In total, we remain very bullish about the level of spending over the next several years. Each of these sectors, it's a multi-year trend. Cecilia TangAnalyst at Goldman Sachs00:42:35Thank you. That's very helpful. I was wondering, given the bullish outlook, why is it that the first quarter outlook is not more positive, especially given the positive performance in the current quarter? Paul LawrenceSVP and CFO at CMC00:42:49Cecilia, there's a few moving pieces to our outlook for the first quarter. You're correct. As far as North America Steel Group is concerned, we're going to have a very strong quarter in the first quarter. We often measure the North America Steel Group as an EBITDA per ton, and it was great to see in the fourth quarter that the EBITDA per ton of that segment was over $200 a ton. As we said in our stated remarks, we exited the quarter with a metal margin over $30 a ton, higher than the average for the quarter. North America Steel Group will have a great quarter. However, if we look at our Europe Steel Group, two aspects to that. We talked about the reduction in the CO2 credits. Paul LawrenceSVP and CFO at CMC00:43:45We will get another credit in the first quarter, but it will be roughly half of what we received in the fourth quarter, so that'll be a $15 million impact. We have our typical seasonal planned maintenance outage that will reduce the operating performance, excluding the CO2 credits to near breakeven. The other piece is within the EBG group, because TENSAR means a significant portion to that business and it's really involved in site prep, the seasonality of that business is quite a bit more significant than our other businesses. As we guided towards improvement over last year, but you know a similar type of transition from fourth quarter to first quarter, those are the major factors which drive us towards a fairly consistent overall quarter over quarter, but many different moving pieces within the portfolio. Cecilia TangAnalyst at Goldman Sachs00:44:47That makes sense. Thank you. Peter MattPresident and CEO at CMC00:44:50Thank you, Cecilia. Operator00:44:52Your next question today will come from Sathish Kasinathan with Bank of America. Please go ahead. Sathish KasinathanVP at Bank of America00:45:00Yeah, hi, good morning, Peter and Paul. Congrats on a strong quarter and the announced acquisition. Peter MattPresident and CEO at CMC00:45:08Thank you. Sathish KasinathanVP at Bank of America00:45:08Foley and CPMP now, I mean, I think you now have a strong scale in the precast concrete market. With this kind of size, do you think the focus over the next couple of years will be to just integrate the assets and reduce debt, or given the fragmented market, would you continue to look for additional inorganic growth opportunities? Peter MattPresident and CEO at CMC00:45:32Yeah, that's a great question. Thank you very much. As we kind of look forward with these two transactions, I'd say it's fair to say we are done for now. We have quite a bit of integration to do with these transactions, and we're very happy with the platform that we've built. As we look a little bit further forward, once we bring our leverage down into our acceptable range, we would start to look at other transactions. We think this is a big market. Again, precast overall, as we said on the last call when we introduced CPMP, this is a $30 billion market, and it's fragmented, and we think there are going to likely be opportunities for us over time. Peter MattPresident and CEO at CMC00:46:20Bolt-ons will be super attractive because they typically are cheaper, they come with synergies, and they strengthen our core, which is kind of part of the message that we are consistently trying to reinforce. Bigger transactions will likely be more episodic, but our goal for this platform is ultimately to create one of national scale that looks a little bit like our rebar business. Again, to do that, we're going to build a platform that's several hundred million dollars of EBITDA, but we're going to do it on a measured basis. Remember, we've always said from the beginning we're going to be super disciplined about M&A and making sure that we deliver the returns on the M&A that we do, and integrating these assets successfully is absolutely critical to ensuring the success of that going forward. Very excited about the opportunity, and these two businesses could not fit together better. Peter MattPresident and CEO at CMC00:47:29Anyway, super excited about what we have so far. Paul LawrenceSVP and CFO at CMC00:47:33Sathish, I would just add, you know, as we've been talking with the investment community probably for two years, we've been looking at the early-stage construction and really honing in on this precast market. The one thing that came up repeatedly was these are the two leaders in the space. Obviously, we don't dictate timing of when the assets become available, but when they became available, it was imperative that we took a look and tried to build the portfolio that made sense. Sathish KasinathanVP at Bank of America00:48:12Yeah, that's great to hear. Just on Foley, it is clear that the margin profile is one of the best today, but can you maybe share the historical growth rate for Foley over the past two, three years? Looking ahead, do you see potential for this business to continue to grow, gain market share, and grow above the 5% - 7% market growth? Peter MattPresident and CEO at CMC00:48:40I think, you know, if you look at the growth of the business over the last couple of years, I think we should assume there's a base level of growth that's kind of GDP-related. Then on top of that, there's growth related to kind of share expansions that the business makes. In the case of Foley, it has a number of expansions that it's in progress on in its territories today that will provide opportunities for future growth. We would expect to grow at a level in excess of GDP over the next couple of years from a volume standpoint. Paul LawrenceSVP and CFO at CMC00:49:24I would just add, Sathish, the margin level that we describe in the material, the business has generated that consistently over the last handful of years. It is a very consistent performer. Sathish KasinathanVP at Bank of America00:49:40Okay, thank you. I'll jump back in the queue. Thank you. Operator00:49:45Your next question today will come from Alex Hacking with Citi. Please go ahead. Alex HackingEquity Research Analyst at Citi00:49:51Yeah, thanks, morning, and congrats on the deal. I guess just following up on the margin question, you know, Foley's margins look like they're almost double CPMP. Could you maybe give a little more color on kind of what's driving that, and is there a potential opportunity to increase margins at CPMP from learning from Foley? Thanks. Peter MattPresident and CEO at CMC00:50:11Yeah, thanks, Alex. Appreciate the question. A couple of things that I would point to. Again, I think as we look at these businesses, one of the things we really like about this is, and as Paul said, we spent a lot of time looking at these businesses, is that they both bring strengths to the table. There are certain things that Foley does really well, and there are certain things that CPMP does really well. Peter MattPresident and CEO at CMC00:50:38I think the combination of those two companies is going to build a really formidable company in our portfolio. If we look at Foley specifically relative to CPMP and try to articulate the margin differentials, one of the things, Foley has a different operating model than CPMP, and that's a factor. The other thing that I would say on the CPMP side is that CPMP has made a number of acquisitions recently where they are kind of works in process, or works in progress. As a consequence, the margins in some of those businesses are lower, and they bring down the overall margin. If you look at precast in general, it is the case that Foley's margins stand out. CPMP does, if you look at the plants that are kind of the more mature plants, they have very attractive margins there as well. Alex HackingEquity Research Analyst at Citi00:51:37Okay, thanks for the color. Alex HackingEquity Research Analyst at Citi00:51:40Then just following up, I guess on the cash conversion side, you know, if the $600 million CapEx next year estimate, how much of that would be for precast, and within that, how much would be kind of sustaining versus growth? Thank you. Peter MattPresident and CEO at CMC00:51:52For precast, the maintenance CapEx on these businesses is much lower. We talked about, in the case of CPMP, you may remember we talked about $8 million - $10 million of maintenance CapEx. In the case of Foley, it's probably like a kind of $10 million - $15 million type of number. In the case of CPMP, for the reason that I just explained to you, they've got these businesses that they've acquired where there's some investment that we think we can support. Peter MattPresident and CEO at CMC00:52:25Their spending is probably going to be a little bit higher over the first couple of years of our ownership as we kind of bring together the investments that they've made. Again, all of that CapEx beyond maintenance is maintenance or is spending that has very attractive returns tied to it. Paul LawrenceSVP and CFO at CMC00:52:46The only thing, Alex, I'd add is Peter's talking about annual numbers, and as we talked about, really, we expect the transaction to close by the end of the calendar year. The numbers in our fiscal will be a lot lower than those. Alex HackingEquity Research Analyst at Citi00:53:03Thanks for the clarification.Thank you. Operator00:53:09Your next question today will come from Carlos de Alba with Morgan Stanley. Please go ahead. Carlos de AlbaEquity Research Analyst at Morgan Stanley00:53:14Thank you very much. Good morning. Maybe a follow-up on the prior question. How quickly do you think that the margins in CPMP, and particularly in those recent acquisitions, could bring up or come to the levels that Foley and maybe the core CPMP business is already experiencing? Is it already in the next year or two years? Peter MattPresident and CEO at CMC00:53:45Great question, Carlos. The one thing I'd say is, you know, we want to be a little careful. We don't own these businesses yet. We need to close on the transactions and better understand what we have, and with that understanding will come more clarity on the timeframe. I think the appropriate way to frame it for you at this juncture is that we talk about the synergies as being achievable over a three to five-year horizon. I think that that's the right horizon to think about for any kind of improvement in the CPMP margins. Obviously, there are some things that will come quick, and then there are other things that will take longer. Peter MattPresident and CEO at CMC00:54:29I just mentioned before in response to Alex's question that we're going to put some extra capital into, to the tune of kind of $5 million per year into CPMP, and that will be to accelerate some of that. Again, that's all really high-return capital that we'll be deploying. Carlos de AlbaEquity Research Analyst at Morgan Stanley00:54:53All right. The $5 million - $10 million incremental EBITDA in CPMP that you mentioned, that includes this recent acquisition by the company stepping up the EBITDA generation, right? Peter MattPresident and CEO at CMC00:55:09No, just to be clear, when we announced CPMP, we said that there was $5 million - $10 million in that transaction. We maintain that, right? In this transaction, we're bringing another $25 million - $30 million over a three to five-year period. That is why, and you'll remember in the last conversation that we had when we acquired or when we announced the acquisition of CPMP, we said that, you know, as we have a platform, we would have more synergies with successive moves. This is a great example of this. Honestly, you might ask the question about the timing of these two transactions, and obviously we couldn't call the timing. I think when you see that magnitude of synergies, it makes it clear why this was a transaction we had to look at seriously. It's an extra $25 million - $30 million in this transaction. Carlos de AlbaEquity Research Analyst at Morgan Stanley00:56:07All right, fair enough. My second question is regarding the outlook for dividends and buybacks vis-Ã -vis the cash flow generation of the company. You did mention that the acquisitions of both of them are going to be accretive to free cash flow. You're not going to really pay a lot of cash taxes in the next two years. How do you see dividends and buybacks in the coming quarters? Peter MattPresident and CEO at CMC00:56:34Let me just say to answer your question directly, on dividends, we have no plan to change our dividend, zero plan to change our dividend. I'd say also our long-term capital allocation strategy is not changing at all, not at all. What I would say is that we are done with acquisitions for now, and we are going to focus on big acquisitions for now, and we are going to focus on integration and making sure that we make these transactions highly successful and great return investments for our business. We will continue the organic growth projects that we've started across the company. As we move past Steel West Virginia, these will be much more capital-light investments, but we will continue those. Peter MattPresident and CEO at CMC00:57:26We will slow down our share repurchase program and probably bring it to a level where we're offsetting employee share grants in the short term as we get our leverage back down below the two times target. Once we get to the two times target or below, we'll then ramp up share repurchases. Share repurchases are a critical part of our capital allocation strategy, and we intend to resume those as our balance sheet comes into line. Paul LawrenceSVP and CFO at CMC00:57:59You are very confident in both the numerator and the denominator in terms of being able to bring that leverage down. In terms of the cash flow and the lack of U.S. cash taxes, the reduction in CapEx going forward, and the optimism in the current environment in our business, cash flow generation is expected to be very strong. That also is helping the EBITDA that we expect the business to generate over the coming periods, which is also expected to be strong. Therefore, both aspects should help us achieve that 2x net leverage over the coming quarters. Carlos de AlbaEquity Research Analyst at Morgan Stanley00:58:46Perfect, thank you. Peter MattPresident and CEO at CMC00:58:48Thank you, Carlos. Operator00:58:51Your next question today will come from Bill Peterson with JPMorgan. Please go ahead. Bill PetersonEquity Research Analyst at JPMorgan00:58:57Yeah, hi, good morning. Thanks for taking the questions, and congrats on the second transaction here in a few months. Along those lines, I have a longer-term question, maybe more suited for a capital markets day, but given these transactions, how would you envision the company looking like in sort of a five-plus year timeframe in terms of product mix? Rebar versus long products, ground stabilization, precast, or other materials. Given the margin structure in these newer businesses and acquired companies, would you consider selling core assets in order to accelerate the transition? Just trying to get a sense on how we should envision this company over the long term. Peter MattPresident and CEO at CMC00:59:35Yeah, it's a great question. If you think about the strategy that we've outlined, it's one of becoming an early-stage construction supplier. If you think about our rebar business, our fabrication business, these fit perfectly, and these are early-stage construction suppliers. You think about our Tensar business, it's early-stage construction. Think about our recently acquired precast platforms, early-stage construction, PRS, Performance Reinforcing Steel, early-stage construction, and Construction Services, same thing. If you look at the portfolio that we have today, we've got a number of interesting assets that we can build on, and that's one of the things we find so compelling about the portfolio to become a leader in early-stage construction. Peter MattPresident and CEO at CMC01:00:27When we talk about our precast business, again, as I said in response to an earlier question, our goal is to build that into something where we have a national footprint, and that's going to mean several hundred million dollars of EBITDA. With these two transactions, we're well on the way to doing that. With the footprint that Foley brings, I think we have a beachhead to examine some of those markets that, by the way, we know well because we're already in those markets with our rebar fabrication and our mills business, right? There's a very natural path that we're following. As we look at our other EBG businesses, we would love to grow Tensar. We think that has great potential, and it's still a very underpenetrated market. It will be an important piece of our portfolio. Peter MattPresident and CEO at CMC01:01:24Performance Reinforcing Steel, the plant that we have today is sold out, so we're building another one. We believe that the demand for kind of corrosion-resistant steel in this country, given some of the changes in weather and so forth, is only going to increase. Construction Services is a tremendous asset. We talk to customers, and the customers tell us the Construction Services business where we are, and it's really a small segment of our footprint, which is really Texas, Louisiana, and Oklahoma, it's a great asset to the customers we have. That's something that we're looking at as a potential way to kind of complement the early-stage construction portfolio that we're building. As we look at the portfolio, again, what we want is we want businesses that can be of scale and that can be of significance to our customers. We want businesses that bring value to our customers. Peter MattPresident and CEO at CMC01:02:28It's difficult to define the portfolio precisely, but the direction that we're going is we want value-added products that have high margins and good returns on invested capital. I want to just come back, sorry, this is a long answer, but I think this is important. I want to come back to our steel business and TAG. The whole mission of TAG is to improve the great platform that we already have in steel. It is so critical when we talk to the customers, and I'm talking about big contractors, they tell us, you know, you guys are, your franchise in the steel market is tremendously valuable to us because you do what you say you're going to do, and you do it when you say you're going to do it. TAG is helping us make that business even better. Peter MattPresident and CEO at CMC01:03:21Our goal with that business is to raise the margins through the cycle so that they start to look like the margins in some of our, you know, ultimately some of our EBG businesses. It's a multi-year journey, but we think we have a lot of opportunity, and the team that's executing the TAG program within our company is doing a phenomenal job. Anyway, Bill, I know that's a long answer to your question, but hopefully it gives you some color. Bill PetersonEquity Research Analyst at JPMorgan01:03:53No, certainly. Yeah, thanks for all the details there. My next question is more, I guess, near-term focused. Bill PetersonEquity Research Analyst at JPMorgan01:04:00You talked about, you know, typical seasonality across several of these sectors. I guess on North America, if we look back, this would imply something like a down 3% - 7% quarter on quarter. We've seen a lot of variability over the last five years or so. I would assume you're really talking more driven by the downstream versus products. Can you unpack what typical seasonality is really meant here and what that may look like for the various, you know, subsectors, subsegments of your business? Paul LawrenceSVP and CFO at CMC01:04:30Yeah, Bill, the season, September through November, really, it is a good construction season, similar to our fourth quarter, with the exception of the week that we lose for Thanksgiving. We see it's usually that 2% - 3% reduction in volumes that we see in the first quarter on the North America Steel Group. As I said in an earlier answer, we do see impacts to the other segments a little bit stronger, given the more cyclical nature of site preparation, which drives a lot of the EBG business. That one is a little bit more seasonal, as you saw last year. Europe, with the outage, it's less seasonal, but the outage season. Bill PetersonEquity Research Analyst at JPMorgan01:05:30Yeah, thanks for that, Paul. Thanks for all the details. Appreciate it. Paul LawrenceSVP and CFO at CMC01:05:34Thank you, Bill. Operator01:05:36Your next question today will come from Andrew Jones with UBS. Please go ahead. Andrew JonesExecutive Director at UBS01:05:43Hi, James. I just want to better understand the barriers to entry in this business. I mean, to me, it looks like it's a pretty fragmented business. You obviously call out a few things on the slides, including, you know, relatively high capital costs. Could you give us some idea in terms of how to sort of quantify those? When you talk about the steep learning curve, can you kind of give us some sort of sense as to how complex this is? Because I just, high level, a fragmented business usually means a much lower margin than we're seeing in these numbers. Thanks. Paul LawrenceSVP and CFO at CMC01:06:19Yeah. If we look at what drives this business, it starts with customer relationships, right? If you look across the portfolio of CPMP or Foley, they've got great relationships in the region that connect them, and obviously a reputation and the capability to service the jobs that they're getting. I think, obviously, reputation, just like in our rebar fabrication, it's critical that you deliver the products on time and that you deliver good quality products and that you help the contractor accelerate their job. Those are really important. The third leg of this is capability. When you look at the capabilities of both CPMP and of Foley, they bring a broad-based precast capability. You can be in the precast business pretty easily if you kind of have a concrete mixer and a mold. Paul LawrenceSVP and CFO at CMC01:07:33The point is that most of these complicated job sites need a lot of different forms to serve the precast need. As a consequence, the capability that both of these companies have across the concrete pipe and precast fronts gives them a differentiating capability to perform in the market on these complicated jobs. The last thing I would say is, and this goes to the speed point, having some scale helps a lot on these larger jobs because what the contractors will tell you is when they start a project, they want to go fast. They don't want to wait for material. The party that can have the material available has a real advantage in supplying the product. Andrew JonesExecutive Director at UBS01:08:36Thanks very much. Paul LawrenceSVP and CFO at CMC01:08:37Andrew, can you start over? We lost that follow-on. Andrew JonesExecutive Director at UBS01:08:44No, no. Just that. No, that was clear. Thank you. Operator01:08:53Your next question will come from Katja Jancic with BMO Capital Markets. Please go ahead. Katja JancicMetals and Mining Analyst at BMO Capital Markets01:08:59Hi. Thank you for taking my question. Maybe just quickly, Peter, did you say earlier on in the call that you would like to grow the precast business to $700 million in EBITDA? Did I hear that correctly? Peter MattPresident and CEO at CMC01:09:14Several hundred million dollars. Several hundred million dollars. Peter MattPresident and CEO at CMC01:09:19Sorry, go ahead. Katja JancicMetals and Mining Analyst at BMO Capital Markets01:09:21No, you go. Sorry. Peter MattPresident and CEO at CMC01:09:25I was just going to say several hundred million. Again, between these two acquisitions, we're already at $250 million. We've got a good start. Katja JancicMetals and Mining Analyst at BMO Capital Markets01:09:38I think even before, with the announcement of the first acquisition, the commentary was that most of this, the growth there is more likely through M&A. Is that correct? Peter MattPresident and CEO at CMC01:09:51It is. I mean, again, there are organic projects, and I noted two of them earlier in this call on the Foley platform. There are a number of organic growth projects in the CPMP platform. Again, to build scale and the scale that we're talking about doing, as I said in the last call, it's likely going to involve M&A. The good news is that now, as I said, we have a real platform that we can build around. Bolt-on acquisitions that come with lots of synergies will be very appealing. When they come around, some of these, you know, the larger acquisitions, which are not going to be every single day, when they come around, we'll be in a position to look at those as well. Paul LawrenceSVP and CFO at CMC01:10:39Just to supplement that, Katja, you know, I would say the step change comes from inorganic growth. I think, you know, as we look at the trends in these businesses, we see above-average growth for the adoption and penetration of precast product. They really solve a labor shortage issue. They solve stormwater management issues. That has been what really has driven some good-sized growth. If we look at the regions in which these businesses operate, the growth expectation of construction activity in their geographies is expected to be very attractive over the coming years. Katja JancicMetals and Mining Analyst at BMO Capital Markets01:11:23Perfect. Thank you so much. Peter MattPresident and CEO at CMC01:11:26Thank you, Katja. Operator01:11:29Your next question today will come from Phil Gibbs with KeyBanc Capital Markets. Please go ahead. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:11:35Hey, good morning. Paul LawrenceSVP and CFO at CMC01:11:37Hey, Phil. Paul LawrenceSVP and CFO at CMC01:11:38Hi, Phil. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:11:39Question about the CapEx guidance for this year, around $600 million. Does that include CapEx related to the businesses that you're poised to close on? If not, what's the typical maintenance level of CapEx associated with those businesses? Peter MattPresident and CEO at CMC01:11:58Yeah, it does not. That's a CMC CapEx number. Phil, you may have heard us say in response to an earlier question, the maintenance CapEx for these businesses is probably $8 million - $10 million for CPMP and probably, you know, $10 million - $15 million for Foley. They're not big CapEx numbers. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:12:24That's a % of their revenues? Peter MattPresident and CEO at CMC01:12:28No, that's $1 million. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:12:32Oh, okay. Paul LawrenceSVP and CFO at CMC01:12:33Yeah, it's generally 3% - 4% revenue in this precast space is the maintenance CapEx, a very generic number, but it's very capital-light. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:12:48As you've really pivoted and accelerated the strategy to acquire some of these more upstream-oriented construction-facing businesses in the U.S., particularly in the Southeast and Mid-Atlantic, do you think that that means there should be a more natural buyer, perhaps, for your European assets? Peter MattPresident and CEO at CMC01:13:22When we look at our European assets, I think I've said this in the past, we really, really appreciate those assets for what they bring to the CMC family. I would just point to the TAG program initiative that I mentioned earlier on the call. The team in Europe has done just a phenomenal job on being low-cost. There's a lot that we can extrapolate from what they've done to help us in North America. One of the things that our team in North America is absolutely dead set on is that we will be a low-cost producer in our steel business in North America. The Polish business brings a lot to the table, and it's absolutely a core part of our portfolio. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:14:14Thank you. Peter MattPresident and CEO at CMC01:14:16Thank you, Phil Gibbs. Operator01:14:19At this time, there appears to be no further questions. Mr. Matt, I'll turn the call back over to you. Peter MattPresident and CEO at CMC01:14:26Thank you very much. At CMC, we remain confident that our best days are ahead. The combination of the structural demand trends we have noted, operational and commercial excellence initiatives to strengthen our through-the-cycle performance, and value of creative growth opportunities, including our recently announced precast acquisitions, create an exciting future for our company. Thank you for joining us on today's conference call. We look forward to speaking with many of you during our investor calls in the coming days and weeks. Thank you very much, everybody. Operator01:15:04Concludes today's CMC conference call. You may now disconnect.Read moreParticipantsExecutivesPeter MattPresident and CEOAnalystsPhil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital MarketsCarlos de AlbaEquity Research Analyst at Morgan StanleyBill PetersonEquity Research Analyst at JPMorganCecilia TangAnalyst at Goldman SachsAlex HackingEquity Research Analyst at CitiSathish KasinathanVP at Bank of AmericaKatja JancicMetals and Mining Analyst at BMO Capital MarketsAndrew JonesExecutive Director at UBSPaul LawrenceSVP and CFO at CMCPowered by Earnings DocumentsAnnual Report(10-K) Commercial Metals Earnings HeadlinesCommercial Metals shows improved relative strength; still shy of benchmarkApril 20, 2026 | msn.comCommercial Metals Adds Mike Dumais As Board Focus Turns To ValuationApril 19, 2026 | finance.yahoo.com"Nobody will remember Tesla cars…"Elon Musk himself said it plainly: 'We should be thought of as an AI robotics company.' One famous angel investor who saw the project firsthand put it even more bluntly - nobody will remember Tesla ever made a car. Morgan Stanley calls this shift 'a $25 trillion revolution,' and Tesla's current valuation may only be the beginning. Three smaller stocks are now positioned to benefit from this transition in ways the broader market hasn't priced in yet.May 8 at 1:00 AM | The Oxford Club (Ad)Commercial Metals Names Mike Dumais to Board of DirectorsApril 13, 2026 | tipranks.comCMC Announces Appointment of Michael "Mike" Dumais to Board of DirectorsApril 13, 2026 | prnewswire.comThe Russell 2000 Is Crushing All the Major Indices: 5 Passive Income Dividend WinnersApril 13, 2026 | 247wallst.comSee More Commercial Metals Headlines Get Earnings Announcements in your inboxWant to stay updated on the latest earnings announcements and upcoming reports for companies like Commercial Metals? Sign up for Earnings360's daily newsletter to receive timely earnings updates on Commercial Metals and other key companies, straight to your email. Email Address About Commercial MetalsCommercial Metals (NYSE:CMC) (NYSE: CMC) is a leading global steel and metal recycler, manufacturer and fabricator based in Irving, Texas. The company operates an integrated network of scrap recycling facilities, electric arc furnace steel mills, metal fabrication plants and distribution centers. Through these operations, Commercial Metals collects and processes ferrous scrap to produce finished steel products and provides recycled metal to a variety of end markets. In its steelmaking segment, CMC uses electric arc furnace technology to transform recycled scrap into reinforcing bar (rebar), merchant bar, coil and structural products. The company’s fabrication business further shapes and welds these base metals into value-added components, including decking, joists, stud rail and trusses. CMC’s distribution arm delivers finished steel and fabricated assemblies to customers in the construction, infrastructure, energy and manufacturing sectors. Commercial Metals maintains facilities across the United States as well as in Central Europe, with production sites in Poland and Slovakia. The company’s geographically diversified platform allows it to serve regional construction markets and industrial end users with a balanced mix of domestic and export business. CMC is led by an executive management team with deep experience in metals recycling, steel production and supply-chain logistics, and is overseen by a board of directors with extensive backgrounds in manufacturing and international trade.View Commercial Metals ProfileRead more More Earnings Resources from MarketBeat Earnings Tools Today's Earnings Tomorrow's Earnings Next Week's Earnings Upcoming Earnings Calls Earnings Newsletter Earnings Call Transcripts Earnings Beats & Misses Corporate Guidance Earnings Screener Latest Articles Rocket Lab Posts Record Q1 Revenue, Raises Q2 GuidanceHims & Hers Earnings Preview: The Novo Nordisk Shift Puts GLP-1 Strategy in FocusAppLovin Pops After Earnings With Growth Catalysts in SightDutch Bros Q1 Earnings: The Newest Starbucks Rival Faces Its First Big Reality CheckThe AI Fear Around Datadog Stock May Have Been Completely WrongAmprius Technologies Ups the Voltage on Forward OutlookWhy Lam Research Still Looks Like a Buy After a 300% Rally Upcoming Earnings Constellation Energy (5/11/2026)Barrick Mining (5/11/2026)Petroleo Brasileiro S.A.- Petrobras (5/11/2026)Simon Property Group (5/11/2026)SEA (5/12/2026)Cisco Systems (5/13/2026)Alibaba Group (5/13/2026)Manulife Financial (5/13/2026)Sumitomo Mitsui Financial Group (5/13/2026)Takeda Pharmaceutical (5/13/2026) Get 30 Days of MarketBeat All Access for Free Sign up for MarketBeat All Access to gain access to MarketBeat's full suite of research tools. 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PresentationSkip to Participants Operator00:00:00Hello and welcome, everyone, to the fiscal 2025 fourth quarter and year-end earnings call for CMC. Joining me on today's call are Peter Matt, CMC's President and Chief Executive Officer, and Paul Lawrence, Senior Vice President and Chief Financial Officer. Today's materials, including the press releases and supplemental slides that accompany this call, can be found on CMC's Investor Relations website. Today's call is being recorded. After the company's remarks, we will have a question-and-answer session, and we'll have a few instructions at that time. I would like to remind all participants that today's discussion contains forward-looking statements, including with respect to economic conditions, effects of legislations and trade actions, U.S. Operator00:00:44steel import levels, construction activity, demand for finished steel products, the expected capabilities, benefits, costs, and timeline for construction of new facilities, the benefits and impact of the pending acquisitions of Foley Products Company and Concrete, Pipe and Precast, the company's operations, the company's strategic growth plan and its anticipated benefits, legal proceedings, the company's future results of operations, financial measures, and capital spending. These statements reflect the company's beliefs based on current conditions but are subject to risks and uncertainties. The company's earnings release, most recent annual report on Form 10-K, and other filings with the U.S. Securities and Exchange Commission contain additional information concerning factors that could cause actual results to differ materially from those projected in forward-looking statements. Except as required by law, CMC does not assume any obligation to update, amend, or clarify these statements. Operator00:01:44Some numbers presented will be non-GAAP financial measures, and reconciliations for such numbers can be found in the company's earnings release, supplemental slide presentation, or on the company's website. In addition, today's presentation includes financial information that gives effect to the consummation of pending acquisitions. Pro forma financial information is presented for illustrative purpose only and is based on available information and certain assumptions and estimates that the company believes are reasonable. The pro forma financial information may not necessarily reflect what the company's result of operations and financial position would have been had the transactions occurred during the periods discussed or what the company's results of operations and financial position will be in the future. Unless stated otherwise, all references made to year or quarter end are references to the company's fiscal year or fiscal quarter. Operator00:02:39Now, for opening remarks and introductions, I will turn the call over to Peter. Peter MattPresident and CEO at CMC00:02:43Good morning, everyone, and thank you for joining our conference call. As you've likely already seen, we have a lot of ground to cover today. First, we are excited to share more about CMC's agreement to acquire Foley Products Company, after which we will cover our fourth quarter performance, fiscal 2025 strategic progress, and our outlook before opening the call to questions. To supplement today's commentary, we have posted two presentations to our IR website, one for the Foley acquisition and one detailing our fourth quarter and fiscal 2025 results. Starting with Foley, we are thrilled to add a best-in-class business with industry-leading margins to CMC's portfolio. In combination with our recently announced acquisition of CPMP, the addition of Foley will create a high-quality, large-scale platform in the strategically attractive precast industry, greatly enhancing CMC's financial profile and growth over the long term. Peter MattPresident and CEO at CMC00:03:47I am confident that the acquisition of Foley will increase our value proposition for customers and shareholders alike, extending our growth runway and marking another major milestone as we execute our strategy. Slide four of the acquisition presentation provides a brief overview of Foley. Since its founding by Frank Foley over 40 years ago, the company has grown into the largest regional precast producer in the United States, with 580 employees in 18 plants across nine states. Foley has a strong track record of growth and best-in-class margin performance, which is a testament to their talented management team and the industry-leading practices they have developed. We are very excited to welcome them to the CMC family and look forward to collaborating on Foley's continued success. Peter MattPresident and CEO at CMC00:04:40As you can see on slide seven, the addition of Foley, in combination with our recently announced acquisition of CPMP, creates immediate scale for CMC's precast platform. Upon closing both transactions, CMC will be the third largest precast player in the U.S. and a leader across the Mid-Atlantic and Southeast, supported by 35 facilities across 14 states. Our strategic entry into precast will broaden our commercial portfolio to support our customers, enhance our exposure to powerful structural trends in construction, offer new capabilities to address construction industry challenges, and establish a new platform with a significant future runway. Slide eight helps illustrate Foley's best-in-class operations, which will support our ability to build a broader Precast platform and unlock further synergies with CPMP. Peter MattPresident and CEO at CMC00:05:39The left side of the page outlines Foley's industry-leading margin and cash flow profile, which has been consistent over time and is enabled by a highly efficient, low-cost operating model. The company has achieved sustained cost advantages through a combination of centralized production planning, automation, best-in-class manufacturing practices, low-cost support functions, and optimized logistics. Foley has also developed a winning commercial formula with leading design and engineering capabilities, lead times, and product quality. With the most comprehensive product portfolio of any Precast supplier within its core regions, Foley is a true one-stop shop for many construction applications. These capabilities have given the company enduring competitive advantages, which CMC will seek to preserve and strengthen. As highlighted on slide nine, Foley and CPMP have highly complementary footprints, and we see many meaningful synergy opportunities between the two companies. Peter MattPresident and CEO at CMC00:06:47We expect the acquisition of Foley to generate annual run-rate synergies of approximately $25 million - $30 million of EBITDA by year three, in addition to the $5 million - $10 million of EBITDA we originally identified for CPMP. The majority of this benefit will be driven by applying best practices across our platform, including optimized production planning, manufacturing efficiencies, and a simplified structure for support functions. The expected improvement equates to roughly 35% - 40% of CPMP's forecasted 2025 EBITDA, consistent with our previous commentary that synergies would become more significant as our Precast platform gains scale. It is worth pointing out that meaningful commercial synergies are likely to emerge but have not been included in our initial synergy estimate. Peter MattPresident and CEO at CMC00:07:46On slide 10, we illustrate Foley's highly complementary proximity to both CMC and CPMP networks, which we believe will facilitate optimal coordination to achieve operational synergies and, over the longer term, substantial commercial opportunities. As you can see, every Precast site in the Eastern and Western U.S. is located near a CMC rebar mill or fabrication plant, allowing us to maximize value over time through close coordination across commercial, operational, and support functions. In particular, we are excited by the increased value we can bring to customers in these regions by providing CMC's full suite of early-stage construction solutions, from site preparation to structural erection. Our offering will be unique in the marketplace and will grow more compelling over time as we integrate our portfolio and offer attractive turnkey solutions. Peter MattPresident and CEO at CMC00:08:53While a vast majority of the acquired precast facilities are located within one of CMC's densest geographic regions, we will also operate one satellite location in Louisiana and three satellite locations in the Western U.S., which will provide beachheads in those regions and offer the opportunity for profitable bolt-on growth in the future. To conclude my comments on Foley, when we began our study of the precast space nearly two years ago, we immediately identified Foley as a best-in-class operator based on its reputation, its standing among customers, and its top-tier financial profile in the construction materials sector. Our due diligence confirmed Foley's attractiveness as a strong business and drove us to execute on this unique opportunity. I am incredibly excited about both of these announcements, and I am confident that the additions of Foley and CPMP will unlock further upsides as the cornerstones of our newly created precast platform. Peter MattPresident and CEO at CMC00:10:01Both businesses together will position us to drive significant value for our customers and shareholders alike. With that summary of the deal rationale, I'll turn the call over to Paul to discuss the financial details. Paul? Paul LawrenceSVP and CFO at CMC00:10:17Thank you, Peter, and good morning to everyone on the call. I will start by saying I share the excitement and optimism both about this transaction and the strategic momentum we have achieved at CMC over the last year. The acquisition of Foley, in combination with CPMP, is transformative to CMC's financial profile. As shown on slide 11, the creation of the new Precast platform meaningfully shifts the composition of CMC earnings, increases margin levels and free cash flow capabilities, and importantly, should reduce earnings and cash flow volatility in our business. The sum of CPMP and Foley, representing our Precast platform, is expected to generate approximately $250 million of adjusted EBITDA in calendar 2025, before growth and synergies with EBITDA margins in excess of 34%. This compares to CMC's core EBITDA margin of 10.7% and the North America Steel Group adjusted EBITDA margin of 12.2% in fiscal 2025. Paul LawrenceSVP and CFO at CMC00:11:32The addition of these levels of earnings by the Precast operations will significantly shift the composition of CMC's earnings, increasing the combined contribution from our Emerging Businesses Group segment and Precast platform to over 32% of total operating segment adjusted EBITDA. Upon completion of the acquisitions, we expect nearly a third of our profitability will be generated by high value-added solutions with attractive market penetration potential, strong margins, and cash flow conversion. The lower capital intensity of these businesses also means they require less reinvestment to maintain operations and less capital commitment to grow organically, enhancing free cash flows. Margin levels and normalized free cash flow conversion are both expected to increase meaningfully. Paul LawrenceSVP and CFO at CMC00:12:31Based on Foley and CPMP's forecasted results for 2025, the addition of Foley and CPMP would have increased CMC's core EBITDA margin by more than two percentage points, and given the stability of these businesses, we anticipate this improvement to be sustained over time. In fiscal 2025 alone, the platform would have improved normalized free cash flow conversion by over four percentage points. Now I will cover the major terms related to the transaction. Total consideration will be paid at closing and is subject to customary working capital adjustments. This valuation represents a 10.3x multiple on Foley's expected calendar 2025 EBITDA. Importantly, the effective multiple is reduced to approximately 9.2x when cash tax savings are considered, as CMC will benefit from a tax step-up on assets. Paul LawrenceSVP and CFO at CMC00:13:35We believe this is a fair valuation for a fantastic asset, and the multiple reflects Foley's best-in-class margin profile and business characteristics previously discussed by Peter. It's worth noting Foley's EBITDA margins are 5% - 10% higher than those of many blue-chip building product and construction material companies that routinely trade at 10 - 16 times forward EBITDA. Importantly, we anticipate the transaction to be immediately accretive to earnings and cash flow per share. The combined total consideration of approximately $2.5 billion related to the purchases of Foley and CPMP will be funded through a combination of cash on hand and committed bank financing. As soon as feasible, we will seek to raise permanent debt financing in the form of corporate bond offerings. Paul LawrenceSVP and CFO at CMC00:14:31Immediately following the completion of both transactions, which is expected by the end of calendar 2025, CMC's net debt is expected to increase to approximately 2.7x trailing 12-month adjusted combined EBITDA. As we have stated in the past, we are comfortable with temporarily increasing net leverage above our long-term target of two times for the right strategic opportunity, as we did with the highly successful acquisition of Gerdau's U.S. rebar business in 2019. We will prioritize delevering in the quarters ahead with a goal of returning below two times net leverage within 18 months. This effort will be aided by strong free cash flow generation from the Precast platform itself, the wind-down of capital expenditures for the construction of Steel West Virginia, and significant cash tax savings related to the 48C program and the One Big Beautiful Bill. Paul LawrenceSVP and CFO at CMC00:15:33Based on these supportive factors and the positive outlook for our existing business, we are confident in our ability to delever quickly. That concludes my remarks, and I'll turn it back to Peter to cover the fourth quarter and fiscal year. Peter MattPresident and CEO at CMC00:15:51Thank you, Paul. I will now turn to our earnings presentation. The goal of our strategy is to drive meaningful and sustainable improvements to CMC's margins, earnings, cash flow, and returns on capital while reducing volatility in our business. As you can see on slide five, we are executing against this objective along three paths. First, by investing in our people and pursuing excellence in all we do. Second, by investing in value-accretive organic growth. Third, by driving capability-enhancing inorganic growth, as we just discussed in detail. Each of these objectives represents a significant opportunity for CMC, and taken together will be game-changing for our returns, scale, and ultimately the value we create for investors. We made tremendous progress across each of these strategic paths over the last year, and slide six outlines some of our most notable accomplishments. I'll start with investing in our people and pursuing excellence. Peter MattPresident and CEO at CMC00:17:05As I've said before, the most important investment we can make in our people is to keep them safe on the job, and I am proud to report that fiscal 2025 was the safest year in our company's history and marked the third consecutive year of record safety performance. The job of improving safety is never done, but we are in an excellent position to maintain our momentum and cement our position as truly world-class. During the year, we also invested in the leadership, talent, and resources that will support strategic execution across our organization. Within our Emerging Businesses Group, we now have in place a group of veteran leaders who are poised to drive EBG segment performance to new heights. We are already seeing early dividends in our CMC Construction Services and Performance Reinforcing Steel divisions as new sales and margin initiatives take hold. Peter MattPresident and CEO at CMC00:18:07Late in fiscal 2025, we also streamlined reporting structures in our North America Steel Group to facilitate decision-making and provide optimal coordination in supporting key initiatives, including our TAG program efforts. On the topic of TAG, we began execution of our operational and commercial excellence program in fiscal 2025, and I could not be prouder of the progress the CMC team achieved during the year. Not only did we generate $50 million in EBITDA benefits, well in excess of the $40 million we expected, but we also successfully identified additional opportunities to reduce costs, increase efficiencies, cut waste, and drive profitable sales in the future. Looking ahead, I am more confident than ever in this program's ability to drive meaningful and sustained improvement to CMC's financial profile. Peter MattPresident and CEO at CMC00:19:10By the end of fiscal 2026, we now expect to generate a run-rate annualized EBITDA benefit of more than $150 million with virtually no related capital investment. The next strategic path is value-accretive organic growth, which we anticipate will represent a meaningful source of new earnings and cash flow over the next several years, particularly as our Arizona II and Steel West Virginia mill investments reach full operations. I am pleased to report that we made significant progress on both projects during fiscal 2025. Notably, we achieved a full quarter of positive EBITDA at Arizona II, for which I would like to congratulate our team out west. I would also like to highlight CMC's attainment of an approximately $80 million net tax credit related to Steel West Virginia under the 48C program, which we will realize in fiscal 2026 and effectively reduces our capital investment in this project. Peter MattPresident and CEO at CMC00:20:19Finally, turning to capability-enhancing inorganic growth, as I've already discussed at length, we have created a large-scale precast platform with the announced acquisitions of Foley and CPMP. We believe this platform will greatly enhance CMC's financial profile, increase our value to customers, and provide an avenue for meaningful long-term growth. Paul will cover the financials, but before this, I would like to briefly reflect on our markets. First, in North America, a combination of resilient construction activity and a balanced supply landscape resulted in favorable conditions for both volumes and margins during the quarter. Shipments of finished steel increased year over year and were unchanged from the prior quarter's strong level. Peter MattPresident and CEO at CMC00:21:13Downstream bid volumes, our best gauge of the construction pipeline, remained healthy and were consistent with recent quarters as we continued to see strength across a number of key market segments, including public works, highway and bridge, institutional buildings, and data centers. As we have indicated previously, we see substantial pent-up demand, particularly within non-residential markets. This view is supported by historic strength in the Dodge Momentum Index, or DMI, as well as recent conversations with many of our largest customers. The DMI leads construction activity by 12 - 18 months and reached a record high in September, driven by growth that was broad-based across several market segments. Additionally, our customers are increasingly bullish as they experience a large inflow of projects into the pipeline related to energy generation, reshoring, advanced manufacturing, and LNG infrastructure. Peter MattPresident and CEO at CMC00:22:20When we look beyond the current environment, we remain confident that the emerging structural drivers will support construction activity over a multi-year period. These trends include investment in our nation's infrastructure, reshoring industrial capacity, growth in energy generation and transmission, the build-out of AI infrastructure, as well as addressing a U.S. housing shortage of 2 - 4 million units. As noted on slide 10 of the earnings presentation, over $2 trillion of corporate investments across AI, manufacturing, shipping and logistics, and energy have been announced in calendar 2025. Commencement of even a handful of related mega projects could provide a meaningful demand catalyst for CMC's products in the quarters ahead. Moving on to profitability in this segment, we experienced a strong sequential expansion in North American steel product margins during the quarter, achieving the highest level in two years. Peter MattPresident and CEO at CMC00:23:29The improvement only partially reflects the impact of the June and July price announcements. Realized pricing increased steadily throughout the quarter, and we exited at a much higher level than the period average, positioning us to further expand margins in the first quarter. Within our downstream business, we have seen price levels on new bids rise in tandem with the mill rebar price, which should support average backlog pricing in the future as these higher priced bids are converted into new contract awards. On the topic of backlog, I would note that average pricing stabilized in the fourth quarter following more than two years of sequential quarterly declines from the post-COVID peak. Before I move on to our other segments, I would like to briefly update you on the status of the rebar trade case filed with the International Trade Commission, or ITC, back in June. Peter MattPresident and CEO at CMC00:24:34The petition alleges exporters located in Algeria, Bulgaria, Egypt, and Vietnam are guilty of dumping material into the U.S. market and should be subject to corrective duties ranging up to 160%. In mid-July, the ITC ruled that the case has merit and has passed it to the Department of Commerce for further investigation. Based on the current case schedule, we expect a preliminary ruling on the anti-dumping claim sometime in late calendar 2025 or early 2026. It is worth noting that since filing the case, price levels have increased markedly on several rebar sizes, often sourced from the subject countries. Turning to our Emerging Businesses Group on slide 11, current conditions are supportive, and we see encouraging signals regarding future activity, specifically solid quoting levels, busy engineering firms, and improved velocity of quote conversion into backlog. Peter MattPresident and CEO at CMC00:25:41One attractive element of the Emerging Businesses Group segment is the fact that our current solutions are underpenetrated in the market, which provides significant opportunities for growth as we drive product adoption in addition to market expansion. In our key proprietary products, we are winning share through the strong value proposition while maintaining solid margins. This dynamic helped us achieve record segment profitability during the quarter as shipments of core solutions such as InterAx Geogrid, GalvaBar, and Chromax all increased from the prior year. We have outlined the unique capabilities of these products on prior calls, and we continue to expect that they, along with the Emerging Businesses Group's other high value-added offerings, position the segment to achieve a consistent organic growth rate in the mid to high single digits and EBITDA margins in the high teens. Finally, for our Europe Steel Group, conditions improved modestly from the third quarter. Peter MattPresident and CEO at CMC00:26:51Demand continued to normalize as a result of solid Polish economic growth, while on the supply side, import flows ticked up slightly from recent quarters but remain below the disruptive levels of a year ago. During the fourth quarter, we saw metal margins recover to their highest mark in over two years, aided by an improved price environment for Merchant Bar and Wire Rod. The green shoots that we have noted on recent earnings calls continue to mature. We are encouraged by recent developments that the EU is looking to bolster its trade legislation with the implementation of a long-term mechanism that will reduce existing quotas for foreign steel by nearly half, and imports beyond those quotas would be subject to new higher tariffs, which are currently proposed at 50%. Before turning the call over to Paul, I would like to recognize the efforts of our world-class employees. Peter MattPresident and CEO at CMC00:27:52We have asked a lot of the team as we execute on our ambitious vision for the future, and I am truly inspired by all that they have accomplished so far. Their efforts have been instrumental in laying the groundwork for years of success ahead, and I look forward to maintaining that momentum in the new fiscal year. With that, I'll turn the call over to Paul to provide more color on the quarter. Paul? Paul LawrenceSVP and CFO at CMC00:28:19Thank you, Peter. We reported fiscal fourth quarter 2025 net earnings of $151.8 million, or $1.35 per diluted share, compared to net earnings of $103.9 million and net earnings per diluted share of $0.90 in the prior year period. Excluding estimated net after-tax charges of approximately $3.2 million, adjusted earnings for the quarter totaled $155 million, or $1.37 per diluted share, compared to $97.4 million and $0.84 per diluted share, respectively, in the prior year period. These adjustments consisted of a $3.8 million pre-tax expense for interest on the judgment amount associated with the previously disclosed litigation, an impairment charge of $3.4 million, and a $2.9 million unrealized gain on undesignated commodity hedges. During the fourth quarter of 2025, we modified our method of calculating adjusted EBITDA to exclude the impact of unrealized gains and losses from undesignated commodity derivatives. Paul LawrenceSVP and CFO at CMC00:29:37This change was primarily driven by heightened volatility in copper-forward markets, which introduced significant non-cash fluctuations unrelated to our core operations. The relevant financial figures, including historical numbers, have been adjusted to reflect this change, impacting consolidated adjusted earnings, adjusted earnings per diluted share, adjusted EBITDA, core EBITDA, and core EBITDA margin, as well as North America Steel Group adjusted segment EBITDA. Given the prominence of these metrics, we have published recast quarterly figures dating back to fiscal 2019 in a Form 8-K filing accompanying our earnings release this morning. We believe this change in reporting will provide a more representative view of our operating performance and cash-generating capability. Consolidated core EBITDA was $291.4 million for the fourth quarter of 2025, representing a 33% increase from the $219 million generated during the prior year period. Slide 14 of the supplemental presentation illustrates the year-to-year changes in CMC's quarterly financial performance. Paul LawrenceSVP and CFO at CMC00:31:05Segment-level adjusted EBITDA increased by $87.4 million in total, with our North America Steel Group contributing $36.6 million of improvement, Emerging Businesses Group providing $8.1 million, and the Europe Steel Group delivering $42.7 million. The consolidated core EBITDA margin of 13.8% compared to 11% in the prior year period. CMC's North America Steel Group generated adjusted EBITDA of $239.4 million for the quarter, equal to $207 per ton of finished steel shipped. Segment-adjusted EBITDA increased 18% compared to the prior year period, driven primarily by higher margin over scrap cost on steel products and contributions from our TAG operational excellence efforts. In particular, scrap optimization, alloy consumption reduction, process yield improvements, and logistics optimization. North America Steel Group adjusted EBITDA margin of 14.8% compares to 13% in the fourth quarter of 2024. Paul LawrenceSVP and CFO at CMC00:32:26Segment results also improved sequentially as steel product margins continued the expansion that began early in the third quarter. As Peter noted, we exited the fourth quarter with steel prices on an upward trajectory and steel product metal margins $31 per ton above the period average, setting the stage for us to generate strong margins in the first quarter of fiscal 2026. As indicated earlier, demand for long steel products was resilient during the quarter. Finished steel shipments increased by 3% compared to a year ago, while rebar shipments from CMC's mills and downstream operations grew at a similar rate. The Emerging Businesses Group fourth quarter net sales of $221.8 million increased by 13.4% on a year-over-year basis, while adjusted EBITDA of $50.6 million increased by 19.1%. Paul LawrenceSVP and CFO at CMC00:33:31The improvement was largely driven by three factors: strong demand for geogrids and proprietary products within CMC's Performance Reinforcing Steel division, improved tensile cost performance, and the impact of commercial initiatives within our CMC Construction Services division. Turning to slide 17 of the earnings presentation, our Europe Steel Group reported adjusted EBITDA of $39.1 million for the fourth quarter of 2025, compared to a loss of $3.6 million in the prior year period. Segment-adjusted EBITDA margin of 14.8% increased from -1.6% a year ago. The biggest driver of improved profitability was the receipt of a $31 million CO2 credit, which was the first of two payments that will be received this calendar year as part of the government energy cost reimbursement program in place through 2030. Excluding this, operational results improved by $11.7 million, driven by higher margins, a 17% increase in shipment volumes, and ongoing cost management efforts. Paul LawrenceSVP and CFO at CMC00:34:50Similar to recent quarters, the team in Poland continued to drive efficiency gains with success in nearly every major cost category, including labor, consumable usage, alloys, and overhead. Most of these improvements are permanent in nature and set us up well to capitalize on market recovery. As Peter mentioned, during the quarter, we saw continued demand growth and a somewhat moderated level of long steel imports into Poland. The combination of these factors provided CMC the opportunity to achieve improved shipping volumes. CMC's effective tax rate was 21.5% in the fourth quarter and 21.3% for the full year. Looking ahead, we anticipate a full-year effective tax rate between 4% and 8% for fiscal 2026. As a result of several factors, we do not anticipate paying any significant U.S. federal cash taxes in fiscal 2026 and for much of fiscal 2027. Paul LawrenceSVP and CFO at CMC00:36:03During fiscal 2026, we will benefit from our 48C tax credit, bonus depreciation on our West Virginia mill investment, as well as accelerated depreciation from the assets acquired in CMC's acquisition of Foley and CPMP, which will significantly increase our free cash flow generation. Turning to CMC's fiscal 2026 capital spending outlook, we expect to invest approximately $600 million in total. Of this amount, approximately $350 million is associated with completing the construction of our West Virginia micromill, as well as a handful of high-return growth investments within our Emerging Businesses Group segment. This concludes my remarks, and I'll now turn it back to Peter for additional comments on CMC's financial outlook. Peter MattPresident and CEO at CMC00:37:01Thank you, Paul. We expect consolidated financial results in the first quarter of fiscal 2026 to be generally consistent with those of the fourth quarter. Finished steel shipments within the North America Steel Group are anticipated to follow normal seasonal trends, while our adjusted EBITDA margin is expected to increase sequentially on higher steel product margins over scrap. While we expect financial results in the Emerging Businesses Group to decline on a sequential basis due to normal seasonality, we believe they will improve year over year. Our Europe Steel Group will receive the second tranche of the annual CO2 credit in an amount of approximately $15 million during the first quarter. Excluding this credit, adjusted EBITDA for our Europe Steel Group is likely to be around breakeven as seasonal factors and scheduled maintenance outages weigh on profitability. Peter MattPresident and CEO at CMC00:38:06I am confident in CMC's long-term outlook and continue to believe in our ability to generate significant value for our shareholders. We are executing on several strategic initiatives, which we believe will deliver meaningful and sustained enhancements to our margins, earnings, cash flow, and return on capital. We will achieve this by leveraging our TAG operational and commercial excellence program to get more out of our existing enterprise, completing value-accretive organic projects, and adding complementary early-stage construction solutions that provide attractive new growth lanes. Taken together, we believe these efforts will position our company to take full advantage of the powerful structural trends in the domestic construction market for years to come. I would like to conclude by thanking our customers for their trust and confidence in CMC and all of our employees for delivering yet another quarter of very solid safety and operational performance. Operator00:39:17Thank you. At this time, we will now open the call to questions. To ask a question, you may press star, then one on your telephone keypad. If you are using a speakerphone, please pick up your handset before pressing the keys. If at any time your question has been addressed and you would like to withdraw your question, please press star, then two. Please limit yourself to one question and one follow-up. At this time, we will pause momentarily to assemble our roster. Your first question today will come from Mike Harris with Goldman Sachs. Please go ahead. Cecilia TangAnalyst at Goldman Sachs00:39:55Hi, good morning. This is Cecilia Tang on for Mike Harris. You mentioned strong growth in the construction industry, so I was wondering how much of that demand is coming from infrastructure, residential, industrial, and energy. Peter MattPresident and CEO at CMC00:40:11Yeah, thank you very much for the question, Cecilia. Infrastructure has been very strong. It has been for the past several years, really on the back of the IIJA, and we expect it's going to continue to be strong. I would say that we expect there to be a follow-on bill so that this should be a multi-year trend. On non-residential construction, it's been a bit mixed. There have been certain areas that are very strong, areas like energy, as you cite, that's been very strong. Data centers, obviously very strong. Institutional spending on hospitals, that type of thing has been also very strong. There have been other areas that are kind of weaker, and I'm thinking about kind of commercial buildings, retail has been weaker. The thing that's exciting about the non-residential space is that there is a huge backlog of potential projects coming down the pike. Peter MattPresident and CEO at CMC00:41:08I'm thinking about, and we've said this before, there are something like $2 trillion of potential projects that are out there that have been announced. There is still a huge pipeline of potential projects that come behind that in some of these trade deals if and when they get negotiated. We're very bullish about a turn in non-residential spending, and we'll see that move from kind of what's been flattish to something that's growing again. Lastly, residential markets. You know, residential markets have been lackluster, I would say, and a lot of that is tied to interest rates. Those markets tend to be more sensitive to interest rates. As we see interest rates start to come down, we have confidence that we're going to see a turn in that market. Remember that we have a deficit of 2 - 4 million homes in this country. Peter MattPresident and CEO at CMC00:42:05There is absolutely a demand backdrop that warrants the residential spending, and we just have to get to a place where the economics support that. We think we're going to see that as rates continue to drift down. In total, we remain very bullish about the level of spending over the next several years. Each of these sectors, it's a multi-year trend. Cecilia TangAnalyst at Goldman Sachs00:42:35Thank you. That's very helpful. I was wondering, given the bullish outlook, why is it that the first quarter outlook is not more positive, especially given the positive performance in the current quarter? Paul LawrenceSVP and CFO at CMC00:42:49Cecilia, there's a few moving pieces to our outlook for the first quarter. You're correct. As far as North America Steel Group is concerned, we're going to have a very strong quarter in the first quarter. We often measure the North America Steel Group as an EBITDA per ton, and it was great to see in the fourth quarter that the EBITDA per ton of that segment was over $200 a ton. As we said in our stated remarks, we exited the quarter with a metal margin over $30 a ton, higher than the average for the quarter. North America Steel Group will have a great quarter. However, if we look at our Europe Steel Group, two aspects to that. We talked about the reduction in the CO2 credits. Paul LawrenceSVP and CFO at CMC00:43:45We will get another credit in the first quarter, but it will be roughly half of what we received in the fourth quarter, so that'll be a $15 million impact. We have our typical seasonal planned maintenance outage that will reduce the operating performance, excluding the CO2 credits to near breakeven. The other piece is within the EBG group, because TENSAR means a significant portion to that business and it's really involved in site prep, the seasonality of that business is quite a bit more significant than our other businesses. As we guided towards improvement over last year, but you know a similar type of transition from fourth quarter to first quarter, those are the major factors which drive us towards a fairly consistent overall quarter over quarter, but many different moving pieces within the portfolio. Cecilia TangAnalyst at Goldman Sachs00:44:47That makes sense. Thank you. Peter MattPresident and CEO at CMC00:44:50Thank you, Cecilia. Operator00:44:52Your next question today will come from Sathish Kasinathan with Bank of America. Please go ahead. Sathish KasinathanVP at Bank of America00:45:00Yeah, hi, good morning, Peter and Paul. Congrats on a strong quarter and the announced acquisition. Peter MattPresident and CEO at CMC00:45:08Thank you. Sathish KasinathanVP at Bank of America00:45:08Foley and CPMP now, I mean, I think you now have a strong scale in the precast concrete market. With this kind of size, do you think the focus over the next couple of years will be to just integrate the assets and reduce debt, or given the fragmented market, would you continue to look for additional inorganic growth opportunities? Peter MattPresident and CEO at CMC00:45:32Yeah, that's a great question. Thank you very much. As we kind of look forward with these two transactions, I'd say it's fair to say we are done for now. We have quite a bit of integration to do with these transactions, and we're very happy with the platform that we've built. As we look a little bit further forward, once we bring our leverage down into our acceptable range, we would start to look at other transactions. We think this is a big market. Again, precast overall, as we said on the last call when we introduced CPMP, this is a $30 billion market, and it's fragmented, and we think there are going to likely be opportunities for us over time. Peter MattPresident and CEO at CMC00:46:20Bolt-ons will be super attractive because they typically are cheaper, they come with synergies, and they strengthen our core, which is kind of part of the message that we are consistently trying to reinforce. Bigger transactions will likely be more episodic, but our goal for this platform is ultimately to create one of national scale that looks a little bit like our rebar business. Again, to do that, we're going to build a platform that's several hundred million dollars of EBITDA, but we're going to do it on a measured basis. Remember, we've always said from the beginning we're going to be super disciplined about M&A and making sure that we deliver the returns on the M&A that we do, and integrating these assets successfully is absolutely critical to ensuring the success of that going forward. Very excited about the opportunity, and these two businesses could not fit together better. Peter MattPresident and CEO at CMC00:47:29Anyway, super excited about what we have so far. Paul LawrenceSVP and CFO at CMC00:47:33Sathish, I would just add, you know, as we've been talking with the investment community probably for two years, we've been looking at the early-stage construction and really honing in on this precast market. The one thing that came up repeatedly was these are the two leaders in the space. Obviously, we don't dictate timing of when the assets become available, but when they became available, it was imperative that we took a look and tried to build the portfolio that made sense. Sathish KasinathanVP at Bank of America00:48:12Yeah, that's great to hear. Just on Foley, it is clear that the margin profile is one of the best today, but can you maybe share the historical growth rate for Foley over the past two, three years? Looking ahead, do you see potential for this business to continue to grow, gain market share, and grow above the 5% - 7% market growth? Peter MattPresident and CEO at CMC00:48:40I think, you know, if you look at the growth of the business over the last couple of years, I think we should assume there's a base level of growth that's kind of GDP-related. Then on top of that, there's growth related to kind of share expansions that the business makes. In the case of Foley, it has a number of expansions that it's in progress on in its territories today that will provide opportunities for future growth. We would expect to grow at a level in excess of GDP over the next couple of years from a volume standpoint. Paul LawrenceSVP and CFO at CMC00:49:24I would just add, Sathish, the margin level that we describe in the material, the business has generated that consistently over the last handful of years. It is a very consistent performer. Sathish KasinathanVP at Bank of America00:49:40Okay, thank you. I'll jump back in the queue. Thank you. Operator00:49:45Your next question today will come from Alex Hacking with Citi. Please go ahead. Alex HackingEquity Research Analyst at Citi00:49:51Yeah, thanks, morning, and congrats on the deal. I guess just following up on the margin question, you know, Foley's margins look like they're almost double CPMP. Could you maybe give a little more color on kind of what's driving that, and is there a potential opportunity to increase margins at CPMP from learning from Foley? Thanks. Peter MattPresident and CEO at CMC00:50:11Yeah, thanks, Alex. Appreciate the question. A couple of things that I would point to. Again, I think as we look at these businesses, one of the things we really like about this is, and as Paul said, we spent a lot of time looking at these businesses, is that they both bring strengths to the table. There are certain things that Foley does really well, and there are certain things that CPMP does really well. Peter MattPresident and CEO at CMC00:50:38I think the combination of those two companies is going to build a really formidable company in our portfolio. If we look at Foley specifically relative to CPMP and try to articulate the margin differentials, one of the things, Foley has a different operating model than CPMP, and that's a factor. The other thing that I would say on the CPMP side is that CPMP has made a number of acquisitions recently where they are kind of works in process, or works in progress. As a consequence, the margins in some of those businesses are lower, and they bring down the overall margin. If you look at precast in general, it is the case that Foley's margins stand out. CPMP does, if you look at the plants that are kind of the more mature plants, they have very attractive margins there as well. Alex HackingEquity Research Analyst at Citi00:51:37Okay, thanks for the color. Alex HackingEquity Research Analyst at Citi00:51:40Then just following up, I guess on the cash conversion side, you know, if the $600 million CapEx next year estimate, how much of that would be for precast, and within that, how much would be kind of sustaining versus growth? Thank you. Peter MattPresident and CEO at CMC00:51:52For precast, the maintenance CapEx on these businesses is much lower. We talked about, in the case of CPMP, you may remember we talked about $8 million - $10 million of maintenance CapEx. In the case of Foley, it's probably like a kind of $10 million - $15 million type of number. In the case of CPMP, for the reason that I just explained to you, they've got these businesses that they've acquired where there's some investment that we think we can support. Peter MattPresident and CEO at CMC00:52:25Their spending is probably going to be a little bit higher over the first couple of years of our ownership as we kind of bring together the investments that they've made. Again, all of that CapEx beyond maintenance is maintenance or is spending that has very attractive returns tied to it. Paul LawrenceSVP and CFO at CMC00:52:46The only thing, Alex, I'd add is Peter's talking about annual numbers, and as we talked about, really, we expect the transaction to close by the end of the calendar year. The numbers in our fiscal will be a lot lower than those. Alex HackingEquity Research Analyst at Citi00:53:03Thanks for the clarification.Thank you. Operator00:53:09Your next question today will come from Carlos de Alba with Morgan Stanley. Please go ahead. Carlos de AlbaEquity Research Analyst at Morgan Stanley00:53:14Thank you very much. Good morning. Maybe a follow-up on the prior question. How quickly do you think that the margins in CPMP, and particularly in those recent acquisitions, could bring up or come to the levels that Foley and maybe the core CPMP business is already experiencing? Is it already in the next year or two years? Peter MattPresident and CEO at CMC00:53:45Great question, Carlos. The one thing I'd say is, you know, we want to be a little careful. We don't own these businesses yet. We need to close on the transactions and better understand what we have, and with that understanding will come more clarity on the timeframe. I think the appropriate way to frame it for you at this juncture is that we talk about the synergies as being achievable over a three to five-year horizon. I think that that's the right horizon to think about for any kind of improvement in the CPMP margins. Obviously, there are some things that will come quick, and then there are other things that will take longer. Peter MattPresident and CEO at CMC00:54:29I just mentioned before in response to Alex's question that we're going to put some extra capital into, to the tune of kind of $5 million per year into CPMP, and that will be to accelerate some of that. Again, that's all really high-return capital that we'll be deploying. Carlos de AlbaEquity Research Analyst at Morgan Stanley00:54:53All right. The $5 million - $10 million incremental EBITDA in CPMP that you mentioned, that includes this recent acquisition by the company stepping up the EBITDA generation, right? Peter MattPresident and CEO at CMC00:55:09No, just to be clear, when we announced CPMP, we said that there was $5 million - $10 million in that transaction. We maintain that, right? In this transaction, we're bringing another $25 million - $30 million over a three to five-year period. That is why, and you'll remember in the last conversation that we had when we acquired or when we announced the acquisition of CPMP, we said that, you know, as we have a platform, we would have more synergies with successive moves. This is a great example of this. Honestly, you might ask the question about the timing of these two transactions, and obviously we couldn't call the timing. I think when you see that magnitude of synergies, it makes it clear why this was a transaction we had to look at seriously. It's an extra $25 million - $30 million in this transaction. Carlos de AlbaEquity Research Analyst at Morgan Stanley00:56:07All right, fair enough. My second question is regarding the outlook for dividends and buybacks vis-Ã -vis the cash flow generation of the company. You did mention that the acquisitions of both of them are going to be accretive to free cash flow. You're not going to really pay a lot of cash taxes in the next two years. How do you see dividends and buybacks in the coming quarters? Peter MattPresident and CEO at CMC00:56:34Let me just say to answer your question directly, on dividends, we have no plan to change our dividend, zero plan to change our dividend. I'd say also our long-term capital allocation strategy is not changing at all, not at all. What I would say is that we are done with acquisitions for now, and we are going to focus on big acquisitions for now, and we are going to focus on integration and making sure that we make these transactions highly successful and great return investments for our business. We will continue the organic growth projects that we've started across the company. As we move past Steel West Virginia, these will be much more capital-light investments, but we will continue those. Peter MattPresident and CEO at CMC00:57:26We will slow down our share repurchase program and probably bring it to a level where we're offsetting employee share grants in the short term as we get our leverage back down below the two times target. Once we get to the two times target or below, we'll then ramp up share repurchases. Share repurchases are a critical part of our capital allocation strategy, and we intend to resume those as our balance sheet comes into line. Paul LawrenceSVP and CFO at CMC00:57:59You are very confident in both the numerator and the denominator in terms of being able to bring that leverage down. In terms of the cash flow and the lack of U.S. cash taxes, the reduction in CapEx going forward, and the optimism in the current environment in our business, cash flow generation is expected to be very strong. That also is helping the EBITDA that we expect the business to generate over the coming periods, which is also expected to be strong. Therefore, both aspects should help us achieve that 2x net leverage over the coming quarters. Carlos de AlbaEquity Research Analyst at Morgan Stanley00:58:46Perfect, thank you. Peter MattPresident and CEO at CMC00:58:48Thank you, Carlos. Operator00:58:51Your next question today will come from Bill Peterson with JPMorgan. Please go ahead. Bill PetersonEquity Research Analyst at JPMorgan00:58:57Yeah, hi, good morning. Thanks for taking the questions, and congrats on the second transaction here in a few months. Along those lines, I have a longer-term question, maybe more suited for a capital markets day, but given these transactions, how would you envision the company looking like in sort of a five-plus year timeframe in terms of product mix? Rebar versus long products, ground stabilization, precast, or other materials. Given the margin structure in these newer businesses and acquired companies, would you consider selling core assets in order to accelerate the transition? Just trying to get a sense on how we should envision this company over the long term. Peter MattPresident and CEO at CMC00:59:35Yeah, it's a great question. If you think about the strategy that we've outlined, it's one of becoming an early-stage construction supplier. If you think about our rebar business, our fabrication business, these fit perfectly, and these are early-stage construction suppliers. You think about our Tensar business, it's early-stage construction. Think about our recently acquired precast platforms, early-stage construction, PRS, Performance Reinforcing Steel, early-stage construction, and Construction Services, same thing. If you look at the portfolio that we have today, we've got a number of interesting assets that we can build on, and that's one of the things we find so compelling about the portfolio to become a leader in early-stage construction. Peter MattPresident and CEO at CMC01:00:27When we talk about our precast business, again, as I said in response to an earlier question, our goal is to build that into something where we have a national footprint, and that's going to mean several hundred million dollars of EBITDA. With these two transactions, we're well on the way to doing that. With the footprint that Foley brings, I think we have a beachhead to examine some of those markets that, by the way, we know well because we're already in those markets with our rebar fabrication and our mills business, right? There's a very natural path that we're following. As we look at our other EBG businesses, we would love to grow Tensar. We think that has great potential, and it's still a very underpenetrated market. It will be an important piece of our portfolio. Peter MattPresident and CEO at CMC01:01:24Performance Reinforcing Steel, the plant that we have today is sold out, so we're building another one. We believe that the demand for kind of corrosion-resistant steel in this country, given some of the changes in weather and so forth, is only going to increase. Construction Services is a tremendous asset. We talk to customers, and the customers tell us the Construction Services business where we are, and it's really a small segment of our footprint, which is really Texas, Louisiana, and Oklahoma, it's a great asset to the customers we have. That's something that we're looking at as a potential way to kind of complement the early-stage construction portfolio that we're building. As we look at the portfolio, again, what we want is we want businesses that can be of scale and that can be of significance to our customers. We want businesses that bring value to our customers. Peter MattPresident and CEO at CMC01:02:28It's difficult to define the portfolio precisely, but the direction that we're going is we want value-added products that have high margins and good returns on invested capital. I want to just come back, sorry, this is a long answer, but I think this is important. I want to come back to our steel business and TAG. The whole mission of TAG is to improve the great platform that we already have in steel. It is so critical when we talk to the customers, and I'm talking about big contractors, they tell us, you know, you guys are, your franchise in the steel market is tremendously valuable to us because you do what you say you're going to do, and you do it when you say you're going to do it. TAG is helping us make that business even better. Peter MattPresident and CEO at CMC01:03:21Our goal with that business is to raise the margins through the cycle so that they start to look like the margins in some of our, you know, ultimately some of our EBG businesses. It's a multi-year journey, but we think we have a lot of opportunity, and the team that's executing the TAG program within our company is doing a phenomenal job. Anyway, Bill, I know that's a long answer to your question, but hopefully it gives you some color. Bill PetersonEquity Research Analyst at JPMorgan01:03:53No, certainly. Yeah, thanks for all the details there. My next question is more, I guess, near-term focused. Bill PetersonEquity Research Analyst at JPMorgan01:04:00You talked about, you know, typical seasonality across several of these sectors. I guess on North America, if we look back, this would imply something like a down 3% - 7% quarter on quarter. We've seen a lot of variability over the last five years or so. I would assume you're really talking more driven by the downstream versus products. Can you unpack what typical seasonality is really meant here and what that may look like for the various, you know, subsectors, subsegments of your business? Paul LawrenceSVP and CFO at CMC01:04:30Yeah, Bill, the season, September through November, really, it is a good construction season, similar to our fourth quarter, with the exception of the week that we lose for Thanksgiving. We see it's usually that 2% - 3% reduction in volumes that we see in the first quarter on the North America Steel Group. As I said in an earlier answer, we do see impacts to the other segments a little bit stronger, given the more cyclical nature of site preparation, which drives a lot of the EBG business. That one is a little bit more seasonal, as you saw last year. Europe, with the outage, it's less seasonal, but the outage season. Bill PetersonEquity Research Analyst at JPMorgan01:05:30Yeah, thanks for that, Paul. Thanks for all the details. Appreciate it. Paul LawrenceSVP and CFO at CMC01:05:34Thank you, Bill. Operator01:05:36Your next question today will come from Andrew Jones with UBS. Please go ahead. Andrew JonesExecutive Director at UBS01:05:43Hi, James. I just want to better understand the barriers to entry in this business. I mean, to me, it looks like it's a pretty fragmented business. You obviously call out a few things on the slides, including, you know, relatively high capital costs. Could you give us some idea in terms of how to sort of quantify those? When you talk about the steep learning curve, can you kind of give us some sort of sense as to how complex this is? Because I just, high level, a fragmented business usually means a much lower margin than we're seeing in these numbers. Thanks. Paul LawrenceSVP and CFO at CMC01:06:19Yeah. If we look at what drives this business, it starts with customer relationships, right? If you look across the portfolio of CPMP or Foley, they've got great relationships in the region that connect them, and obviously a reputation and the capability to service the jobs that they're getting. I think, obviously, reputation, just like in our rebar fabrication, it's critical that you deliver the products on time and that you deliver good quality products and that you help the contractor accelerate their job. Those are really important. The third leg of this is capability. When you look at the capabilities of both CPMP and of Foley, they bring a broad-based precast capability. You can be in the precast business pretty easily if you kind of have a concrete mixer and a mold. Paul LawrenceSVP and CFO at CMC01:07:33The point is that most of these complicated job sites need a lot of different forms to serve the precast need. As a consequence, the capability that both of these companies have across the concrete pipe and precast fronts gives them a differentiating capability to perform in the market on these complicated jobs. The last thing I would say is, and this goes to the speed point, having some scale helps a lot on these larger jobs because what the contractors will tell you is when they start a project, they want to go fast. They don't want to wait for material. The party that can have the material available has a real advantage in supplying the product. Andrew JonesExecutive Director at UBS01:08:36Thanks very much. Paul LawrenceSVP and CFO at CMC01:08:37Andrew, can you start over? We lost that follow-on. Andrew JonesExecutive Director at UBS01:08:44No, no. Just that. No, that was clear. Thank you. Operator01:08:53Your next question will come from Katja Jancic with BMO Capital Markets. Please go ahead. Katja JancicMetals and Mining Analyst at BMO Capital Markets01:08:59Hi. Thank you for taking my question. Maybe just quickly, Peter, did you say earlier on in the call that you would like to grow the precast business to $700 million in EBITDA? Did I hear that correctly? Peter MattPresident and CEO at CMC01:09:14Several hundred million dollars. Several hundred million dollars. Peter MattPresident and CEO at CMC01:09:19Sorry, go ahead. Katja JancicMetals and Mining Analyst at BMO Capital Markets01:09:21No, you go. Sorry. Peter MattPresident and CEO at CMC01:09:25I was just going to say several hundred million. Again, between these two acquisitions, we're already at $250 million. We've got a good start. Katja JancicMetals and Mining Analyst at BMO Capital Markets01:09:38I think even before, with the announcement of the first acquisition, the commentary was that most of this, the growth there is more likely through M&A. Is that correct? Peter MattPresident and CEO at CMC01:09:51It is. I mean, again, there are organic projects, and I noted two of them earlier in this call on the Foley platform. There are a number of organic growth projects in the CPMP platform. Again, to build scale and the scale that we're talking about doing, as I said in the last call, it's likely going to involve M&A. The good news is that now, as I said, we have a real platform that we can build around. Bolt-on acquisitions that come with lots of synergies will be very appealing. When they come around, some of these, you know, the larger acquisitions, which are not going to be every single day, when they come around, we'll be in a position to look at those as well. Paul LawrenceSVP and CFO at CMC01:10:39Just to supplement that, Katja, you know, I would say the step change comes from inorganic growth. I think, you know, as we look at the trends in these businesses, we see above-average growth for the adoption and penetration of precast product. They really solve a labor shortage issue. They solve stormwater management issues. That has been what really has driven some good-sized growth. If we look at the regions in which these businesses operate, the growth expectation of construction activity in their geographies is expected to be very attractive over the coming years. Katja JancicMetals and Mining Analyst at BMO Capital Markets01:11:23Perfect. Thank you so much. Peter MattPresident and CEO at CMC01:11:26Thank you, Katja. Operator01:11:29Your next question today will come from Phil Gibbs with KeyBanc Capital Markets. Please go ahead. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:11:35Hey, good morning. Paul LawrenceSVP and CFO at CMC01:11:37Hey, Phil. Paul LawrenceSVP and CFO at CMC01:11:38Hi, Phil. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:11:39Question about the CapEx guidance for this year, around $600 million. Does that include CapEx related to the businesses that you're poised to close on? If not, what's the typical maintenance level of CapEx associated with those businesses? Peter MattPresident and CEO at CMC01:11:58Yeah, it does not. That's a CMC CapEx number. Phil, you may have heard us say in response to an earlier question, the maintenance CapEx for these businesses is probably $8 million - $10 million for CPMP and probably, you know, $10 million - $15 million for Foley. They're not big CapEx numbers. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:12:24That's a % of their revenues? Peter MattPresident and CEO at CMC01:12:28No, that's $1 million. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:12:32Oh, okay. Paul LawrenceSVP and CFO at CMC01:12:33Yeah, it's generally 3% - 4% revenue in this precast space is the maintenance CapEx, a very generic number, but it's very capital-light. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:12:48As you've really pivoted and accelerated the strategy to acquire some of these more upstream-oriented construction-facing businesses in the U.S., particularly in the Southeast and Mid-Atlantic, do you think that that means there should be a more natural buyer, perhaps, for your European assets? Peter MattPresident and CEO at CMC01:13:22When we look at our European assets, I think I've said this in the past, we really, really appreciate those assets for what they bring to the CMC family. I would just point to the TAG program initiative that I mentioned earlier on the call. The team in Europe has done just a phenomenal job on being low-cost. There's a lot that we can extrapolate from what they've done to help us in North America. One of the things that our team in North America is absolutely dead set on is that we will be a low-cost producer in our steel business in North America. The Polish business brings a lot to the table, and it's absolutely a core part of our portfolio. Phil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital Markets01:14:14Thank you. Peter MattPresident and CEO at CMC01:14:16Thank you, Phil Gibbs. Operator01:14:19At this time, there appears to be no further questions. Mr. Matt, I'll turn the call back over to you. Peter MattPresident and CEO at CMC01:14:26Thank you very much. At CMC, we remain confident that our best days are ahead. The combination of the structural demand trends we have noted, operational and commercial excellence initiatives to strengthen our through-the-cycle performance, and value of creative growth opportunities, including our recently announced precast acquisitions, create an exciting future for our company. Thank you for joining us on today's conference call. We look forward to speaking with many of you during our investor calls in the coming days and weeks. Thank you very much, everybody. Operator01:15:04Concludes today's CMC conference call. You may now disconnect.Read moreParticipantsExecutivesPeter MattPresident and CEOAnalystsPhil GibbsDirector of Metals Equity Research Analyst at KeyBanc Capital MarketsCarlos de AlbaEquity Research Analyst at Morgan StanleyBill PetersonEquity Research Analyst at JPMorganCecilia TangAnalyst at Goldman SachsAlex HackingEquity Research Analyst at CitiSathish KasinathanVP at Bank of AmericaKatja JancicMetals and Mining Analyst at BMO Capital MarketsAndrew JonesExecutive Director at UBSPaul LawrenceSVP and CFO at CMCPowered by