U.S. Concrete Announces 2013 Second Quarter Results

U.S. Concrete Announces 2013 Second Quarter Results

  *Adjusted EBITDA increased 96% to $17.0 million
  *Adjusted net income increased $10.2 million to $11.7 million
  *Consolidated revenue increased 17.6% to $162.5 million
  *Ready-mixed concrete volume rose 8.5% to approximately 1.4 million cubic
    yards
  *Ready-mixed concrete average sales price improved 7.6%
  *Net income of $6.7 million

EULESS, Texas, Aug. 8, 2013 (GLOBE NEWSWIRE) -- U.S. Concrete, Inc.
(Nasdaq:USCR) today reported adjusted net income of $11.7 million, or $0.86
per diluted share, for the second quarter of 2013, compared to adjusted net
income of $1.5 million, or $0.12 per diluted share, in the second quarter of
2012. Second quarter 2013 adjusted net income excludes a non-cash loss related
to the fair value change in the Company's derivatives of $1.9 million, $0.3
million of expense related to the relocation of the corporate headquarters,
and $2.8 million of non-cash stock compensation expense. Second quarter 2012
adjusted net income excludes a non-cash loss related to the fair value change
in the Company's derivatives of $0.6 million, $0.5 million of expense related
to the relocation of the corporate headquarters, and $0.8 million of non-cash
stock compensation expense. Including the loss related to derivatives, expense
related to the relocation of the corporate headquarters and non-cash stock
compensation expense, net income for the second quarter of 2013 was $6.7
million, compared to a net loss of $0.3 million in the second quarter of 2012.

The Company defines adjusted net income (loss) and adjusted net income (loss)
per share as net income (loss) and net income (loss) per share excluding
non-cash stock compensation expense, derivative loss, gain (loss) on
extinguishment of debt, and expense related to the Company's relocation of the
corporate headquarters. Adjusted net income (loss) and adjusted net income
(loss) per share are non-GAAP financial measures. For a reconciliation of
adjusted net income (loss) and adjusted net income (loss) per share to the
most directly comparable GAAP financial measures, please see the attached
"Additional Statistics" schedule.

William J. Sandbrook, President and Chief Executive Officer of U.S. Concrete,
stated, "We are pleased with our continued organic growth in ready-mixed
pricing and volume on a year-over-year basis. During the second quarter,
volume was particularly strong in April and May relative to last year, though
volume in June was negatively impacted by weather in some of our markets. We
are also seeing growth in our backlog. On the strategic front, we recently
strengthened our presence in the burgeoning Dallas/Fort Worth market with the
acquisition of three additional plants, and we continue to seek opportunities
for both expansion and vertical integration."

SECOND QUARTER 2013 RESULTS

Consolidated revenue in the second quarter of 2013 increased 17.6% to $162.5
million, compared to $138.2 million in the second quarter of 2012. Revenue
from the ready-mixed concrete segment increased $20.6 million, or 16.8%, to
$143.3 million for the second quarter of 2013, compared to $122.7 million in
the second quarter of 2012. The Company's ready-mixed sales volume for the
second quarter of 2013 was approximately 1.39 million cubic yards, up 8.5%
from the approximately 1.28 million cubic yards of ready-mixed concrete sold
in the second quarter of 2012. The Company's consolidated average sales price
per cubic yard of ready-mixed concrete increased 7.6% during the second
quarter of 2013, as compared to the second quarter of 2012. Aggregate products
segment revenue increased $2.5 million, or 32.0%, to $10.1 million in the
second quarter of 2013 compared to $7.7 million in the second quarter of 2012.

The Company's adjusted earnings before interest, income taxes, depreciation
and amortization ("EBITDA") was $17.0 million in the second quarter of 2013,
compared to adjusted EBITDA of $8.7 million in the second quarter of 2012.
Adjusted EBITDA margin, which is adjusted EBITDA as a percentage of revenue,
for the second quarter of 2013 was 10.5%, compared to 6.3% in the second
quarter of 2012.

The Company defines adjusted EBITDA as net income (loss) from continuing
operations plus expense (benefit) for income taxes, net interest expense,
depreciation, depletion and amortization, and excludes non-cash stock
compensation expense, derivative loss, gain (loss) on extinguishment of debt
and expense related to the Company's relocation of the corporate headquarters.
Adjusted EBITDA is a non-GAAP financial measure. For a reconciliation of
adjusted EBITDA, free cash flow and net debt (which are other non-GAAP
financial measures used in this earnings release) to the most directly
comparable GAAP financial measures, please see the attached "Additional
Statistics" schedule.

Selling, general and administrative expenses ("SG&A") were approximately $16.4
million in the second quarter of 2013 compared to $13.6 million in the second
quarter of 2012. The higher costs for the second quarter of 2013 were
primarily due to increased non-cash stock compensation expense and incentive
compensation accruals.Excluding the non-cash stock compensation expense and
timing related incentive compensation accruals, as a percentage of revenue,
SG&A expenses decreased to 8.4% of revenue in the second quarter of 2013
compared to 9.7% in the prior year quarter.

During the second quarter of 2013, the Company recorded a $1.9 million
non-cash loss related to derivatives. This non-cash loss was comprised of $0.4
million from fair value changes in the embedded derivative related to the
Company's Convertible Notes and $1.5 million from fair value changes in the
Company's warrants. This is compared to a non-cash loss of $0.6 million during
the second quarter of 2012, also from such fair value changes. These changes
were due primarily to the increase in the price of the Company's common stock
during the second quarters of 2013 and 2012.

The Company had cash provided by operations of $14.9 million for the second
quarter of 2013, compared to $1.2 million used in operations for the second
quarter of 2012. The increase in the second quarter of 2013 was primarily the
result of increased earnings and management of working capital. The Company's
free cash flow for the second quarter of 2013 was $8.7 million, compared to
$(3.4) million for the second quarter of 2012.We define "free cash flow" as
cash used in operations less capital expenditures for property, plant and
equipment, net of proceeds from disposals. Capital expenditures increased $3.8
million to $6.3 million for the second quarter of 2013, as compared to $2.5
million for the second quarter of 2012.

The Company's net debt at June 30, 2013 was approximately $83.6 million, up
$24.9 million from December 31, 2012. We define net debt as total debt,
including current maturities and capital lease obligations, minus cash and
cash equivalents.The increase in net debt was due to the Company's completed
exchange offer for its Convertible Secured Notes and a $7.7 million increase
in the balance of our revolving credit facility.As previously reported, in
March, the Company closed on the exchange of $48.5 million aggregate principal
amount of its outstanding 9.5% Convertible Notes due 2015 for $61.1 million
aggregate principal amount of new 9.5% Senior Secured Notes due 2015. In
connection with the exchange, a $7.3 million discount associated with the
tendered Convertible Notes was written off. Net debt at June 30, 2013 was
comprised of total debt of $90.8 million, less cash and cash equivalents of
$7.1 million.

Ready-mix backlog at the end of the second quarter of 2013 was approximately
3.5 million yards, up 10.8% compared to the end of the second quarter of 2012
and up 14.4% since the beginning of the year.

CONFERENCE CALL

U.S. Concrete has scheduled a conference call for Thursday, August 8, 2013 at
10:00 a.m. Eastern time, to review its second quarter 2013 results.To
participate in the call, dial Toll-free: 877-312-8806 – Conference ID:
21329052 at least ten minutes before the conference call begins and ask for
the U.S. Concrete conference call.A replay of the conference call will be
available after the call under the investor relations section of the Company's
website at www.us-concrete.com.

Investors, analysts and the general public will also have the opportunity to
listen to the conference call over the Internet by accessing
www.us-concrete.com.To listen to the live call on the Web, please visit the
Web site at least 15 minutes early to register, download and install any
necessary audio software.For those who cannot listen to the live Web cast, an
archive will be available shortly after the call under the investor relations
section of the Company's website at www.us-concrete.com.

USE OF NON-GAAP FINANCIAL MEASURES

This press release uses the non-GAAP financial measures "adjusted EBITDA,"
"adjusted net income (loss)," "adjusted EBITDA margin," "free cash flow" and
"net debt."The Company has included adjusted EBITDA and adjusted EBITDA
margin in this press release because it is widely used by investors for
valuation and comparing the Company's financial performance with the
performance of other building material companies.The Company also uses
adjusted EBITDA and adjusted EBITDA margin to monitor and compare the
financial performance of its operations.Adjusted EBITDA does not give effect
to the cash the Company must use to service its debt or pay its income taxes,
and thus does not reflect the funds actually available for capital
expenditures.In addition, the Company's presentation of adjusted EBITDA and
adjusted EBITDA margin may not be comparable to similarly titled measures that
other companies report. The Company considers free cash flow to be an
important indicator of its ability to service debt and generate cash for
acquisitions and other strategic investments.The Company believes that net
debt is useful to investors as a measure of its financial position.The
Company presents adjusted net income (loss) and adjusted net income (loss) per
share to provide more consistent information for investors to use when
comparing operating results for the second quarter of 2013 to the second
quarter of 2012. Non-GAAP financial measures should be viewed in addition to,
and not as an alternative for, the Company's reported operating results or
cash flow from operations or any other measure of performance as determined in
accordance with GAAP.See the attached "Additional Statistics" for
reconciliation of each of these non-GAAP financial measures to the most
comparable GAAP financial measures for the quarters ended June 30, 2013 and
2012.

ABOUT U.S. CONCRETE

U.S. Concrete services the construction industry in several major markets in
the United States through its two business segments: ready-mixed concrete and
aggregate products. The Company has 104 fixed and 11 portable ready-mixed
concrete plants and seven producing aggregates facilities. During 2012, these
plant facilities produced approximately 4.8 million cubic yards of ready-mixed
concrete and approximately 3.3 million tons of aggregates. For more
information on U.S. Concrete, visit www.us-concrete.com.

CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS

This press release contains various forward-looking statements and information
that are based on management's belief, as well as assumptions made by and
information currently available to management. These forward-looking
statements speak only as of the date of this press release. The Company
disclaims any obligation to update these statements and cautions you not to
rely unduly on them.Forward-looking information includes, but is not limited
to, statements regarding: the stability of the business; encouraging nature of
second quarter volume and pricing increases; ready-mix backlog; ability to
maintain our cost structure and the improvements achieved during our
restructuring and monitor fixed costs; ability to maximize liquidity, manage
variable costs, control capital spending and monitor working capital usage;
and the adequacy of current liquidity.Although U.S. Concrete believes that
the expectations reflected in such forward-looking statements are reasonable,
it can give no assurance that those expectations will prove to have been
correct. Such statements are subject to certain risks, uncertainties and
assumptions, including, among other matters: general and regional economic
conditions; the level of activity in the construction industry; the ability of
U.S. Concrete to complete acquisitions and to effectively integrate the
operations of acquired companies; development of adequate management
infrastructure; departure of key personnel; access to labor; union disruption;
competitive factors; government regulations; exposure to environmental and
other liabilities; the cyclical and seasonal nature of U.S. Concrete's
business; adverse weather conditions; the availability and pricing of raw
materials; the availability of refinancing alternatives; and general risks
related to the industry and markets in which U.S. Concrete operates. Should
one or more of these risks materialize, or should underlying assumptions prove
incorrect, actual results or outcomes may vary materially from those expected.
These risks, as well as others, are discussed in greater detail in U.S.
Concrete's filings with the Securities and Exchange Commission, including U.S.
Concrete's Annual Report on Form 10-K for the year ended December 31, 2012 and
subsequent Quarterly Reports on Form 10-Q.

U.S. CONCRETE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(in thousands, except per share amounts)
                                                               
                                 Three months ended    Six months ended
                                  June 30,              June 30,
                                 2013       2012       2013       2012
Revenue                           $162,520 $138,178 $290,261 $249,093
Cost of goods sold before
depreciation, depletion and       132,720   118,182   243,877   216,847
amortization
Selling, general and              16,400    13,580    30,922    27,223
administrative expenses
Depreciation, depletion and       4,570     3,771     9,424     7,393
amortization
Gain on sale of assets            (31)      (8)       (26)      (599)
Income (loss) from operations     8,861     2,653     6,064     (1,771)
Interest expense, net             (2,588)   (2,905)   (5,360)   (5,774)
Derivative loss                   (1,916)   (577)     (20,362)  (3,968)
(Loss) gain on extinguishment of  (6)       —         4,304     —
debt
Other income, net                 499       989       997       1,520
Income (loss) from continuing     4,850     160       (14,357)  (9,993)
operations before income taxes
Income tax benefit (expense)      3,088     (106)     8,285     (294)
Income (loss) from continuing     7,938     54        (6,072)   (10,287)
operations
Loss from discontinued            (1,263)   (362)     (1,617)   (251)
operations, net of taxes
Net income (loss)                 $6,675   $(308)   $(7,689) $(10,538)
                                                               
Basic income (loss) per share:                                  
Income (loss) from continuing     $0.63    $0.00    $(0.49)  $(0.85)
operations
Loss from discontinued            (0.10)    (0.03)    (0.13)    (0.02)
operations, net of taxes
Net income (loss) per share -     $0.53    $(0.03)  $(0.62)  $(0.87)
basic
                                                               
Diluted income (loss) per share:                                
Income (loss) from continuing     $0.59    $0.00    $(0.49)  $(0.85)
operations
Loss from discontinued            (0.09)    (0.03)    (0.13)    (0.02)
operations, net of taxes
Net income (loss) per share -     $0.50    $(0.03)  $(0.62)  $(0.87)
diluted
                                                               
Weighted average shares                                         
outstanding:
Basic                             12,550    12,163    12,455    12,152
Diluted                           13,634    12,163    12,455    12,152


U.S. CONCRETE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETS
(in thousands)
                                                           
                                                June 30,    December 31,
                                                 2013        2012
ASSETS                                           (unaudited) 
Current assets:                                             
Cash and cash equivalents                        $7,149     $4,751
Trade accounts receivable, net                   101,784    84,034
Inventories                                      25,368     25,001
Deferred income taxes                            2,933      2,835
Prepaid expenses                                 4,784      3,651
Other receivables                                11,296     4,414
Other current assets                             2,016      3,080
Total current assets                             155,330    127,766
Property, plant and equipment, net               121,318    120,871
Goodwill                                         10,526     10,717
Purchased intangible assets, net                 13,813     15,033
Other assets                                     4,113      5,337
Total assets                                     $305,100   $279,724
LIABILITIES AND EQUITY                                    
Current liabilities:                                      
Current maturities of long-term debt             $1,898     $1,861
Accounts payable                                 57,396     48,880
Accrued liabilities                              39,415     36,430
Derivative liabilities                           15,738     22,030
Total current liabilities                        114,447    109,201
Long-term debt, net of current maturities        88,898     61,598
Other long-term obligations and deferred credits 11,964     13,114
Deferred income taxes                            3,386      3,287
Total liabilities                                218,695    187,200
Commitments and contingencies                               
Equity:                                                   
Preferred stock                                  —         —
Common stock                                     14         13
Additional paid-in capital                       140,155    136,451
Accumulated deficit                              (50,885)   (43,196)
Treasury stock, at cost                          (2,879)    (744)
Total stockholders' equity                       86,405     92,524
Total liabilities and equity                     $305,100   $279,724


U.S. CONCRETE, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(in thousands)
                                                                
                                                    Six months ended June 30,
                                                    2013         2012
CASH FLOWS FROM OPERATING ACTIVITIES:                            
Net loss                                             $(7,689)    $(10,538)
Adjustments to reconcile net loss to net cash                  
provided by (used in) operating activities:
Depreciation, depletion and amortization             9,440       7,843
Debt issuance cost amortization                      1,389       2,112
Gain on extinguishment of debt                       (4,304)     --
Amortization of facility exit costs                  (106)       --
Amortization of discount on long-term incentive plan 252         --
and other accrued interest
Net loss on derivative                               20,362      3,968
Net loss (gain) on sale of assets                    204         (601)
Deferred income taxes                                (8,644)     (21)
Deferred rent                                        516         --
Provision for doubtful accounts                      637         436
Stock-based compensation                             3,545       1,465
Changes in assets and liabilities:                             
Accounts receivable                                  (18,139)    (18,929)
Inventories                                          (367)       (868)
Prepaid expenses and other current assets            2,313       (2,367)
Other assets and liabilities, net                    (1,377)     (253)
Accounts payable and accrued liabilities             11,379      12,102
Net cash provided by (used in) operating activities  9,411       (5,651)
CASH FLOWS FROM INVESTING ACTIVITIES:                          
Purchases of property, plant and equipment           (8,116)     (2,985)
Proceeds from disposals of property, plant and       173         1,765
equipment
Payments related to disposals of business units      (1,866)     --
Net cash used in investing activities                (9,809)     (1,220)
CASH FLOWS FROM FINANCING ACTIVITIES:                          
Proceeds from borrowings                             68,474      77,737
Repayments of borrowings                             (60,774)    (67,268)
Proceeds from exercise of stock options              122         --
Payments for seller financed debt and joint venture  (921)       (949)
Debt issuance costs                                  (1,970)     --
Purchase of treasury shares                          (2,135)     (165)
Net cash provided by financing activities            2,796       9,355
                                                                
NET INCREASE IN CASH AND CASH EQUIVALENTS            2,398       2,484
CASH AND CASH EQUIVALENTS AT BEGINNING OF PERIOD     4,751       4,229
CASH AND CASH EQUIVALENTS AT END OF PERIOD           $7,149      $6,713


U.S. CONCRETE, INC. AND SUBSIDIARIES
SELECTED REPORTABLE SEGMENT INFORMATION
(in thousands)
(Unaudited)
                                                                
                                 Three months ended    Six months ended
                                  June 30,              June 30,
                                 2013       2012       2013        2012
Revenue:                                                         
Ready-mixed concrete                                             
Sales to external customers       $143,299 $122,722 $258,501  $221,910
Aggregate products                                               
Sales to external customers       5,497     4,319     8,698      7,608
Intersegment sales                4,639     3,359     7,958      5,839
Total reportable segment revenue  153,435   130,400   275,157    235,357
Other products and eliminations   9,085     7,778     15,104     13,736
Total revenue                     $162,520 $138,178 $290,261  $249,093
                                                             
Reportable Segment Adjusted                                      
EBITDA:
Ready-mixed concrete              $18,033  $11,074  $27,206   $18,154
Aggregate products                2,127     2,155     1,545      1,293
Total reportable segment Adjusted 20,160    13,229    28,751     19,447
EBITDA
                                                                
Reconciliation to income (loss)                                  
from continuing operations:
Other products and eliminations   1,409     (180)     1,851      (697)
income (loss) from operations
Corporate overhead, net of        (8,719)   (6,519)   (16,148)   (13,476)
insurance allocations
Depreciation, depletion and
amortization for reportable       (3,739)   (2,994)   (7,793)    (5,839)
segments
Interest expense, net             (2,588)   (2,905)   (5,360)    (5,774)
Corporate (loss) gain on early    (6)       —         4,304      —
extinguishment of debt
Corporate derivative loss         (1,916)   (577)     (20,362)   (3,968)
Corporate, other products and     249       106       400        314
eliminations other income, net
Income (loss) from continuing     $4,850   $160     $(14,357) $(9,993)
operations before income taxes

                             U.S. CONCRETE, INC.
                            ADDITIONAL STATISTICS
                                 (Unaudited)

We report our financial results in accordance with generally accepted
accounting principles in the United States ("GAAP").However, our management
believes that certain non-GAAP performance measures and ratios, which our
management uses in managing our business, may provide users of this financial
information additional meaningful comparisons between current results and
results in prior operating periods. See the table below for (1)presentations
of our adjusted EBITDA, adjusted EBITDA margin and Free Cash Flow for the
quarters ended June 30, 2013 and 2012, and Net Debt as of June 30, 2013 and
December 31, 2012 and (2)corresponding reconciliations to GAAP financial
measures for the quarters ended June 30, 2013 and 2012 and as of June 30, 2013
and December 31, 2012.We have also provided below (1) the impact of non-cash
stock compensation expense, derivative losses, gain (loss) on extinguishment
of debt and expenses related to the Company's relocation of the corporate
headquarters on net income (loss) and net income (loss) per share and (2)
corresponding reconciliations to GAAP financial measures for the quarters
ended June 30, 2013 and 2012. We have also shown below certain Ready-Mixed
Concrete Statistics for the quarters ended June 30, 2013 and 2012.

We define adjusted EBITDA as our net income (loss) from continuing operations,
plus the provision (benefit) for income taxes, net interest expense,
depreciation, depletion and amortization, non-cash stock compensation expense,
derivative loss, gain (loss) on extinguishment of debt and expense related to
the Company's relocation of the corporate headquarters. We define adjusted
EBITDA margin as the amount determined by dividing adjusted EBITDA by total
revenue.We have included adjusted EBITDA and adjusted EBITDA margin in the
accompanying tables because they are widely used by investors for valuation
and comparing our financial performance with the performance of other building
material companies. We also use adjusted EBITDA and adjusted EBITDA margin to
monitor and compare the financial performance of our operations.Adjusted
EBITDA does not give effect to the cash we must use to service our debt or pay
our income taxes and thus does not reflect the funds actually available for
capital expenditures.In addition, our presentation of adjusted EBITDA may not
be comparable to similarly titled measures other companies report.

We define adjusted net income (loss) and adjusted net income (loss) per share
as net income (loss) and net income (loss) per share excluding non-cash stock
compensation expense, derivative loss, gain (loss) on extinguishment of debt
and expense related to the Company's relocation of the corporate
headquarters.We present adjusted net income (loss) and adjusted net income
(loss) per share to provide more consistent information for investors to use
when comparing operating results for the quarters ended June 30, 2013 and
2012.

We define Free Cash Flow as cash provided by (used in) operations less capital
expenditures for property, plant and equipment, net of disposals. We consider
Free Cash Flow to be an important indicator of our ability to service our debt
and generate cash for acquisitions and other strategic investments.

We define Net Debt as total debt, including current maturities and capital
lease obligations, minus cash and cash equivalents.We believe that Net Debt
is useful to investors as a measure of our financial position.

Non-GAAP financial measures should be viewed in addition to, and not as an
alternative for, our reported operating results or cash flow from operations
or any other measure of performance prepared in accordance with GAAP.

                                  Three months ended
                                   June 30,
                                  2013                  2012
                                  (In thousands, except average price amounts
                                   and net income (loss) per share)
                                                       
Ready-Mixed Concrete Statistics:                        
Average price per cubic yard (in   $102.71               $95.44
dollars)
Volume in cubic yards             1,390                1,281
                                                       
Adjusted Net Income and EPS:                            
Net Income (Loss)                 $6,675                ($308)
Add: Derivative loss               1,916                577
Add: Loss (gain) on extinguishment 6                    --
of debt
Add: Non-cash stock compensation   2,787                785
expense
Add: Expenses related to corporate 288                  470
headquarters' relocation
Adjusted net income (loss)        $11,672               $1,524
                                                       
Net income (loss) per diluted      $0.50                 ($0.03)
share (1)
Impact of derivative loss          0.14                 0.05
Loss (gain) on extinguishment of   0.00                 --
debt
Impact of non-cash stock           0.20                 0.06
compensation expense
Impact of expenses related to
corporate headquarters'            0.02                 0.04
relocation
Adjusted net income (loss) per     $0.86                 $0.12
diluted share
                                                       
Adjusted EBITDA reconciliation:                         
Net income (loss) from continuing  $7,938                $54
operations
Income tax (benefit) expense       (3,088)              106
Interest expense, net             2,588                2,905
Derivative loss                    1,916                577
Depreciation, depletion and        4,570                3,771
amortization
Loss (gain) on extinguishment of   6                    --
debt
Non-cash stock compensation        2,787                785
expense
Expenses related to corporate      288                  470
headquarters' relocation
Adjusted EBITDA                   $17,005               $8,668
Adjusted EBITDA margin            10.5%                 6.3%
                                                       
Free Cash Flow reconciliation:                          
Net cash provided by (used in)     $14,888               ($1,248)
operations
Less: capital expenditures        (6,268)              (2,465)
Plus: proceeds from the sale of    62                   354
property, plant and equipment
Less: payments made in the         --                  --
disposal of business units
Free Cash Flow                    $8,682                ($3,359)
                                                       
                                                       
                                  As of                 As of
                                   June 30, 2013          December 31, 2012
Net Debt reconciliation:                                
Total debt, including current
maturities and capital lease       $90,796               $63,459
obligations
Less: cash and cash equivalents   7,149                4,751
Net Debt                          $83,647               $58,708

                                 
                                 Six months ended
                                  June 30,
                                 2013                   2012
                                 (In thousands, except average price amounts
                                  and net income (loss) per share)
                                                       
Ready-Mixed Concrete Statistics:                        
Average price per cubic yard (in  $102.12                $96.33
dollars)
Volume in cubic yards            2,523                 2,295
                                                       
Adjusted Net Income and EPS:                            
Net Income (Loss)                ($7,689)               ($10,538)
Add: Derivative loss              20,362                3,968
Add: Loss (gain) on               (4,304)               --
extinguishment of debt
Add: Non-cash stock compensation  3,544                 1,465
expense
Add: Expenses related to
corporate headquarters'           512                   1,597
relocation
Adjusted net income (loss)       $12,425                ($3,508)
                                                       
Net income (loss) per diluted     ($0.62)                ($0.87)
share (1)
Impact of derivative loss         1.30                  0.33
Loss (gain) on extinguishment of  (0.28)                --
debt
Impact of non-cash stock          0.23                  0.12
compensation expense
Impact of expenses related to
corporate headquarters'           0.03                  0.13
relocation
Adjusted net income (loss) per    $0.88                  ($0.29)
diluted share
                                                       
Adjusted EBITDA reconciliation:                         
Net income (loss) from continuing ($6,072)               ($10,287)
operations
Income tax (benefit) expense      (8,285)               294
Interest expense, net            5,360                 5,774
Derivative loss                   20,362                3,968
Depreciation, depletion and       9,424                 7,393
amortization
Loss (gain) on extinguishment of  (4,304)               --
debt
Non-cash stock compensation       3,544                 1,465
expense
Expenses related to corporate     512                   1,597
headquarters' relocation
Adjusted EBITDA                  $20,541                $10,204
Adjusted EBITDA margin           7.1%                   4.1%
                                                       
Free Cash Flow reconciliation:                          
Net cash provided by (used in)    $9,411                 ($5,651)
operations
Less: capital expenditures       (8,116)               (2,985)
Plus: proceeds from the sale of   173                   1,765
property, plant and equipment
Less: payments made in the        (1,866)               --
disposal of business units
Free Cash Flow                   ($398)                 ($6,871)
                                                       
(1) Net loss per diluted share for the six months ended June 30, 2013 excludes
common stock equivalents of 2.7 million shares from our Convertible Notes and
0.5 million shares from our restricted stock that are included in adjusted net
income per diluted share as their impact is anti-dilutive based on the net
loss for the period.

CONTACT: Matt Brown
         Senior Vice President and CFO
         U.S. Concrete, Inc.
         817-835-4105

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