CMC Reports Fourth Quarter and Full Year Fiscal 2026 Results

CMC Reports Fourth Quarter and Full Year Fiscal 2026 Results IRVING, Texas, Oct. 15, 2026 /PRNewswire/ -- CMC (NYSE: CMC) (the "Company") today announced financial results for its fiscal fourth quarter and fiscal year ended August 31, 2026.

CEO Commentary

"Fiscal 2026 marked a transformational step forward for CMC. We continued to build organizational strength and enhance margin durability in our early-stage construction portfolio through our precast acquisitions, our successful TAG program, and our key growth investments, including our West Virginia micro mill. We also established a clear roadmap to fiscal 2029, setting ambitious and achievable targets with a focus on delivering long-term shareholder value," said Peter Matt, President and Chief Executive Officer. "Our fourth quarter core EBITDA performance delivered solid year-over-year growth, driven by strong execution of our North American steel franchise and continued momentum of enterprise-wide TAG benefits. While broader demand conditions remain supportive, residential softness weighed on precast results in the period. With backlogs near record levels, a differentiated portfolio of solutions, and multiple value creation levers, we are well-positioned to deliver strong financial results and achieve our strategic goals in fiscal 2027."

Fourth Quarter Operational and Financial Highlights

Three Months Ended

(in thousands, except per share data)

8/31/2026

5/31/2026

8/31/2025

QoQ Change

YoY Change

Net sales

$ 2,658,334

$ 2,483,245

$ 2,114,518

7.1 %

25.7 %

Net earnings

$ 212,520

$ 173,015

$ 151,781

22.8 %

40.0 %

Core EBITDA

$ 393,658

$ 353,596

$ 291,441

11.3 %

35.1 %

Core EBITDA margin

14.8 %

14.2 %

13.8 %

60bps

100bps

Net earnings per diluted share

$ 1.91

$ 1.55

$ 1.35

23.2 %

41.5 %

Adjusted earnings

$ 233,590

$ 193,025

$ 154,965

21.0 %

50.7 %

Adjusted earnings per diluted share

$ 2.09

$ 1.73

$ 1.37

20.8 %

52.6 %

For the fourth quarter of fiscal 2026, the Company reported consolidated net earnings of $212.5 million or $1.91 per diluted share, up from $1.35 in the prior year period, due in part to a lower effective tax rate. Adjusted earnings were $233.6 million, or $2.09 per diluted share, an increase of 52.6% on a per-share basis versus the comparable prior year period.

Consolidated core EBITDA for the fiscal fourth quarter increased 35.1% year-over-year to $393.7 million, while core EBITDA margins expanded 100 basis points to 14.8%, driven by metal margin expansion and the inclusion of the higher-margin precast business. Relative to the fiscal third quarter, 11.3% core EBITDA growth was led by the North America Steel Group, where stronger margins and volume growth drove 60 basis points of core EBITDA margin expansion.

Business Segments - Fiscal Fourth Quarter 2026 Review

North America Steel Group

Fourth quarter North America Steel Group adjusted EBITDA increased 32.6% year-over-year to $317.5 million, while adjusted EBITDA margin increased to 16.4%, up from 14.8% in the prior year period. Segment performance reflects a combination of higher average selling price for steel products, merchant bar-led volume growth, and ongoing benefits from the Company's TAG program.

Compared with the prior year period, metal margins increased $84 per ton to $652. Sequentially, metal margins improved by $42 per ton, driven primarily by a $32 per ton increase in average selling price while scrap costs declined $10 per ton. Sequential pricing growth reflects a balanced supply-demand environment, continued momentum in rebar and MBQ pricing, and ongoing commercial discipline.

Finished goods shipment volumes for the North America Steel Group increased 5.3% versus the prior year period. Merchant bar shipment volumes surged 27.5% year-over-year, and 16.0% sequentially, driven by continued strength in industrial applications, including data center-related activity, as well as our expanded merchant bar production capabilities at the Arizona 2 micro mill. Taken together, rebar and downstream product shipment volumes were essentially flat year-over-year and up 4.4% sequentially, reflecting our commercial discipline as well as our differentiated capabilities that position us well to meet the complexity associated with large-scale megaproject demand.

Market conditions remain solid, with demand strength across the energy build-out, semiconductor manufacturing, industrial manufacturing, and key public infrastructure markets. These conditions have contributed to a healthy and growing backlog, with downstream backlog volumes increasing 5.0% sequentially and 15.5% year-over-year. Similarly, backlog pricing continues to trend higher, reflecting disciplined execution, healthy demand, and our differentiated market position across core end markets.

Construction Solutions Group

Construction Solutions Group ("CSG") fourth quarter net sales increased 94.5% to $431.4 million and adjusted EBITDA of $101.7 million was up 100.9% year-over-year. Adjusted EBITDA margin of 23.6% was up 80 basis points relative to the prior year period. In the period, precast sales and adjusted EBITDA were $190.8 million and $57.0 million, respectively. Precast adjusted EBITDA fell below management's prior expectations, primarily due to regional residential softness, which reduced volumes and created regional margin mix headwinds. Precast shipments decreased year-over-year with weakness in the Southeast that more than offset strong shipment growth in the Mid-Atlantic. Underlying precast demand remains healthy, with strong momentum in non-residential and infrastructure end markets. In the fourth quarter, bookings were up year-over-year and up 12.6% sequentially. Backlog increased roughly 3% from the prior year and nearly 4% from the fiscal third quarter, and average selling price continued to move higher, reflecting solid market fundamentals. These indicators reinforce our confidence in the outlook for the precast business and its ability to deliver higher growth, greater earnings stability, and stronger returns for CMC in 2027.

Tensar delivered results that were largely consistent with both the prior quarter and the year-ago period, capping off a strong fiscal 2026 in which profitability increased approximately 50%. Performance was driven by favorable construction activity across several key end markets, including data centers, energy, and infrastructure. Construction Services and Impact Metals also delivered strong revenue and adjusted EBITDA growth year on year. Performance Reinforcing Steel's results were lower due to a significant unplanned outage at Galvabar that impacted shipments during the quarter. Encouragingly, bookings, backlogs and pricing trends for that business remain strong, and the operational flexibility coming from the second Galvabar line, which will be commissioned later in calendar 2026, will further enhance our ability to serve demand and support future growth.

Europe Steel Group

For the fourth quarter, Europe Steel Group generated adjusted EBITDA of $15.6 million, versus $39.1 million in the prior year period, with the year-over-year comparison impacted by a $30.7 million CO₂ credit recognized in the prior year, while no credit was recognized in the current period. Metal margin expanded by $32 per ton year-over-year as average selling price increased $44 per ton and outpaced scrap costs, which increased $12 per ton over the same period. Finished goods shipment volumes for the Europe Steel Group increased 0.8% as lower rebar volumes were more than offset by strong growth in merchant bar and wire rod. Improved trade policies via the EU Carbon Border Adjustment Mechanism ("CBAM") as well as the tariff-rate quota ("TRQ") system implemented July 1, 2026 are supporting a more constructive operating environment. Combined with gradually improving end-market demand trends, these developments reinforce our confidence in a return to mid-cycle performance levels.

Balance Sheet & Capital Allocation

As of August 31, 2026, cash, cash equivalents and restricted cash totaled $778.9 million and available liquidity was over $2.0 billion. Net leverage adjusted for acquisitions ended the quarter at 1.9x reflecting strong cash generation and balance sheet discipline.

During the quarter, CMC repurchased 383,333 shares of common stock valued at $26.7 million in the aggregate. As of August 31, 2026, $702.1 million remained available under the current share repurchase authorization.

On October 13, 2026, the board of directors declared a quarterly dividend of $0.20 per share of CMC common stock payable to stockholders of record on October 28, 2026. The dividend, to be paid on November 11, 2026, will mark the 248 th consecutive quarterly payment by the Company.

Outlook

Mr. Matt added, "We expect fiscal 2027 will be another strong year for CMC, supported by a healthy and balanced market backdrop and the growing contribution from our value creation levers, including TAG, our growth investments, and an evolving early-stage construction portfolio. Our focus remains on delivering profitable growth, improving free cash flow generation, enhancing shareholder returns, and, above all, continuing to advance our strategic agenda for a stronger CMC."

For the first quarter of fiscal 2027, we continue to expect healthy operating performance across the portfolio with normal seasonal factors and input cost dynamics to impact results sequentially:

Conference Call

CMC invites you to listen to a live broadcast of its fourth quarter fiscal 2026 conference call today, Thursday, October 15, 2026 at 11:00 a.m. ET. Peter Matt, President and Chief Executive Officer, and Paul Lawrence, Senior Vice President and Chief Financial Officer, will host the call. The call is accessible via our website at www.cmc.com. In the event you are unable to listen to the live broadcast, the call will be archived and available for replay on our website on the next business day. Financial and statistical information presented in the broadcast are located on CMC's website under "Investors."

About CMC

CMC is a Fortune 500 ® company headquartered in Irving, Texas, and a leading provider of early-stage construction solutions that support the foundational phases of modern infrastructure and building projects. Founded in 1915, CMC has grown from a single-site recycling operation to one of the largest U.S. manufacturers of steel reinforcing bar ("rebar"), a leading producer of subgrade soil stabilization and foundation enhancement solutions and a major supplier of concrete pipe and precast products.

Through an extensive manufacturing network primarily located in the United States and Central Europe, with strategic operations in the United Kingdom, Europe and Asia, CMC serves infrastructure, non-residential, residential, industrial and energy markets. While often unseen, CMC's products are essential to highways, bridges, airports, commercial buildings and other critical structures that support everyday life.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the federal securities laws with respect to the expected performance of our recently acquired precast platform, general economic conditions, key macro-economic drivers that impact our business, the effects of ongoing trade actions, the effects of continued pressure on the liquidity of our customers, potential synergies and growth provided by acquisitions and strategic investments, demand for our products, shipment volumes, metal margins, backlog volumes, the ability to operate our steel mills at full capacity, particularly during periods of domestic mill start-ups, the future availability and cost of supplies of raw materials and energy for our operations, growth rates in certain reportable segments, product margins within our Construction Solutions Group segment, share repurchases, legal proceedings, construction activity, international trade, the impact of geopolitical conditions, the effects of CBAM and other EU trade measures on European demand and pricing, capital expenditures, tax credits, the timing, amount and recurrence of CO 2 or emissions-related credits, our liquidity and our ability to satisfy future liquidity requirements, our ability to achieve our stated deleveraging target within the anticipated timeframe, estimated contractual obligations, the expected capabilities and benefits of new facilities, the anticipated benefits and timeline for execution of our growth plan and initiatives, including our TAG operational and commercial excellence program, and our expectations or beliefs concerning future events. The statements in this release that are not historical statements are forward-looking statements. These forward-looking statements can generally be identified by phrases such as we or our management "expects," "anticipates," "believes," "estimates," "intends," "may," "plans to," "ought," "could," "will," "should," "likely," "appears," "projects," "forecasts," "outlook" or other similar words or phrases, as well as by discussions of strategy, plans or intentions.

The Company's forward-looking statements are based on management's expectations and beliefs as of the date this news release. Although we believe that our expectations are reasonable, we can give no assurance that these expectations will prove to have been correct, and actual results may vary materially. Except as required by law, we undertake no obligation to update, amend or clarify any forward-looking statements to reflect changed assumptions, the occurrence of anticipated or unanticipated events, new information or circumstances or any other changes. Important factors that could cause actual results to differ materially from our expectations include those described in our filings with the U.S. Securities and Exchange Commission, including, but not limited to, in Part I, Item 1A, "Risk Factors" of our annual report on Form 10-K for the fiscal year ended August 31, 2025, as well as the following: changes in economic conditions which affect demand for our products or construction activity generally, and the impact of such changes on the highly cyclical steel industry; rapid and significant changes in the price of metals, potentially impairing our inventory values due to declines in commodity prices or reducing the profitability of downstream contracts within our vertically integrated steel operations due to rising commodity pricing; excess capacity in our industry, particularly in China, and product availability from competing steel mills and other steel suppliers including import quantities and pricing; the impact of additional steelmaking capacity expected to come online from a number of ongoing electric arc furnace projects in the U.S.; the impact of geopolitical conditions, including political turmoil and volatility, regional conflicts, terrorism and war on the global economy, inflation, energy supplies and raw materials; global factors, such as trade measures, military conflicts and political uncertainties, including changes to current trade regulations, such as Section 232 trade tariffs and quotas, tax legislation and other regulations which might adversely impact our business; operating and startup risks, as well as market risks associated with the commissioning of new projects could prevent us from realizing anticipated benefits and could result in a loss of all or a substantial part of our investments; our ability to successfully execute our TAG operational and commercial excellence program and other transformation initiatives, including the realization of anticipated benefits within the expected timeframes; attention to environmental, social and governance ("ESG") matters, including any targets or other ESG, environmental justice or regulatory initiatives; impacts from global public health crises on the economy, demand for our products, global supply chain and on our operations; compliance with and changes in existing and future laws, regulations and other legal requirements and judicial decisions that govern our business, including increased environmental regulations associated with climate change and greenhouse gas emissions; involvement in various environmental matters that may result in fines, penalties or judgments; evolving remediation technology, changing regulations, possible third-party contributions, the inherent uncertainties of the estimation process and other factors that may impact amounts accrued for environmental liabilities; potential limitations in our or our customers' abilities to access credit and non-compliance with their contractual obligations, including payment obligations; activity in repurchasing shares of our common stock under our share repurchase program; financial and non-financial covenants and restrictions on the operation of our business contained in agreements governing our debt; our ability to successfully identify, consummate and integrate acquisitions and realize any or all of the anticipated synergies or other benefits of acquisitions; the effects that acquisitions may have on our financial leverage; risks associated with acquisitions generally, such as the inability to obtain, or delays in obtaining, required approvals under applicable antitrust legislation and other regulatory and third-party consents and approvals; lower than expected future levels of revenues and higher than expected future costs; failure or inability to implement growth strategies in a timely manner; the impact of goodwill or other indefinite-lived intangible asset impairment charges; the impact of long-lived asset impairment charges; currency fluctuations; availability and pricing of electricity, electrodes and natural gas for mill operations; our ability to hire and retain key executives and other employees; competition from other materials or from competitors that have a lower cost structure or access to greater financial resources; information technology interruptions and breaches in security; our ability to make necessary capital expenditures; availability and pricing of raw materials and other items over which we exert little influence, including scrap metal, energy and insurance; unexpected equipment failures; losses or limited potential gains due to hedging transactions; litigation claims and settlements, court decisions, regulatory rulings and legal compliance risks, including those related to the Pacific Steel Group litigation and other legal proceedings; risk of injury or death to employees, customers or other visitors to our operations; and civil unrest, protests and riots.

1 Net leverage adjusted for acquisitions is a non-GAAP financial measure and is defined as net debt divided by modified consolidated EBITDA, both of which are also non-GAAP financial measures. Net debt is calculated as total debt minus cash and cash equivalents. Modified consolidated EBITDA is calculated as adjusted EBITDA for the trailing 12-month period, adjusted to (a) eliminate the impact of approximately $15.4 million of interest expense related to the judgment in the Pacific Steel Group litigation, (b) eliminate actual results from the precast business since the respective acquisition dates and (c) include $212 million of annualized EBITDA contribution from the precast business. Reconciliations to the most directly comparable measures prepared and presented in accordance with GAAP can be found in the financial tables that follow.

COMMERCIAL METALS COMPANY AND SUBSIDIARIES

FINANCIAL & OPERATING STATISTICS (UNAUDITED)

Three Months Ended

Year Ended

(in thousands, except per ton amounts)

8/31/2026

5/31/2026

2/28/2026

11/30/2025

8/31/2025

8/31/2026

8/31/2025

North America Steel Group

Net sales to external customers

$ 1,939,404

$ 1,789,381

$ 1,608,321

$ 1,661,058

$ 1,616,078

$ 6,998,164

$ 6,083,849

Adjusted EBITDA

317,473

253,487

269,674

293,906

239,416

1,134,540

742,485

Adjusted EBITDA margin

16.4 %

14.2 %

16.8 %

17.7 %

14.8 %

16.2 %

12.2 %

External tons shipped

Raw materials

460

482

358

384

374

1,684

1,410

Rebar

507

482

481

544

2,014

2,130

Merchant bar and other

311

268

235

251

244

1,065

992

Steel products

818

750

716

795

788

3,079

3,122

Downstream products

397

384

335

350

366

1,466

1,375

Average selling price per ton

Raw materials

$ 981

$ 873

$ 985

$ 900

$ 881

$ 935

$ 876

Steel products

1,021

989

974

939

882

981

842

Downstream products

1,288

1,260

1,242

1,236

1,214

1,258

1,226

Cost of raw materials per ton

$ 754

$ 660

$ 741

$ 648

$ 649

$ 701

$ 661

Cost of ferrous scrap utilized per ton

$ 369

$ 379

$ 351

$ 318

$ 314

$ 354

$ 333

Steel products metal margin per ton

$ 652

$ 610

$ 623

$ 621

$ 568

$ 627

$ 509

Construction Solutions Group

Net sales to external customers

$ 431,375

$ 394,574

$ 314,425

$ 198,277

$ 221,753

$ 1,338,651

$ 747,486

Adjusted EBITDA

101,725

97,411

53,420

39,581

50,630

292,137

137,721

Adjusted EBITDA margin

23.6 %

24.7 %

17.0 %

20.0 %

22.8 %

21.8 %

18.4 %

Europe Steel Group

Net sales to external customers

$ 281,222

$ 291,235

$ 200,014

$ 247,650

$ 263,294

$ 1,020,121

$ 918,320

Adjusted EBITDA

15,586

34,665

(1,428)

10,929

39,098

59,752

69,282

Adjusted EBITDA margin

5.5 %

11.9 %

(0.7) %

4.4 %

14.8 %

5.9 %

7.5 %

External tons shipped

Rebar

106

136

119

117

430

412

Merchant bar and other

271

265

215

243

257

994

944

Steel products

377

401

284

362

374

1,424

1,356

Average selling price per ton

Steel products

$ 712

$ 697

$ 672

$ 651

$ 668

$ 684

$ 647

Cost of ferrous scrap utilized per ton

$ 363

$ 367

$ 356

$ 345

$ 351

$ 359

$ 357

Steel products metal margin per ton

$ 349

$ 330

$ 316

$ 306

$ 317

$ 325

$ 290

COMMERCIAL METALS COMPANY AND SUBSIDIARIES

BUSINESS SEGMENTS (UNAUDITED)

Three Months Ended

Year Ended

(in thousands)

8/31/2026

5/31/2026

2/28/2026

11/30/2025

8/31/2025

8/31/2026

8/31/2025

Net sales to external customers

North America Steel Group

$ 1,939,404

$ 1,789,381

$ 1,608,321

$ 1,661,058

$ 1,616,078

$ 6,998,164

$ 6,083,849

Construction Solutions Group

431,375

394,574

314,425

198,277

221,753

1,338,651

747,486

Europe Steel Group

281,222

291,235

200,014

247,650

263,294

1,020,121

918,320

Corporate and Other

6,333

8,055

9,258

13,322

13,393

36,968

48,825

Total net sales to external customers

$ 2,658,334

$ 2,483,245

$ 2,132,018

$ 2,120,307

$ 2,114,518

$ 9,393,904

$ 7,798,480

Adjusted EBITDA

North America Steel Group

$ 317,473

$ 253,487

$ 269,674

$ 293,906

$ 239,416

$ 1,134,540

$ 742,485

Construction Solutions Group

101,725

97,411

53,420

39,581

50,630

292,137

137,721

Europe Steel Group

15,586

34,665

(1,428)

10,929

39,098

59,752

69,282

Corporate and Other

(52,356)

(49,654)

(70,410)

(55,848)

(50,716)

(228,268)

(508,765)

Total adjusted EBITDA

$ 382,428

$ 335,909

$ 251,256

$ 288,568

$ 278,428

$ 1,258,161

$ 440,723

COMMERCIAL METALS COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF EARNINGS (UNAUDITED)

Three Months Ended August 31,

Year Ended August 31,

(in thousands, except share and per share data)

2026

2025

2026

2025

Net sales

$ 2,658,334

$ 2,114,518

$ 9,393,904

$ 7,798,480

Costs and operating expenses:

Cost of goods sold

2,156,827

1,721,710

7,642,218

6,578,324

Selling, general and administrative expenses

230,857

180,218

881,961

700,234

Interest expense

37,356

12,145

143,337

45,498

Litigation expense

3,776

15,356

362,272

Asset impairments

3,436

4,607

Net costs and operating expenses

2,428,837

1,921,285

8,682,893

7,690,935

Earnings before income taxes

229,497

193,233

711,011

107,545

Income tax expense

16,977

41,452

55,162

22,883

Net earnings

$ 212,520

$ 151,781

$ 655,849

$ 84,662

Earnings per share:

Basic

$ 1.92

$ 1.36

$ 5.92

$ 0.75

Diluted

1.91

1.35

5.86

0.74

Cash dividends per share

$ 0.20

$ 0.18

$ 0.76

$ 0.72

Average basic shares outstanding

110,570,463

111,677,574

110,857,469

112,994,381

Average diluted shares outstanding

111,542,800

112,705,122

111,864,867

114,086,750

COMMERCIAL METALS COMPANY AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(in thousands, except share and per share data)

August 31, 2026

August 31, 2025

Assets

Current assets:

Cash and cash equivalents

$ 775,676

$ 1,043,252

Restricted cash

3,174

2,652

Accounts receivable (less allowance for doubtful accounts of $3,867 and $3,186)

1,440,260

1,200,881

Income tax receivable

131,557

799

Inventories

1,104,719

934,310

Prepaid and other current assets

352,441

312,924

Total current assets

3,807,827

3,494,818

Property, plant and equipment:

Land

246,300

170,823

Buildings and improvements

1,626,950

1,206,672

Equipment

4,172,111

3,477,813

Construction in process

188,637

449,616

6,233,998

5,304,924

Less accumulated depreciation and amortization

(2,780,284)

(2,562,151)

Property, plant and equipment, net

3,453,714

2,742,773

Intangible assets, net

431,681

210,815

Goodwill

2,138,616

386,846

Other noncurrent assets

426,059

336,582

Total assets

$ 10,257,897

$ 7,171,834

Liabilities and stockholders' equity

Current liabilities:

Accounts payable

$ 540,901

$ 358,373

Accrued contingent litigation-related loss

377,251

362,272

Other accrued expenses and payables

642,946

493,879

Current maturities of long-term debt

67,147

44,289

Total current liabilities

1,628,245

1,258,813

Deferred income taxes

354,298

184,645

Other noncurrent liabilities

264,420

225,044

Long-term debt

3,313,728

1,310,006

Total liabilities

5,560,691

2,978,508

Stockholders' equity:

Common stock, par value $0.01 per share; authorized 200,000,000 shares; issued 129,060,664 shares; outstanding 110,316,995 and 111,189,136 shares

1,290

Additional paid-in capital

423,334

406,916

Accumulated other comprehensive loss

(29,175)

(25,251)

Retained earnings

5,078,714

4,507,114

Less treasury stock, 18,743,669 and 17,871,528 shares at cost

(777,231)

(697,003)

Stockholders' equity

4,696,932

4,193,066

Stockholders' equity attributable to non-controlling interests

274

260

Total stockholders' equity

4,697,206

4,193,326

Total liabilities and stockholders' equity

$ 10,257,897

$ 7,171,834

COMMERCIAL METALS COMPANY AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

Year Ended August 31,

(in thousands)

2026

2025

Cash flows from (used by) operating activities:

Net earnings

$ 655,849

$ 84,662

Adjustments to reconcile net earnings to net cash flows from operating activities:

Depreciation and amortization

395,921

285,877

Stock-based compensation

43,932

37,053

Write-off of committed financing fees

11,563

—

Deferred income taxes and other long-term taxes

158,351

(98,304)

Write-down of inventory

333

2,473

Unrealized loss (gain) on undesignated commodity hedges

7,871

(2,804)

Unrealized loss (gain) on undesignated foreign exchange hedges

5,091

(5,453)

Amortization of debt issuance costs

4,812

1,529

Asset impairments

4,607

Net loss (gain) on sale of net assets

(741)

1,827

Litigation expense

15,356

362,272

Settlement of New Markets Tax Credit transaction

—

(2,786)

Other

2,110

5,568

Changes in operating assets and liabilities

(241,506)

38,549

Net cash flows from operating activities

1,058,963

715,070

Cash flows from (used by) investing activities:

Acquisitions, net of cash acquired

(2,516,424)

—

Capital expenditures

(579,844)

(402,821)

Proceeds from government assistance related to property, plant and equipment

15,000

50,000

Proceeds from the sale of property, plant and equipment

11,250

5,758

Proceeds from insurance

9,602

2,237

Other

(1,698)

(1,946)

Net cash flows used by investing activities

(3,062,114)

(346,772)

Cash flows from (used by) financing activities:

Proceeds from issuance of long-term debt, net

1,985,000

147,724

Repayments of long-term debt

(47,689)

(41,480)

Debt issuance costs

(8,489)

(622)

Committed financing fees

(11,563)

—

Proceeds from accounts receivable facilities

173,257

35,979

Repayments under accounts receivable facilities

(164,328)

(35,979)

Treasury stock acquired

(102,811)

(198,822)

Tax withholdings related to share settlements, net of purchase plans

(3,111)

(8,823)

Dividends

(84,249)

(81,433)

Contribution from non-controlling interest

Net cash flows from (used by) financing activities

1,736,031

(183,444)

Effect of exchange rate changes on cash

1,495

Increase (decrease) in cash and cash equivalents

(267,054)

186,349

Cash, restricted cash and cash equivalents at beginning of period

1,045,904

859,555

Cash, restricted cash and cash equivalents at end of period

$ 778,850

$ 1,045,904

COMMERCIAL METALS COMPANY

NON-GAAP FINANCIAL MEASURES (UNAUDITED)

This press release contains financial measures not derived in accordance with U.S. generally accepted accounting principles ("GAAP"). Reconciliations to the most comparable GAAP measure are provided below.

Adjusted EBITDA, core EBITDA, core EBITDA margin and adjusted earnings are non-GAAP financial measures. Adjusted earnings per diluted share is defined as adjusted earnings on a diluted per share basis. Core EBITDA margin is defined as core EBITDA divided by net sales. The adjustment "Settlement of New Markets Tax Credit transactions" represents the recognition of deferred revenue from 2016 and 2017 resulting from the Company's participation in the New Markets Tax Credit program provided for in the Community Renewal Tax Relief Act of 2000 during the development of a micro mill, spooler and T-post shop located in eligible zones as determined by the Internal Revenue Service. The adjustment "Litigation expense" represents a provision recorded in the three months ended November 30, 2024 related to the judgment in the Pacific Steel Group litigation and, with respect to subsequent periods, primarily represents interest expense on the judgment amount. The adjustments "Acquisition and integration related costs" and "Acquisition, integration and financing related costs" represent nonrecurring fees associated with the Foley Products Company, LLC ("Foley") and Concrete Pipe and Precast, LLC ("CP&P") acquisitions. The adjustment "Purchase accounting effect on inventory" represents a one time fair value adjustment on inventory associated with the Foley and CP&P acquisitions. The adjustment "Amortization of acquired contract backlog" represents the amortization of the contract backlog intangible asset from the Foley and CP&P acquisitions.

Net leverage adjusted for acquisitions is a non-GAAP financial measure and is defined as net debt divided by modified consolidated EBITDA, both of which are also non-GAAP financial measures. Net debt is calculated as total debt minus cash and cash equivalents. Modified consolidated EBITDA is calculated as adjusted EBITDA for the trailing 12-month period, adjusted to (a) eliminate the impact of approximately $15.4 million of interest expense related to the judgment in the Pacific Steel Group litigation, (b) eliminate actual results from the precast business since the respective acquisition dates and (c) include $212 million of annualized EBITDA contribution from the precast business. The estimated annualized EBITDA contribution from the precast business was derived by annualizing the precast business's actual results from the respective acquisition dates through August 31, 2026. The calculation also excludes the impact of the purchase accounting effect on inventory. The annualized figure assumes that the precast platform's results for the post-acquisition period are representative of a full fiscal year. The figure does not reflect actual results the precast platform generated or will generate in any 12-month period, and it was not prepared in accordance with Article 11 of Regulation S-X. Results for future periods may differ materially.

Non-GAAP financial measures should be viewed in addition to, and not as alternatives to, the most directly comparable measures derived in accordance with GAAP and may not be comparable to similar measures presented by other companies. However, we believe that the non-GAAP financial measures provide relevant and useful information to management, investors, analysts, creditors and other interested parties in our industry as they allow: (i) comparison of our earnings to those of our competitors; (ii) a supplemental measure of our underlying business operational performance; and (iii) the assessment of period-to-period performance trends. Furthermore, management believes net leverage adjusted for acquisitions provide useful information to investors, analysts, creditors and other interested parties about the Company's financial condition. Management uses non-GAAP financial measures to evaluate financial performance and, more specifically, uses net leverage adjusted for acquisitions to monitor the Company's balance sheet and make capital allocation decisions. We have not reconciled the forward-looking estimates of TAG-related EBITDA benefits to comparable GAAP measures because applicable information for future periods, on which these reconciliations would be based, is not readily available due to uncertainty regarding, and the potential variability of metal margins, U.S. trade policy, cost levels of key production inputs, construction activity and related product demand and other factors. Accordingly, reconciliations of the forward-looking estimates of TAG-related EBITDA benefits to net earnings are not available at this time without unreasonable effort.

A reconciliation of net earnings to adjusted EBITDA and core EBITDA is provided below:

Three Months Ended

Year Ended

(in thousands)

8/31/2026

5/31/2026

2/28/2026

11/30/2025

8/31/2025

8/31/2026

8/31/2025

Net earnings

$ 212,520

$ 173,015

$ 93,032

$ 177,282

$ 151,781

$ 655,849

$ 84,662

Interest expense

37,356

40,205

40,928

24,848

12,145

143,337

45,498

Income tax expense

16,977

15,824

16,708

5,653

41,452

55,162

22,883

Depreciation and amortization

113,210

107,422

102,567

72,722

72,480

395,921

285,877

Asset impairments

—

3,436

4,607

Unrealized (gain) loss on undesignated commodity hedges

2,344

(557)

(1,979)

8,063

(2,866)

7,871

(2,804)

Adjusted EBITDA

382,428

335,909

251,256

288,568

278,428

1,258,161

440,723

Non-cash equity compensation

6,506

11,384

14,806

11,236

9,237

43,932

37,053

Settlement of New Markets Tax Credit transactions

—

(2,786)

Litigation expense

3,776

3,778

4,067

3,735

3,776

15,356

362,272

Acquisition and integration related costs

948

2,525

20,605

13,379

—

37,457

—

Purchase accounting effect on inventory

—

6,739

—

6,739

—

Core EBITDA

$ 393,658

$ 353,596

$ 297,473

$ 316,918

$ 291,441

$ 1,361,645

$ 837,262

Net sales

$ 2,658,334

$ 2,483,245

$ 2,132,018

$ 2,120,307

$ 2,114,518

$ 9,393,904

$ 7,798,480

Core EBITDA margin

14.8 %

14.2 %

14.0 %

14.9 %

13.8 %

14.5 %

10.7 %

A reconciliation of net earnings to adjusted earnings is provided below:

Three Months Ended

Year Ended

(in thousands, except per share data)

8/31/2026

5/31/2026

2/28/2026

11/30/2025

8/31/2025

8/31/2026

8/31/2025

Net earnings

$ 212,520

$ 173,015

$ 93,032

$ 177,282

$ 151,781

$ 655,849

$ 84,662

Asset impairments

—

3,436

4,607

Settlement of New Markets Tax Credit transactions

—

(2,786)

Litigation expense

3,776

3,778

4,067

3,735

3,776

15,356

362,272

Unrealized (gain) loss on undesignated commodity hedges

2,344

(557)

(1,979)

8,063

(2,866)

7,871

(2,804)

Acquisition, integration and financing related costs

948

2,525

20,605

24,942

—

49,020

—

Amortization of acquired contract backlog

19,750

17,729

—

57,229

—

Purchase accounting effect on inventory

—

6,739

—

6,739

—

Total adjustments (pre-tax)

$ 26,839

$ 25,496

$ 47,161

$ 36,740

$ 4,346

$ 136,236

$ 361,289

Related tax effects on adjustments

(5,769)

(5,486)

(10,046)

(7,846)

(1,162)

(29,147)

(88,668)

Adjusted earnings

$ 233,590

$ 193,025

$ 130,147

$ 206,176

$ 154,965

$ 762,938

$ 357,283

Net earnings per diluted share (1)

$ 1.91

$ 1.55

$ 0.83

$ 1.58

$ 1.35

$ 5.86

$ 0.74

Adjusted earnings per diluted share

$ 2.09

$ 1.73

$ 1.16

$ 1.84

$ 1.37

$ 6.82

$ 3.13

(1) Net earnings per diluted share is calculated independently for each three month period and may not sum to the year to date period due to rounding.

As described above, net leverage adjusted for acquisitions represents net debt divided by modified consolidated EBITDA. Reconciliations of (i) net earnings to modified consolidated EBITDA and (ii) long-term debt to net debt are provided below:

Modified Consolidated EBITDA (as used in the calculation of net leverage adjusted for acquisitions)

Year Ended

(in thousands)

8/31/2026

Net earnings

$ 655,849

Interest expense

143,337

Income tax expense

55,162

Depreciation and amortization

395,921

Asset impairments

Unrealized loss on undesignated commodity hedges

7,871

Adjusted EBITDA

1,258,161

Plus: Litigation expense

15,356

Less: Precast EBITDA contribution (actual)

143,540

Plus: Annualized precast EBITDA contribution

212,159

Modified consolidated EBITDA

$ 1,342,136

Net Debt (as used in the calculation of net leverage adjusted for acquisitions)

8/31/2026

Long-term debt

$ 3,313,728

Plus: Current maturities of long-term debt

67,147

Less: Short-term borrowings

8,642

Total debt

3,372,233

Less: Cash and cash equivalents

775,676

Net debt

$ 2,596,557

Net leverage adjusted for acquisitions

1.9

SOURCE CMC