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ASTE 8-K filings in 2025
Every material Form 8-K Astec Industries filed with the SEC in 2025, read and summarized by AI: what happened, the key figures, whether it reads positive or negative for shareholders, and how big a deal it is (impact 1-5). Newest first; each brief links to its own page and to the filing on SEC.gov.
Astec Industries reported third-quarter 2025 net sales of $350.1 million, up 20.1% from a year earlier, helped by the July 1, 2025 TerraSource acquisition. The company posted a net loss of $4.2 million, compared with a $6.2 million loss a year earlier, and adjusted EPS of $0.47 versus $0.36. It also raised the low end of its full-year adjusted EBITDA guidance to $132 million from $123 million, with the top end unchanged at $142 million.
Q3 net sales were $350.1 million, up 20.1%; Infrastructure Solutions rose 17.1% to $193.2 million and Materials Solutions rose 24.1% to $156.9 million.
Net loss attributable to the controlling interest was $4.2 million, or $(0.18) per diluted share, versus a $6.2 million loss, or $(0.27), a year earlier.
Adjusted EBITDA was $27.1 million, up 55.7% from $17.4 million; transaction costs of $8.3 million weighed on GAAP results.
Full-year 2025 adjusted EBITDA guidance is now $132 million to $142 million, with the low end raised from $123 million.
Astec reported second quarter 2025 net income of $16.7 million, or $0.72 per diluted share, compared with a net loss of $14.0 million a year earlier, while net sales fell 4.4% to $330.3 million. The company raised the low end of its core full-year adjusted EBITDA guidance and expects the TerraSource acquisition, completed July 1, 2025, to add $13 million to $17 million, bringing consolidated guidance to $123 million to $142 million.
Q2 net sales of $330.3 million, down 4.4% from $345.5 million in Q2 2024
Q2 net income of $16.7 million ($0.72 diluted EPS) versus a $14.0 million net loss ($0.61 loss per share) a year earlier
Q2 adjusted EBITDA of $33.7 million versus $27.6 million; core full-year adjusted EBITDA guidance low end raised from $105 million to $110 million, top end kept at $125 million
TerraSource acquisition completed July 1, 2025; company expects $13 million to $17 million of adjusted EBITDA from it, for consolidated guidance of $123 million to $142 million
Astec Industries completed its acquisition of TerraSource on July 1, 2025, paying $245.0 million in cash on a cash-free, debt-free basis, subject to a customary purchase price adjustment. The company funded the deal with a new credit agreement of up to $600 million, which replaced its prior $250 million revolving credit facility, and says it expects the acquisition to be accretive to earnings per share.
Purchase price of $245.0 million in cash, subject to customary purchase price adjustment
New credit facilities of up to $600 million, with an additional incremental limit of up to $150 million, led by Wells Fargo Bank, National Association
Revolving and term loans must be repaid by July 1, 2030; maximum Consolidated Total Net Leverage Ratio covenant of 3.50 to 1.00
Company repaid and terminated its prior $250 million revolving credit facility
Astec Industries entered an agreement on April 28, 2025 to acquire 100% of TerraSource Holdings, a Missouri-based maker of material processing equipment and aftermarket parts, for $245.0 million on a cash-free, debt-free basis. Closing depends on customary conditions, including U.S. antitrust waiting periods, and the company has secured $500.0 million in committed senior credit facilities to fund the deal and refinance its existing credit agreement.
Total consideration is $245.0 million, subject to a customary purchase price adjustment.
Commitments from Wells Fargo cover a $150.0 million revolving credit facility and a $350.0 million term loan A.
Either party may terminate if the deal is not completed by August 1, 2025; Astec would owe a $15 million termination fee in certain cases.
Closing is subject to HSR antitrust clearance and other customary conditions.
Astec reported first-quarter 2025 results with higher net sales, net income and earnings per share than a year earlier, and reiterated its full-year adjusted EBITDA guidance excluding the pending deal. The company also agreed to acquire TerraSource Holdings, LLC for $245.0 million in cash, subject to customary adjustments, a deal that is expected to close in early third quarter 2025 if regulatory approvals are received.
Net sales rose 6.5% to $329.4 million; diluted EPS was $0.62 versus $0.15, and adjusted EPS was $0.88 versus $0.34.
Materials Solutions net sales fell 12.7% to $93.4 million, mainly due to lower domestic equipment sales tied to contractor and dealer finance constraints.
TerraSource acquisition: $245.0 million in cash, about a 5.9x adjusted EBITDA multiple, to be financed with existing cash and new committed financing.
Full-year adjusted EBITDA guidance of $105 million to $125 million was reiterated, excluding the pending TerraSource acquisition.
Astec Industries reported fourth-quarter 2024 net sales of $359.0 million, up 6.5%, and net income attributable to the controlling interest of $21.1 million, up from $14.9 million. For the full year, net sales fell 2.5% to $1,305.1 million and net income fell to $4.3 million from $33.5 million, including a $20.2 million goodwill impairment. The company expects 2025 adjusted EBITDA of $105 million to $125 million, compared with $111.8 million in 2024.
Q4 diluted EPS was $0.92, up from $0.65 a year earlier; Q4 adjusted EPS was $1.19, up from $0.90
Full-year 2024 net sales were $1,305.1 million, down 2.5% from $1,338.2 million
Full-year 2024 net income was $4.3 million, down from $33.5 million, after a $20.2 million goodwill impairment in Materials Solutions
2025 adjusted EBITDA guidance is $105 million to $125 million
Briefs are written by AI from the filing text (each brief's own page names the model) and can contain mistakes — open the filing before acting on anything. Impact (1-5) and tone are the model's reading of the filing for shareholders, not a price forecast. Not investment advice.
Only material 8-Ks get a brief: results, deals, executive changes, restructuring, impairments, delisting notices, restatements, cybersecurity incidents and other disclosed events. Routine filings (vote results, exhibits only) are skipped. Every Astec Industries filing is on SEC EDGAR ↗. 8-K briefs of other companies →