News Release

Dycom Industries, Inc. Announces Results For The Second Quarter And Six Month Period Ended January 27, 2018 And Affirms Guidance For Fiscal 2019
February 28, 2018
PDF Version

PALM BEACH GARDENS, Fla., Feb. 28, 2018 /PRNewswire/ -- Dycom Industries, Inc. (NYSE: DY) announced today its results for the second quarter and six month period ended January 27, 2018. The Company also affirmed its financial guidance for the 2019 fiscal year ending January 26, 2019 and outlook for the quarter ending April 28, 2018 that was previously provided by the Company on February 12, 2018.

Second Quarter Results Summary

  • Contract revenues of $655.1 million for the quarter ended January 27, 2018, compared to $701.1 million for the quarter ended January 28, 2017. Contract revenues for the quarter ended January 27, 2018 decreased 10.6% on an organic basis after excluding $19.6 million of contract revenues from storm restoration services in the current period and $8.4 million of contract revenues from an acquired business that was not owned during the prior year quarter.
     
  • Non-GAAP Adjusted EBITDA of $59.6 million, or 9.1% of contract revenues, for the quarter ended January 27, 2018, compared to $86.2 million, or 12.3% of contract revenues, for the quarter ended January 28, 2017.
     
  • On a GAAP basis, net income was $40.1 million, or $1.24 per common share diluted, for the quarter ended January 27, 2018, compared to net income of $23.7 million, or $0.74 per common share diluted, for the quarter ended January 28, 2017. Non-GAAP Adjusted Net Income was $3.8 million, or $0.12 per Non-GAAP Adjusted Diluted Share, for the quarter ended January 27, 2018, compared to Non-GAAP Adjusted Net Income of $26.4 million, or $0.82 per common share diluted, for the quarter ended January 28, 2017.

    Non-GAAP Adjusted Net Income for the quarter ended January 27, 2018 excludes approximately $32.2 million of income tax benefit resulting from the Tax Cuts and Jobs Act of 2017 ("Tax Reform"), primarily due to the re-measurement of the Company's net deferred tax liabilities at a lower U.S. federal corporate income tax rate. Non-GAAP Adjusted Net Income for the quarter ended January 27, 2018 also excludes approximately $6.9 million of income tax benefit for the tax effects of the vesting and exercise of share-based awards. In addition, Non-GAAP Adjusted Net Income for the quarters ended January 27, 2018 and January 28, 2017 excludes $4.6 million and $4.4 million, respectively, of pre-tax interest expense incurred for non-cash amortization of the debt discount associated with the Company's 0.75% convertible senior notes due September 2021 (the "Notes"). Shares used in computing Non-GAAP Adjusted Diluted Earnings per Common Share for the quarter ended January 27, 2018 exclude the GAAP dilutive effect of approximately 0.4 million weighted shares from the Notes, as the Company has a note hedge in effect to offset the economic dilution of additional shares up to an average quarterly share price of $130.43 per share.

Six Month Results Summary

  • Contract revenues of $1.411 billion for the six months ended January 27, 2018, compared to $1.500 billion for the six months ended January 28, 2017. Contract revenues for the six months ended January 27, 2018 decreased 9.4% on an organic basis after excluding $35.1 million of contract revenues from storm restoration services in the current period and $17.0 million of contract revenues from an acquired business that was not owned during the prior year period.
     
  • Non-GAAP Adjusted EBITDA of $157.2 million, or 11.1% of contract revenues, for the six months ended January 27, 2018, compared to $215.4 million, or 14.4% of contract revenues, for the six months ended January 28, 2017.
     
  • On a GAAP basis, net income was $68.8 million, or $2.15 per common share diluted, for the six months ended January 27, 2018, compared to net income of $74.7 million, or $2.32 per common share diluted, for the six months ended January 28, 2017. Non-GAAP Adjusted Net Income was $35.4 million, or $1.11 per Non-GAAP Adjusted Diluted Share, for the six months ended January 27, 2018, compared to Non-GAAP Adjusted Net Income of $80.2 million or $2.49 per common share diluted, for the six months ended January 28, 2017.

    Non-GAAP Adjusted Net Income for the six months ended January 27, 2018 excludes approximately $32.2 million of income tax benefit resulting from Tax Reform, primarily due to the re-measurement of the Company's net deferred tax liabilities at a lower U.S. federal corporate income tax rate. Non-GAAP Adjusted Net Income for the six months ended January 27, 2018 also excludes approximately $6.9 million of income tax benefit for the tax effects of the vesting and exercise of share-based awards. In addition, Non-GAAP Adjusted Net Income for the six months ended January 27, 2018 and January 28, 2017 excludes $9.2 million and $8.7 million, respectively, of pre-tax interest expense incurred for non-cash amortization of the debt discount associated with the Notes. Shares used in computing Non-GAAP Adjusted Diluted Earnings per Common Share for the six months ended January 27, 2018 exclude the GAAP dilutive effect of approximately 0.2 million weighted shares from the Notes, as the Company has a note hedge in effect to offset the economic dilution of additional shares up to an average quarterly share price of $130.43 per share.

Fiscal Year Change

As previously announced, the Company changed its fiscal year end from the last Saturday in July to the last Saturday in January. As a result, fiscal 2019 commenced on January 28, 2018.

Outlook

For the 2019 fiscal year ending January 26, 2019 and for the quarter ending April 28, 2018 (first quarter of fiscal 2019), the Company currently expects the following:

   

Fiscal 2019

  

Quarter Ending

April 28, 2018

(Q1-19)

Contract revenues

  

$3.30 - $3.50 billion

  

$720 - $750 million

Diluted Earnings per Common Share - GAAP(a)

  

$4.78 - $5.70

  

$0.52 - $0.67

Non-GAAP Adjusted Diluted Earnings per Common Share(a)

  

$5.22 - $6.14

  

$0.63 - $0.78

Non-GAAP Adjusted EBITDA % of revenue

  

13.6% - 14.1%

  

10.7% - 11.1%

(a) Based on a preliminary analysis of the impact of Tax Reform, the Company currently expects that the fiscal 2019 effective tax rate will be within a range of 27.0% to 27.5% before the tax effects of the settlement of share-based awards. Earnings per Common Share outlook calculations are based on effective tax rate of 27.3%.

Use of Non-GAAP Financial Measures

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). In quarterly results releases, trend schedules, conference calls, slide presentations, and webcasts, the Company may use or discuss Non-GAAP financial measures, as defined by Regulation G of the Securities and Exchange Commission. See Reconciliation of Non-GAAP Financial Measures to Comparable GAAP Financial Measures directly following the press release tables.

Conference Call Information and Other Selected Data

A conference call to review the Company's results will be hosted at 8:00 a.m. (ET), Wednesday, February 28, 2018; call (800) 230-1092 (United States) or (612) 332-0430 (International) ten minutes before the conference call begins and ask for the "Dycom Results" conference call. A live webcast of the conference call and related materials will be available at www.dycomind.com. If you are unable to attend the conference call at the scheduled time, a replay of the live webcast and related materials will be available shortly after the call at www.dycomind.com until Friday, March 30, 2018.

About Dycom Industries, Inc.

Dycom is a leading provider of specialty contracting services throughout the United States and in Canada. These services include program management, engineering, construction, maintenance and installation services for telecommunications providers, underground facility locating services for various utilities, including telecommunications providers, and other construction and maintenance services for electric and gas utilities.

Forward Looking Information

This press release contains forward-looking statements as contemplated by the 1995 Private Securities Litigation Reform Act. These statements include those related to the results for the quarter ended January 27, 2018 which are preliminary and unaudited, the outlook for the quarter ending April 28, 2018 and fiscal 2019 and statements found under the "Reconciliation of Non-GAAP Financial Measures to Comparable GAAP Financial Measures" section of this release. Forward looking statements are based on management's current expectations, estimates and projections. These statements are subject to risks and uncertainties that may cause actual results for completed periods and periods in the future to differ materially from the results projected or implied in any forward-looking statements contained in this press release. The most significant of these risks and uncertainties are described in the Company's Form 10-K, Form 10-Q and Form 8-K reports (including all amendments to those reports) and include business and economic conditions and trends in the telecommunications industry affecting the Company's customers, customer capital budgets and spending priorities, the adequacy of the Company's insurance and other reserves and allowances for doubtful accounts, whether the carrying value of the Company's assets may be impaired, preliminary purchase price allocations of acquired businesses, expected benefits and synergies of acquisitions, the future impact of any acquisitions or dispositions, adjustments and cancellations related to the Company's backlog, weather conditions, the anticipated outcome of other contingent events, including litigation, liquidity and other financial needs, the availability of financing, the impact of the Tax Cuts and Jobs Act of 2017, and the other risks and uncertainties detailed from time to time in the Company's filings with the Securities and Exchange Commission. The Company does not undertake to update forward-looking statements.

---Tables Follow---

 

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

Unaudited
       
 

January 27, 2018

  

July 29, 2017

ASSETS

      

Current assets:

      

Cash and equivalents

$

84,029

  

$

38,608

Accounts receivable, net

318,684

  

369,800

Costs and estimated earnings in excess of billings

369,472

  

389,286

Inventories

79,039

  

83,204

Deferred tax assets, net (a)

—

  

26,524

Income tax receivable

13,852

  

7,493

Other current assets

39,710

  

23,603

Total current assets

904,786

  

938,518
       

Property and equipment, net

414,768

  

422,107

Goodwill and other intangible assets, net

493,212

  

505,309

Other

28,190

  

33,373

Total non-current assets

936,170

  

960,789

Total assets

$

1,840,956

  

$

1,899,307
       

LIABILITIES AND STOCKHOLDERS' EQUITY

      

Current liabilities:

      

Accounts payable

$

92,361

  

$

132,974

Current portion of debt

26,469

  

21,656

Billings in excess of costs and estimated earnings

6,480

  

9,284

Accrued insurance claims

53,890

  

39,909

Income taxes payable

755

  

1,112

Other accrued liabilities

79,657

  

113,603

Total current liabilities

259,612

  

318,538
       

Long-term debt

733,843

  

738,265

Accrued insurance claims

59,385

  

62,007

Deferred tax liabilities, net non-current (a)

57,428

  

103,626

Other liabilities

5,692

  

5,288

Total liabilities

1,115,960

  

1,227,724
       

Total stockholders' equity

724,996

  

671,583

Total liabilities and stockholders' equity

$

1,840,956

  

$

1,899,307
       

(a) The Company adopted Accounting Standards Update No. 2015-17, Income Taxes (Topic 740): Balance Sheet Classification of Deferred Taxes, on a prospective basis effective July 30, 2017, the first day of the six month period ended January 27, 2018. As a result of this adoption, Deferred tax liabilities, net non-current is presented net of deferred tax assets within the condensed consolidated balance sheets as of January 27, 2018.

 

 

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars in thousands, except share amounts)

Unaudited
               
 

Quarter

  

Quarter

  

Six Months

  

Six Months
 

Ended

  

Ended

  

Ended

  

Ended
 

January 27,
2018

  

January 28,
2017

  

January 27,
2018

  

January 28,
2017

Contract revenues

$

655,133

  

$

701,131

  

$

1,411,348

  

$

1,500,355
               

Costs of earned revenues, excluding depreciation and
amortization

540,633

  

561,371

  

1,141,480

  

1,176,361

General and administrative expenses (a)

60,370

  

58,191

  

124,930

  

118,395

Depreciation and amortization

42,401

  

35,705

  

85,053

  

70,252

Total

643,404

  

655,267

  

1,351,463

  

1,365,008
               

Interest expense, net (b)

(9,853)

  

(9,181)

  

(19,560)

  

(18,248)

Other income, net

295

  

1,006

  

6,225

  

1,946

Income before income taxes

2,171

  

37,689

  

46,550

  

119,045
               

(Benefit) provision for income taxes (c)

(37,888)

  

14,026

  

(22,285)

  

44,332
               

Net income

$

40,059

  

$

23,663

  

$

68,835

  

$

74,713
               

Earnings per common share:

              
               

Basic earnings per common share

$

1.29

  

$

0.75

  

$

2.22

  

$

2.37
               

Diluted earnings per common share

$

1.24

  

$

0.74

  

$

2.15

  

$

2.32
               
               

Shares used in computing earnings per common share:

              

Basic

31,056,840

  

31,531,834

  

31,059,140

  

31,480,660
               

Diluted (d)

32,218,324

  

32,161,566

  

32,054,945

  

32,180,923
               

(a) Includes stock-based compensation expense of $5.9 million and $5.3 million for the quarter ended January 27, 2018 and January 28, 2017, respectively, and $13.3 million and $11.0 million for the six months ended January 27, 2018 and January 28, 2017, respectively.

(b) Includes pre-tax interest expense for non-cash amortization of the debt discount associated with the Notes of approximately $4.6 million and $4.4 million for the quarter ended January 27, 2018 and January 28, 2017, respectively, and $9.2 million and $8.7 million for the six months ended January 27, 2018 and January 28, 2017, respectively.

(c) During the quarter and six months ended January 27, 2018, the (benefit) provision for income taxes includes approximately $32.2 million of income tax benefit resulting from Tax Reform, primarily due to the re-measurement of the Company's net deferred tax liabilities at a lower U.S. federal corporate income tax rate. It also included approximately $6.9 million and $7.8 million for the quarter and six months ended January 27, 2018, respectively, of income tax benefit for the tax effects of the vesting and exercise of share-based awards.

(d) During the quarter ended January 27, 2018, the Company's average stock price exceeded the conversion price of its Notes of $96.89. As a result, diluted shares used in computing diluted earnings per common share for the quarter and six months ended January 27, 2018 includes approximately 0.4 million and 0.2 million weighted shares, respectively, of potential dilution from the embedded conversion feature in the Notes.
 

 

 

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

TO COMPARABLE GAAP FINANCIAL MEASURES

(Dollars in thousands)

Unaudited
                           

CONTRACT REVENUES, NON-GAAP ORGANIC CONTRACT REVENUES, AND DECLINE %'s
                       
 

Contract
Revenues -
GAAP

  

Revenues
from
acquired
business (a)

  

Revenues
from storm
restoration
services

  

Non-GAAP

- Organic
Contract
Revenues

  

GAAP

- Decline

%

  

Non-
GAAP -
Organic
Decline

%

Quarter Ended January 27, 2018

$

655,133

  

$

(8,424)

  

$

(19,573)

  

$

627,136

  

(6.6)%

  

(10.6)%
                       

Quarter Ended January 28, 2017

$

701,131

  

$

—

  

$

—

  

$

701,131

        
                       

Six Months Ended January 27, 2018

$

1,411,348

  

$

(17,005)

  

$

(35,058)

  

$

1,359,285

  

(5.9)%

  

(9.4)%
                       

Six Months Ended January 28, 2017

$

1,500,355

  

$

—

  

$

—

  

$

1,500,355

        
                       

(a) Amounts for the quarter and six months ended January 27, 2018 represent contract revenues from an acquired business that was not owned in the prior year periods.

 

 

NON-GAAP ADJUSTED EBITDA

              
               
 

Quarter

  

Quarter

  

Six Months

  

Six Months
 

Ended

  

Ended

  

Ended

  

Ended
 

January 27,

2018

  

January 28,
2017

  

January 27,
2018

  

January 28,
2017

Reconciliation of net income to Non-GAAP Adjusted
EBITDA:

              

Net income

$

40,059

  

$

23,663

  

$

68,835

  

$

74,713

Interest expense, net

9,853

  

9,181

  

19,560

  

18,248

(Benefit) provision for income taxes

(37,888)

  

14,026

  

(22,285)

  

44,332

Depreciation and amortization expense

42,401

  

35,705

  

85,053

  

70,252

Earnings Before Interest, Taxes, Depreciation &
Amortization ("EBITDA")

54,425

  

82,575

  

151,163

  

207,545

Gain on sale of fixed assets

(722)

  

(1,729)

  

(7,217)

  

(3,172)

Stock-based compensation expense

5,897

  

5,309

  

13,277

  

11,015

Non-GAAP Adjusted EBITDA

$

59,600

  

$

86,155

  

$

157,223

  

$

215,388
               

Contract revenues

$

655,133

  

$

701,131

  

$

1,411,348

  

$

1,500,355

Non-GAAP Adjusted EBITDA % of Contract Revenues

9.1%

  

12.3%

  

11.1%

  

14.4%

 

 

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
TO COMPARABLE GAAP FINANCIAL MEASURES (CONTINUED)

(Dollars in thousands, except share amounts)

Unaudited
                   

NET INCOME, NON-GAAP ADJUSTED NET INCOME, NET INCOME PER COMMON SHARE, NON-GAAP ADJUSTED DILUTED EARNINGS PER COMMON SHARE, AND NON-GAAP ADJUSTED DILUTED SHARES
               
 

Quarter

  

Quarter

  

Six Months

  

Six Months
 

Ended

  

Ended

  

Ended

  

Ended
 

January 27,
2018

  

January 28,
2017

  

January 27,
2018

  

January 28,
2017

Reconciliation of Non-GAAP Adjusted Net Income:

              

Net income

$

40,059

  

$

23,663

  

$

68,835

  

$

74,713
               

Pre-Tax Adjustments:

              

Non-cash amortization of debt discount on Notes

4,623

  

4,379

  

9,170

  

8,686
               

Tax Adjustments:

              

Tax impact of Tax Reform (a)

(32,249)

  

—

  

(32,249)

  

—

Tax impact of share-based vesting and exercises (b)

(6,912)

  

—

  

(6,912)

  

—

Tax impact of non-cash amortization of debt discount
on Notes

(1,757)

  

(1,631)

  

(3,485)

  

(3,242)

Total adjustments, net of tax

(36,295)

  

2,748

  

(33,476)

  

5,444
               

Non-GAAP Adjusted Net Income

$

3,764

  

$

26,411

  

$

35,359

  

$

80,157
               

Reconciliation of Non-GAAP Adjusted Diluted
Earnings per Common Share:

              

Net income per common share

$

1.24

  

$

0.74

  

$

2.15

  

$

2.32

Total adjustments, net of tax

(1.12)

  

0.09

  

(1.04)

  

0.17

Non-GAAP Adjusted Diluted Earnings per Common
Share

$

0.12

  

$

0.82

  

$

1.11

  

$

2.49
               

Shares used in computing Non-GAAP Adjusted Diluted
Earnings per Common Share:

              

Diluted shares - GAAP

32,218,324

  

32,161,566

  

32,054,945

  

32,180,923

Adjustment for economic benefit of note hedge related
to Notes (c)

(434,788)

  

—

  

(217,394)

  

—

Non-GAAP Adjusted Diluted Shares (c)

31,783,536

  

32,161,566

  

31,837,551

  

32,180,923
               

(a) During the quarter and six months ended January 27, 2018, the Company recognized an income tax benefit of approximately $32.2 million resulting from Tax Reform, primarily due to the re-measurement of the Company's net deferred tax liabilities at a lower U.S. federal corporate income tax rate.

(b) During the quarter and six months ended January 27, 2018, the Company excluded an income tax benefit of approximately $6.9 million for the tax effects of the vesting and exercise of share-based awards from its Non-GAAP Adjusted Net Income and Non-GAAP Adjusted Diluted Earnings per Common Share.

(c) The Company has a note hedge in effect to offset the economic dilution of additional shares from the Notes up to an average quarterly share price of $130.43 per share. Non-GAAP Adjusted Diluted Shares excludes the GAAP dilutive effect of the Notes.
 

Amounts in table above may not add due to rounding.
 

 

 

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

TO COMPARABLE GAAP FINANCIAL MEASURES (CONTINUED)

(Dollars in thousands, except share amounts)

Unaudited
 

OUTLOOK - DILUTED EARNINGS PER COMMON SHARE AND NON-GAAP ADJUSTED DILUTED EARNINGS PER COMMON SHARE
         
       

Quarter Ending
       

April 28, 2018
   

Fiscal 2019

  

(Q1-19)

Diluted Earnings per Share:

        

Diluted earnings per common share - GAAP (a)

  

$4.78 - $5.70

  

$0.52 - $0.67
         

Adjustment

        

Addback of after-tax non-cash amortization of debt discount on Notes (b)

  

$0.44

  

$0.11
         

Non-GAAP Adjusted Diluted Earnings per Common Share

  

$5.22 - $6.14

  

$0.63 - $0.78
         
         

Diluted shares - in millions (c)

  

31.9

  

31.8
         

(a) Based on a preliminary analysis of the impact of Tax Reform, the Company currently expects that the fiscal 2019 effective tax rate will be within a range of 27.0% to 27.5% before the tax effects of the settlement of share-based awards.

(b) The Company expects to recognize approximately $19.1 million and $4.7 million in pre-tax interest expense during fiscal 2019 and the quarter ending April 28, 2018, respectively, for non-cash amortization of the debt discount associated with the Notes.

(c) Actual GAAP diluted shares will include any applicable dilutive effect of the Notes based on the average share price during the respective period. The Company has a note hedge in effect to offset the economic dilution of additional shares from the Notes up to an average quarterly price of $130.43 per share. Accordingly, for Non-GAAP Adjusted Diluted Earnings per Common Share calculations, the Company expects to present results per share that exclude the dilutive effect of the Notes, if applicable, based on the expected effect of the note hedge.
     

Amounts in table above may not add due to rounding.

    
             

 

 

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES

RECONCILIATION OF NON-GAAP FINANCIAL MEASURES

TO COMPARABLE GAAP FINANCIAL MEASURES (CONTINUED)

(Dollars in millions, except share amounts)

Unaudited
       

RECONCILIATION OF NET INCOME TO NON-GAAP ADJUSTED EBITDA BASED ON THE MIDPOINT OF EARNINGS PER COMMON SHARE ("EPS") GUIDANCE FOR FISCAL 2019 AND QUARTER ENDING APRIL 28, 2018 (Q1-19)
       
       

Quarter Ending
       

April 28, 2018
   

Fiscal 2019

  

(Q1-19)
   

(at midpoint of EPS guidance)

Net income

  

$

167

  

$

19.0

Interest expense, net

  

41

  

10.1

Provision for income taxes

  

63

  

7.1

Depreciation and amortization

  

184

  

43.8

Earnings Before Interest, Taxes, Depreciation & Amortization ("EBITDA")

  

455

  

80.0

Gain on sale of fixed assets

  

(11)

  

(5.1)

Stock-based compensation expense

  

26

  

5.3

Non-GAAP Adjusted EBITDA

  

$

470

  

$

80.3
         

Contract revenues (at midpoint of guidance)

  

$

3,400

  

$

735

Non-GAAP Adjusted EBITDA % of Contract Revenues (at midpoint of guidance)

  

13.8%

  

10.9%
         

Amounts in table above may not add due to rounding.

        

 

 

DYCOM INDUSTRIES, INC. AND SUBSIDIARIES
RECONCILIATION OF NON-GAAP FINANCIAL MEASURES
TO COMPARABLE GAAP FINANCIAL MEASURES (CONTINUED)

Explanation of Non-GAAP Financial Measures

The Company reports its financial results in accordance with U.S. generally accepted accounting principles (GAAP). In the Company's quarterly results releases, trend schedules, conference calls, slide presentations, and webcasts, it may use or discuss Non-GAAP financial measures, as defined by Regulation G of the Securities and Exchange Commission. The Company believes that the presentation of certain Non-GAAP financial measures in these materials provides information that is useful to investors because it allows for a more direct comparison of the Company's performance for the period reported with the Company's performance in prior periods. The Company cautions that Non-GAAP financial measures should be considered in addition to, but not as a substitute for, the Company's reported GAAP results. Management defines the Non-GAAP financial measures used in this release as follows:

  • Non-GAAP Organic Contract Revenues - contract revenues from businesses that are included for the entire period in both the current and prior year periods, excluding contract revenues from storm restoration services. Non-GAAP Organic Contract Revenue growth (decline) is calculated as the percentage change in Non-GAAP Organic Contract Revenues over those of the comparable prior year period. Management believes organic growth (decline) is a helpful measure for comparing the Company's revenue performance with prior periods.
     
  • Non-GAAP Adjusted EBITDA - net income before interest, taxes, depreciation and amortization, gain on sale of fixed assets, stock-based compensation expense, and certain non-recurring items. Management believes Non-GAAP Adjusted EBITDA is a helpful measure for comparing the Company's operating performance with prior periods as well as with the performance of other companies with different capital structures or tax rates.
     
  • Non-GAAP Adjusted Net Income - GAAP net income before non-cash amortization of the debt discount and the related tax impact, certain tax impacts resulting from vesting and exercise of share-based awards, certain tax impacts of Tax Reform, and certain non-recurring items.
     
  • Non-GAAP Adjusted Diluted Earnings per Common Share and Non-GAAP Adjusted Diluted Shares - Non-GAAP Adjusted Net Income divided by Non-GAAP Adjusted Diluted Shares outstanding. The Company has a note hedge in effect to offset the economic dilution of additional shares from the Notes up to an average quarterly share price of $130.43. The measure of Non-GAAP Adjusted Diluted shares used in computing Non-GAAP Adjusted Diluted Earnings per Common Share excludes dilution from the Notes. Management believes that the calculation of Non-GAAP Adjusted Diluted shares to reflect the note hedge will be useful to investors because it provides insight into the offsetting economic effect of the hedge against potential conversion of the Notes.

Management excludes or adjusts each of the items identified below from Non-GAAP Adjusted Net Income and Non-GAAP Adjusted Diluted Earnings per Common Share:

  • Non-cash amortization of the debt discount - The Company's Notes were allocated between debt and equity components. The difference between the principal amount and the carrying amount of the liability component of the Notes represents a debt discount. The debt discount is being amortized over the term of the Notes but does not result in periodic cash interest payments. The Company has excluded the non-cash amortization of the debt discount from its Non-GAAP financial measures because it believes it is useful to analyze the component of interest expense for the Notes that will be paid in cash. The exclusion of the non-cash amortization from the Company's Non-GAAP financial measures provides management with a consistent measure for assessing financial results.
     
  • Tax impact from Tax Reform - During the quarter and six months ended January 27, 2018, the Company recognized an income tax benefit of approximately $32.2 million resulting from Tax Reform, primarily due to a reduction of net deferred tax liabilities. The Company has excluded this impact because it is a significant change in the U.S. federal corporate tax rate and because the Company believes it is not indicative of the Company's underlying results or ongoing operations.
     
  • Tax impact of excess tax benefits as a result of ASU 2016-09 - ASU 2016-09, Improvements to Employee Share-Based Payment Accounting ("ASU 2016-09") became effective for the Company July 30, 2017, the first day of the 2018 transition period, and changed the treatment of windfalls (or shortfalls) arising from the vesting and exercise of share-based awards. Prior to ASU 2016-09, these amounts were recorded as an adjustment to additional paid-in capital. With the adoption of ASU 2016-09, these amounts are now captured in the Company's provision for income taxes. The Company excluded the impact of approximately $6.9 million of excess tax benefits during the quarter and six months ended January 27, 2018 from its provision for income taxes in its Non-GAAP measures as this amount may vary significantly from period to period and excluding this amount from the Company's Non-GAAP financial measures provides management with a more consistent measure for assessing financial results.
     
  • Tax impact of adjusted results - The tax impact of adjusted results reflects the Company's effective tax rate used for financial planning for the applicable period.

 

 

SOURCE Dycom Industries, Inc.

For further information: Steven E. Nielsen, President and CEO or H. Andrew DeFerrari, Senior Vice President and CFO, (561) 627-7171

Privacy Statement

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Last Updated: Feb 22, 2021

The privacy and security of your information is important to us. This Privacy Statement explains how Dycom Industries, Inc. (“Dycom,” “we” or “us”) collects, uses, and shares your information. This Privacy Statement applies to information collected by us through any means, including through our website and our social media pages or accounts (collectively, “Sites”), through our subsidiaries, and through other third parties.

By visiting or using our Sites, contacting us or otherwise providing information to us, you consent to our collection, use, storage, and sharing of your information as described in this Privacy Statement. If you disagree with anything in this Privacy Statement, you should not visit or use our Sites or provide your information to us.

If you are under 13 years of age, please do not use our Sites and do not send us any information about yourself.

If you are a California resident, you may have additional rights as described below in the section entitled “CALIFORNIA PRIVACY RIGHTS.”

If you are outside the United States, by using our Sites or by providing your information to us, you consent to have your Personal Information transferred to and stored in the United States.

INFORMATION WE COLLECT

We collect certain information that identifies, relates to, describes, and is reasonably capable of being associated with a particular consumer or household (“Personal Information”). Personal Information does not include publicly available information in government records or de-identified, anonymized, or aggregated consumer information.

We collect Personal Information and other information from or about you in a few different ways. Specifically, we may collect or receive information: (1) directly from you through information you provide; (2) indirectly from you by observing your actions on our website; and (3) from third parties such as Google, Facebook, and Instagram. Each of these is discussed in more detail below.

Information You Provide

You may provide information to us in a number of ways:

  • If you submit an inquiry through our website, we collect your name, email address, telephone number, and any other information you provide.
  • When you sign up for Dycom email alerts, you are redirected to our service provider’s site where our service provider collects your name, email, telephone number and company name, if provided. This information may be shared with us. You may unsubscribe to the alerts at any time by clicking the “unsubscribe” link that is included in each email alert.
  • If you request investor materials, you are redirected to our service provider’s site where our service provider collects your name, email, and other contact information you provide.
  • If you post information on our social media pages, that information may be collected and used by us (as well as other users of those sites and the public generally). Please do not post any information on any site that allows strangers to identify or locate you or that you otherwise do not want to share with the public.
  • When you submit a resume or application for employment, any information you provide will be collected and we may also obtain additional information through references, former employers, background checks, and credit reports.

Please note that, if you are visiting our website from a location outside of the United States, you will be connected through and to servers located in the United States. All information you provide will be maintained in our web server(s) and internal systems located in the United States.

Information Indirectly Collected from You

Cookies and Other Technologies. We automatically collect information from you using cookies and other technologies on our website.

Cookies are small text files offered to your computer by servers in order to keep track of your browser as you navigate our website. We may use cookies and similar technologies to identify who you are and may use them when you visit our website or click on links in our emails. Cookies also enable us to remember your user preferences for our website. Cookies and other technologies may also be used for site maintenance and analysis, performing network communications, authenticating users, and protecting against fraud and theft.

You can block or remove cookies using your Internet browser’s settings. Each browser is different, so check the “Help” menu of your browser to learn how to change your cookie preferences. To manage flash cookies, please see Flash Player Help. If you block or remove cookies, you may not be able to use certain functionality or access certain content on our website.

Clear GIFs (a.k.a. web beacons, web bugs or pixel tags), are tiny graphics with a unique identifier, similar in function to cookies. Clear GIFs are embedded invisibly on web pages. We may use clear GIFs, in connection with our website to, among other things, track the activities of visitors, help us manage content, and compile statistics about usage of the website. We and our third party service providers may also use clear GIFs in HTML emails to our clients, to help us track email response rates, identify when our emails are viewed, and track whether our emails are forwarded.

“Do Not Track” is a privacy setting that users can set in certain web browsers. If turned on, this setting requests that website not track information about users. At this time, we do not respond to “Do Not Track” browser settings or signals.

Traffic Data. We automatically track and collect general log information when you visit our website, including your: (a) Internet Protocol (IP) address; (b) browser type; (c) operating system; (d) time of visit; (e) the referring website page; and (f) the pages you visit on our website (collectively “Traffic Data“). Traffic Data does not personally identify you. We use the Traffic Data to report aggregated website activity and to better understand the needs of our users so we can make informed decisions regarding the content and design of our website. We may collect Traffic Data through various technologies including, but not limited to, cookies, IP addresses, and clear GIFs (Graphics Interchange Format, a software technology also known as a pixel tag).

Third Party Websites and Social Media Services. Our website may include links to third party websites or social media services where you may be able to post comments, reviews or other information. We may monitor comments and reviews regarding us, our products, or our Sites that you publicly post on social media or customer review sites. In addition, please note that your use of these third party websites or social media services may result in those sites collecting information about you. We are not responsible for these third party websites or social media services and you should review their privacy policies to make sure you understand the information that may be collected, used, and shared by those sites.

Information from Third Parties

Our Subsidiaries’ Websites. Our website includes links to our subsidiaries’ websites. If you submit information through any of those websites, it may be shared with us. Any information shared with us by our subsidiaries will be governed by this Privacy Statement.

Social Media Sites. To the extent you post information on our social media sites, we may collect such information. We may also receive Personal Information about you from certain social media sites such as Facebook, Instagram, and LinkedIn.

Third Party Analytics Services. We may work with third party analytics services such as Google Analytics to help us understand how our Sites are being used, such as tracking the number and frequency of visits to our website. These analytics services may use cookies and other technologies to collect this information. We receive reports of aggregated data from these services, but we do not receive Personal Information about individual users.

Categories of Information Collected

In the 12 months preceding the Last Updated date of this Privacy Statement, we have collected or received the following categories of Personal Information about consumers:

Category Examples of What We May Collect Collected
A. Identifiers A real name, alias, postal address, unique personal identifier, online identifier, Internet Protocol (IP) address, email address, account name. YES
B. Personal information categories listed in the California Customer Records statute (Cal. Civ. Code § 1798.80(e)). A name, address, telephone number, education, employment. Some personal information included in this category may overlap with other categories. YES
C. Protected classification characteristics under California or federal law. Age (40 years or older), race, color, ancestry, national origin, religion or creed, marital status, sex (including gender, gender identity, gender expression, pregnancy or childbirth and related medical conditions), veteran or military status. YES
D. Commercial information. Records of personal property, products or services purchased, obtained, or considered, or other purchasing or consuming histories or tendencies. NO
E. Biometric information. Genetic, physiological, behavioral, and biological characteristics, such as DNA sequences, fingerprints, facial geometry, voiceprints, iris or retina scans, and sleep, health or exercise data. NO
F. Internet or other similar network activity. Browsing history, search history, information on a consumer’s interaction with a website, application, or advertisement. YES
G. Geolocation data. Physical location or movements. NO
H. Sensory data Audio, electronic, visual, thermal, olfactory, or similar information. NO
I. Professional or employment-related information. Current or past job history or performance evaluations. YES
J. Non-public education information (per the Family Educational Rights and Privacy Act (20 U.S.C. Section 1232g, 34 C.F.R. Part 99)). Education records directly related to a student maintained by an educational institution or party acting on its behalf, such as grades, transcripts, class lists, student schedules, student identification codes, student financial information, or student disciplinary records. NO
K. Inferences drawn from other personal information. Profile reflecting a person’s preferences, characteristics, psychological trends, predispositions, behavior, attitudes, intelligence, abilities, and aptitudes. NO

HOW WE USE YOUR INFORMATION

We and our service providers may use Personal Information for the following purposes:

  • To respond to your inquiries.
  • To provide email alerts for which you sign up.
  • To provide investor materials requested by you or required by applicable law to be sent to you.
  • To manage any contractual relationship between us.
  • To process orders from our customers and deliver products and services.
  • To market and promote our products and services.
  • To present our website and related content to you.
  • To evaluate and make improvements to our website or social media presences.
  • To diagnose and fix problems with our website.
  • To secure our website and to prevent or detect criminal, unlawful, or harassing actions or conduct.
  • To provide product updates, news, and event information.
  • If you apply for a job, to evaluate your skills and experience, to verify previous employment, and to conduct background checks (as permitted by law).
  • If you apply for a job, to evaluate your skills and experience, to verify previous employment, and to conduct background checks (as permitted by law).

On other occasions where we ask you for consent, we will use the information for the purposes we provide at that time. You have the right to withdraw your consent at any time; however, we may have other legal grounds for storing and/or using your information, including those identified above.

SHARING AND DISCLOSURE OF PERSONAL INFORMATION

We do not sell your Personal Information. We may share your Personal Information as follows:

  • Subsidiaries. We may share Personal Information with our subsidiaries so they can respond to any inquiries or provide requested services.
  • Service Providers. We may disclose Personal Information to third party vendors, contractors or agents who perform functions on our behalf (“Service Providers”). For example, we may contract with Service Providers to provide certain services, such as providing data storage and management, analytics services, marketing services, employee benefits services, payroll services, or payment processing services. We only provide our Service Providers with Personal Information necessary for them to perform these services on our behalf. Each Service Provider must agree to use commercially reasonable security procedures and practices, appropriate to the nature of the information involved, to protect your Personal Information from unauthorized acquisition, access, use, or disclosure. Service Providers may only use the Personal Information they obtain from us or collect on our behalf to provide services to us.
  • Business Transfers. If we are acquired by, or merged with, another entity, if substantially all of our assets are transferred to another entity, or as part of a bankruptcy proceeding, or if we are evaluating or in negotiations with respect to any such transaction, we may transfer, or make available, the Personal Information we have collected from you to the other entity or resulting legal entity.
  • Legal Process. We also may disclose the Personal Information we collect from you: to comply with applicable laws and regulations, a government investigation, a judicial proceeding, a court order, or other legal process (such as in response to a subpoena); or to respond to discovery requests or present evidence in a legal proceeding in which we are involved.
  • To Protect Us and Others. We also may disclose the Personal Information we collect from you where we believe such disclosure is needed to investigate, prevent, or take action regarding illegal activities, suspected fraud, situations involving potential threats to the safety of any person, suspected violations of this Privacy Statement, and suspected violations of any applicable terms and conditions.
  • Aggregated and De-Identified Information. We may share aggregate or de-identified Personal Information with our service providers and/or affiliated companies for marketing, advertising, research, or similar purposes.
  • Job Applications. If you apply for a job position, some of your Personal Information may be shared with third parties in order to confirm your education, work history, and references, and to obtain background checks and credit reports if permitted by law.

In the 12 months preceding the Last Updated dated of this Privacy Statement, we have disclosed the following categories of Personal Information for a business purpose as described above:

Category A: Identifiers.
Category B: California Customer Records personal information categories.
Category C: Protected classification characteristics under California or federal law.
Category F: Internet or other similar network activity.
Category I: Professional or employment-related information.

CHILDREN’S PRIVACY

Our Sites, our products, and our services are not directed to children under the age of 13. Further, we do not knowingly collect Personal Information from children under the age of 13. If you become aware that your child has provided personally identifiable information without your consent and/or is under the age of 13, please contact us at privacy@dycomind.com. If we become aware that we have unknowingly collected Personal Information from a child under the age of 13, we will take commercially reasonable efforts to delete such information from our records.

YOUR PRIVACY CHOICES

You may opt-out of receiving email communications and other marketing materials from us (or any third-party email marketing service we may use) via links provided in each email (usually at the bottom of the email).

USER-GENERATED CONTENT

You may be able to post content on our social media pages, including your comments, photos, or other information. Information you provide or post to any third party sites is subject to that site’s privacy policy and practices. If you post such content on social media pages, all of the information or content that you post may be visible to other visitors or users and we cannot prevent such information from being used by others. Please carefully consider your content before posting. Further, please note that all such content is subject to removal if it violates any applicable law, poses a security risk, infringes the rights of someone else, or constitutes a threat, defamation, or harassment.

LINKS TO THIRD PARTY WEBSITES OR PLATFORMS

Our website may contain links to third party websites or platforms. These links are provided for your convenience. We are not responsible for and have no control over the content on these other websites or platforms. The inclusion of a link on our website is not an endorsement. Please note that when you click on one of these links, you will leave our website and will be subject to the policies and privacy practices of the other website or platform, which may differ significantly from our Privacy Statement. Please review such third parties’ privacy policies before providing any Personal Information to them.

We make no representations or warranties, express or implied, regarding the content of any of these linked websites or platforms. WE EXPRESSLY DISCLAIM ANY AND ALL LIABILITY FOR YOUR INTERACTION WITH SUCH THIRD PARTY WEBSITES OR PLATFORMS.

SECURITY OF YOUR INFORMATION

We use commercially reasonable security safeguards to help protect Personal Information from unauthorized access, alteration, loss, or disclosure. Despite these efforts, please understand that no system is perfect and we cannot guarantee that unauthorized access, theft, or loss of data will not occur. Please advise us immediately at privacy@dycomind.com of any incident involving Personal Information in our custody or control.

CHANGES TO THIS PRIVACY STATEMENT

We may revise this Privacy Statement at any time without advance notice to you. The most current version of our Privacy Statement will be posted on our website. Once posted, any changes to the Privacy Statement are effective immediately upon posting unless otherwise specifically noted. By continuing to access or use our Sites or otherwise provide any information to us after any changes are posted, you agree to be bound by the terms of the revised Privacy Statement.

SEVERABILITY

The provisions of this Privacy Statement are intended to be severable. If for any reason any provision of this Privacy Statement shall be held invalid or unenforceable in whole or in part in any jurisdiction, such provision shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without in any manner affecting the validity or enforceability thereof in any other jurisdiction or the remaining provisions hereof in any jurisdiction.

CHOICE OF LAW, JURISDICTION, AND VENUE

This Privacy Statement, your use of our Sites, and your provision of Personal Information to us shall be governed by and interpreted in accordance with the applicable laws of the United States and the State of Florida without giving effect to any choice of law or conflict of law provision or rule. By accessing or using our Sites or otherwise providing information to us, visitors from outside of the United States acknowledge that their access and/or use is subject to the laws and regulations of the United States and the State of Florida and waive any claims that may arise under other laws.

Any disputes arising from this Privacy Statement or your access to or use of our Sites shall be subject to the exclusive jurisdiction of the state and federal courts of the State of Florida and venue shall lie in Palm Beach County. By accessing or using any of our Sites or by providing your Personal Information to us, you consent and submit to the personal jurisdiction of such courts for such purposes and waive any and all objections as to jurisdiction or venue in such courts.

CALIFORNIA PRIVACY RIGHTS

The California Consumer Privacy Act (CCPA), California’s “Shine the Light” law, and the California Online Privacy Protection Act provide consumers who are California residents with specific rights regarding their Personal Information. If you are a California resident, this section describes your rights and explains how to exercise those rights.

Right to Information. Subject to certain limits, you may ask us to provide the following information for the 12-month period preceding your request:

  1. The categories of Personal Information we collected about you;
  2. The categories of sources from which the Personal Information was collected;
  3. The business or commercial purpose for collecting the Personal Information;
  4. The categories of third parties with whom we shared the Personal Information;
  5. If we disclosed Personal Information for a business purpose, a list of the disclosures including the Personal Information categories that each category of recipient received; and
  6. The specific pieces of Personal Information we collected about you.

We do not provide these information rights for Personal Information that we obtain through a business-to-business (B2B) relationship.

Right to Delete. You also have the right to ask us to delete any Personal Information that we have collected about you, subject to certain limitations under CCPA. We may deny your deletion request if the information is necessary for us or our service providers to, among other things, provide a good or service you requested, take actions reasonably anticipated in the context of our business relationship with you, perform a contract we have with you, detect and protect against security incidents or illegal activity, comply with a legal obligation, or exercise a right provided for by law.

Right to Nondiscrimination. We will not discriminate against you if you exercise your privacy rights under California law, including by:

  • Denying you goods or services.
  • Charging you different prices or rates for goods or services, including through granting discounts or other benefits, or imposing penalties.
  • Providing you a different level or quality of goods or services.
  • Suggesting that you may receive a different price or rate for goods or services or a different level or quality of goods or services.

However, the CCPA permits us to offer you certain financial incentives that can result in different prices, rates, or quality levels, which are related to your Personal Information’s value. We do not currently offer financial incentives in exchange for Personal Information we collect.

Submission of Requests for Information or to Delete. If you are a California resident, you may submit a request for information or a request to delete by:

Calling us at (844) 533-1258.

Emailing us at privacy@dycomind.com – please provide your name, telephone number, and type of request (that is, a request for categories of information, a request for specific pieces of information, and/or a request to delete).

To protect your privacy and security, we will also take reasonable steps to verify your identity before providing your Personal Information and before deleting your information. Only you or someone legally authorized to act on your behalf may make a verifiable request related to your Personal Information. If you want to authorize someone else to make a request on your behalf, please contact us at privacy@dycomind.com and provide your name, telephone number, the name of the person you want to authorize to make a request, and the type of request the person is authorized to make (that is, a request for categories of information, a request for specific pieces of information, and/or a request to delete). We will contact you if we need more information.

Responses to Requests. We do not charge a fee to respond to your request unless it is repetitive (more than twice in a 12-month period) or excessive. We generally will respond to your request within 45 days of its receipt. If we need more time to respond, we will inform you of the reason and we may take up to an additional 45 days to respond.

CONTACT US

If you have any questions or comments about this Privacy Statement, please contact us at:

Email:

privacy@dycomind.com

Mail:

Dycom Industries, Inc.
Attn: Privacy
11780 U.S. Highway 1, Suite 600
Palm Beach Gardens, FL 33408

Terms of Use

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Last Updated: Feb 18, 2021

The Dycom Industries, Inc. (“Dycom”) website (“Site”) comprises various web pages operated by Dycom. Please read the following terms (“Terms”) carefully before using the Site. The Site is offered to you conditioned on your acceptance of these Terms. By visiting the Site, you agree to be bound by these Terms.

Dycom reserves the right to modify the Terms at any time. Please look at the “Last Updated” legend at the top of this page to see when the Terms were last revised. Any changes to the Terms will become effective when we post the revised Terms on the Site. Visiting or using the Site following these changes means that you accept the revised Terms.

Privacy Statement

Please carefully review Dycom’s Privacy Statement click here, which is incorporated into these Terms. By using the Site, you expressly consent to the collection, use, and disclosure of your information as described in the Privacy Statement click here.

Ownership

All content on the Site, including, but not limited to, designs, text, graphics, pictures, video, information, applications, software, computer code, sound and other files, and their selection and arrangement (the “Site Content”), is the property of Dycom, its subsidiaries, or its licensors, who reserve all rights to the Site Content. The Site Content is protected by copyright, trademark, and other intellectual property laws and treaties.

You may not: (a) remove or modify any copyright or other proprietary notices contained on the Site Content, including on any copies you make of the Site Content; (b) cause, permit or authorize the modification, translation, reverse engineering, decompiling, reverse compiling, reverse assembling, disassembling or hacking of any code, applications or software on the Site; (c) use any data mining, robots, scraping, or similar data-gathering or extraction methods; (d) transmit any worms or viruses or any code of a destructive nature, including code that corrupts, disrupts, damages, or destroys data, software, or hardware; (e) provide, transfer, sell, lease, license, sublicense, distribute, disclose, or make available, or permit the use of the Site Content by a third party; or (f) upload, frame, sell, or republish Site Content on any Internet, intranet or extranet site or incorporate the information in any electronic database or compilation, without Dycom’s prior written permission.

Dycom owns the DYCOM trademark and other Dycom indicia of source used on the Site (the “Dycom Marks”). In addition, Dycom’s subsidiaries own their respective trademarks and service marks displayed on the Site (the “Dycom Subsidiary Marks”). You may not use the Dycom Marks, the Dycom Subsidiary Marks, or any third-party trademarks or service marks displayed on the Site (“Third-Party Marks”), in connection with any product or service, nor in any manner that is likely to cause confusion about whether Dycom, a subsidiary of Dycom or the applicable third party is affiliated with, or the source, sponsor, or endorser of, any product or service. In addition, you may not use the Dycom Marks, the Dycom Subsidiary Marks, or any Third-Party Marks in any manner that disparages or discredits Dycom, a Dycom subsidiary, or the applicable third party.

Links to Third-Party Websites

The Site may contain links to websites controlled by third parties and websites controlled by Dycom’s subsidiaries (collectively, “Other Sites”). If you decide to access Other Sites from the Site, you do so at your own risk. Dycom does not endorse or take responsibility for the content on Other Sites or the availability of Other Sites, and you agree that Dycom is not liable for any loss or damage that you may suffer by visiting or using Other Sites. You are responsible for reading and complying with the terms of use and, if applicable, privacy policies that govern your use of Other Sites.

Disclaimer

THE SITE IS DISTRIBUTED AND TRANSMITTED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. DYCOM MAKES NO WARRANTY THAT THE SITE WILL BE UNINTERRUPTED, TIMELY, SECURE, ACCURATE OR ERROR-FREE, THAT THE SITE OR DYCOM’S SERVER IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE WILL BE AVAILABLE. YOUR USE OF THE SITE CONTENT, AND ANY RELIANCE UPON IT, IS AT YOUR SOLE RISK. CHANGES ARE PERIODICALLY MADE TO THE INFORMATION ON THE SITE. DYCOM MAY MAKE IMPROVEMENTS OR OTHER CHANGES TO THE SITE AT ANY TIME.

Limitation of Liability

YOU AGREE THAT, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES ARE DYCOM, ITS AFFILIATES, OR ITS OR THEIR RESPECTIVE OFFICERS, MANAGERS, EMPLOYEES, AGENTS, LICENSORS OR REPRESENTATIVES LIABLE FOR ANY CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, LOSS OF BUSINESS REVENUE, PROFITS, OR DATA, WHETHER IN AN ACTION UNDER CONTRACT, NEGLIGENCE OR ANY OTHER THEORY, ARISING OUT OF OR RELATING TO YOUR USE OF OR INABILITY TO USE THE SITE, OR YOUR RELIANCE ON ANY ADVICE, INFORMATION, OR SITE CONTENT, EVEN IF DYCOM HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU ALSO AGREE THAT DYCOM IS NOT LIABLE TO YOU OR ANY THIRD PARTY UNDER ANY THEORY FOR ANY LOSS OR DAMAGE TO (1) YOUR COMPUTER SYSTEM, HANDHELD DEVICE OR ANY OTHER STORAGE/PLAYBACK DEVICE USED BY YOU TO STORE OR DISPLAY THE SITE CONTENT OR (2) ANY DATA ON YOUR COMPUTER SYSTEM, HANDHELD DEVICE, OR ANY OTHER STORAGE/PLAYBACK DEVICE USED BY YOU TO STORE OR DISPLAY THE SITE CONTENT, AND YOU SHALL BE SOLELY RESPONSIBLE FOR ANY SUCH LOSS OR DAMAGE. YOU SPECIFICALLY ACKNOWLEDGE THAT DOWN-TIME, LOSS OF CONTENT, AND COMPUTER VIRUSES ARE RISKS INHERENT IN THE USE OF THE INTERNET AND SOFTWARE PRODUCTS, AND YOU AGREE TO ASSUME RESPONSIBILITY FOR ANY HARM OR DAMAGES OF ANY KIND OR CHARACTER WHATSOEVER RESULTING FROM THESE POSSIBLE HARMS. BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SITE, OR WITH ANY OF THESE TERMS, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USING THE SITE.

Stock Information and Third-Party Resources

We provide certain information related to our stock, which may include, without limitation, stock quote, analyst coverage, and earnings estimates of third parties. This information may be provided by third parties and is for informational purposes only, and is not intended for trading purposes. If you are contemplating trading in Dycom securities, we advise you to seek independent professional advice before making any investment decisions. Dycom does not warrant or guarantee, and has not taken any steps to verify, the adequacy, timeliness, accuracy or completeness of the information or data provided, and under no circumstances will Dycom be liable for any inaccuracies or omissions in any such information or data, any delays or errors in the transmission thereof, or any loss or damages caused by reliance on such items. Dycom shall not be liable for any errors or delays in the content, or for any actions taken in reliance thereon.

Forward-Looking Statements

The Site contains “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. Words such as “outlook,” “believe,” “expect,” “anticipate,” “estimate,” “intend,” “should,” “could,” “project,” and similar expressions, as well as statements in future tense, identify forward-looking statements. These forward-looking statements speak only as of the time they were made using various underlying assumptions and are subject to a numerous risks, contingencies and uncertainties. We disclaim any obligation to update these statements unless required by securities law. See Dycom’s most recent annual report on Form 10-K and quarterly reports on Form 10-Q filed with the Securities and Exchange Commission for a more complete discussion.

General

No information contained in the Site constitutes or shall be deemed to constitute an offer to sell, or a solicitation of an offer to buy, any securities of Dycom.

These Terms, including the Privacy Statement, which is fully incorporated in it, are governed by and will be construed under the laws of the State of Florida, without giving effect to any principles of conflicts of laws.

You agree that no joint venture, partnership, employment, or agency relationship exists between you and Dycom as a result of these Terms or your use of the Site. These Terms and the Site are subject to existing laws and legal process, and nothing contained in these Terms is in derogation of Dycom’s right to comply with governmental, court and law enforcement requests or requirements relating to your use of the Site or information provided to or gathered by Dycom with respect to such use. If any part of these Terms is determined to be invalid or unenforceable pursuant to applicable law including, but not limited to, the warranty disclaimers and liability limitations set forth above, then the invalid or unenforceable provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of the Terms shall continue in effect.

Unless otherwise specified herein, these Terms, including the Privacy Statement, constitute the entire agreement between you and Dycom with respect to the Site and the Terms supersede all prior or contemporaneous communications and proposals, whether electronic, oral or written, between you and Dycom with respect to the Site. A printed version of these Terms and of any notice given in electronic form is admissible in judicial or administrative proceedings based upon or relating to these Terms to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

Contact Us

Please contact Dycom at info@dycomind.com with any questions or to report any violations of these Terms. We reserve the right to report violations and unauthorized use of the Site to appropriate authorities.