UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
Washington,
D.C. 20549
______________
SCHEDULE
13D
Under
the Securities Exchange Act of 1934
(Amendment
No. 1)*
|
Ready
Mix, Inc.
|
|
(
Name of
Issuer
)
|
|
|
|
Common
Stock, Par Value $0.001 Per Share
|
|
(
Title of Class of
Securities
)
|
|
|
|
755747102
|
|
(
CUSIP
Number
)
|
|
|
|
|
|
Insight
Equity Holdings LLC
c/o
Insight Equity Management Company LLC
1400
Civic Place, Suite 250
Southlake,
TX 76092
Attn:
Conner Searcy
(817)
488-7775
|
|
(
Name, Address and Telephone
Number of Persons Authorized to Receive
Notices and
Communications
)
|
|
|
|
with
copies to:
|
|
|
|
Ronald
J. Lieberman, Esq.
Hunton
& Williams LLP
Bank
of America Plaza
Suite
4100
600
Peachtree Street, N.E.
Atlanta,
Georgia 30308-2216
(404)
888-4000
|
|
|
|
|
|
March
13, 2009
|
|
(
Date of Event which Requires
Filing of this Statement
)
|
If the
filing person has previously filed a statement on Schedule 13G to report the
acquisition that is the subject of this Schedule, and is filing this schedule
because of Section 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the
following box.
o
Note
. Schedules
filed in paper format shall include a signed original and five copies of the
schedule, including all exhibits. See Rule 13d-7 for other parties to
whom copies are to be sent.
*The
remainder of this cover page shall be filled out for a reporting person’s
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The
information required on the remainder of this cover page shall not be deemed to
be “filed” for the purpose of Section 18 of the Securities Exchange Act of 1934
(“Act”) or otherwise subject to the liabilities of that section of the Act but
shall be subject to all other provisions of the Act (however, see the
Notes).
|
1.
|
NAMES
OF REPORTING PERSONS
Meadow
Valley Parent Corp.
|
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
BK,
AF, OO
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
0
|
|
|
8.
|
SHARED
VOTING POWER
2,645,212
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
|
|
10.
|
SHARED
DISPOSITIVE POWER
2,645,212
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,645,212
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
69.4%
|
|
|
14.
|
TYPE
OF REPORTING PERSON
CO
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
Meadow
Valley Solutions LLC
|
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
o
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
AF,
OO
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
0
|
|
|
8.
|
SHARED
VOTING POWER
2,645,212
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
|
|
10.
|
SHARED
DISPOSITIVE POWER
2,645,212
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,645,212
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
69.4%
|
|
|
14.
|
TYPE
OF REPORTING PERSON
OO
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
Meadow
Valley Resources LLC
|
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
o
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
AF,
OO
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Texas
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
0
|
|
|
8.
|
SHARED
VOTING POWER
2,645,212
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
|
|
10.
|
SHARED
DISPOSITIVE POWER
2,645,212
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,645,212
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
69.4%
|
|
|
14.
|
TYPE
OF REPORTING PERSON
OO
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
Meadow
Valley Holdings LLC
|
|
|
2.
|
CHECK
THE APPROPRIAT
E
BOX IF A MEMBER OF A GROUP
|
(a)
o
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
AF,
OO
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
0
|
|
|
8.
|
SHARED
VOTING POWER
2,645,212
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
|
|
10.
|
SHARED
DISPOSITIVE POWER
2,645,212
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,645,212
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
69.4%
|
|
|
14.
|
TYPE
OF REPORTING PERSON
OO
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
Insight
Equity I LP
|
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
o
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
AF,
OO
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
0
|
|
|
8.
|
SHARED
VOTING POWER
2,645,212
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
|
|
10.
|
SHARED
DISPOSITIVE POWER
2,645,212
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,645,212
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
69.4%
|
|
|
14.
|
TYPE
OF REPORTING PERSON
PN
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
Insight
Equity GP I LP
|
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
o
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
AF,
OO
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
0
|
|
|
8.
|
SHARED
VOTING POWER
2,645,212
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
|
|
10.
|
SHARED
DISPOSITIVE POWER
2,645,212
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,645,212
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
69.4%
|
|
|
14.
|
TYPE
OF REPO
RTING
PERSON
PN
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
Insight
Equity Holdings I LLC
|
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
o
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
AF,
OO
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Delaware
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
0
|
|
|
8.
|
SHARED
VOTING POWER
2,645,212
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
|
|
10.
|
SHARED
DISPOSITIVE POWER
2,645,212
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,645,212
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
69.4%
|
|
|
14.
|
TYPE
OF REPORTING
PERSON
OO
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
Insight
Equity Holdings LLC
|
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
o
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
AF,
OO
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
Texas
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
0
|
|
|
8.
|
SHARED
VOTING POWER
2,645,212
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
0
|
|
|
10.
|
SHARED
DISPOSITIVE POWER
2,645,212
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,645,212
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
69.4%
|
|
|
14.
|
TYPE
OF REPORTING PERSON
OO
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
Bradley
E. Larson
|
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
o
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
PF
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
13,416
|
|
|
8.
|
SHARED
VOTING POWER
0
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
13,416
|
|
|
10.
|
SHARED
DISPOSITIVE
POWER
0
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
13,416
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4%
|
|
|
14.
|
TYPE
OF REPORTING PERSON
IN
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
Kenneth
D. Nelson
|
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
o
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
PF
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
14,416
|
|
|
8.
|
SHARED
VOTING POWER
0
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
14,416
|
|
|
10.
|
SHARED
DISPOSITIVE POWER
0
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
14,416
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.4%
|
|
|
14.
|
TYPE
OF REPORTING PERS
ON
IN
|
|
|
1.
|
NAMES
OF REPORTING PERSONS
Robert
W. Bottcher
|
|
|
2.
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
|
(a)
o
(b)
x
|
|
3.
|
SEC
USE ONLY
|
|
|
4.
|
SOURCE
OF FUNDS
PF
|
|
|
5.
|
CHECK
IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEMS 2(d) or
2(e)
|
o
|
|
6.
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
United
States of America
|
|
|
NUMBER
OF
SHARES
BENEFICIALLY
OWNED
BY
EACH
REPORTING
PERSON
WITH
|
7.
|
SOLE
VOTING POWER
500
|
|
|
8.
|
SHARED
VOTING POWER
0
|
|
|
9.
|
SOLE
DISPOSITIVE POWER
500
|
|
|
10.
|
SHARED
DISPOSITIVE POWER
0
|
|
|
11.
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
500
|
|
|
12.
|
CHECK
IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES
|
o
|
|
13.
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
0.0%
|
|
|
14.
|
TYPE
OF REPORTING PERSON
IN
|
|
This Amendment No. 1 (“Amendment No. 1”) amends and supplements the Schedule 13D
filed by Meadow Valley Parent Corp., a Delaware corporation (“Meadow Valley
Parent”), Meadow Valley Solutions LLC, a Delaware limited liability company
(“Meadow Valley Solutions”), Meadow Valley Resources LLC, a Texas limited
liability company (“Meadow Valley Resources”), Meadow Valley Holdings LLC, a
Delaware limited liability company (“Meadow Valley Holdings”), Insight Equity I
LP, a Delaware limited partnership (“Insight Equity”), Insight Equity GP I LP, a
Delaware limited partnership (“Insight Equity GP”), Insight Equity Holdings I
LLC, a Delaware limited liability company (“Insight Equity Holdings I”), Insight
Equity Holdings LLC, a Texas limited liability company (“Insight Equity
Holdings”), Bradley E. Larson, a citizen of the United States of America,
Kenneth D. Nelson, a citizen of the United States of America, and Robert W.
Bottcher, a citizen of the United States of America (collectively, the
“Reporting Persons”)
1
on February 5, 2009 (the “Initial
Statement,” as amended by this Amendment No. 1, the “Schedule 13D”), with the
Securities and Exchange Commission with respect to the common stock, par value
$0.001 per share (the “Common Stock”), of Ready Mix, Inc. (the
“Issuer”). The Reporting Persons have entered into a Joint Filing
Agreement, dated as of March 17, 2009, a copy of which is attached as Exhibit
99.1 hereto. Capitalized terms used but not defined in this Amendment
No. 1 shall have the meanings given in the Initial Statement.
Item
2. Identity and Background.
Item 2 of
the Schedule 13D is hereby amended as follows: Meadow Valley Holdings
is a Delaware limited liability company.
Item
4. Purpose of Transaction.
Item 4 of
the Schedule 13D is hereby amended and supplemented by the addition of the
following information:
On March
13, 2009, Meadow Valley Parent entered into a confidentiality agreement (the
“Confidentiality Agreement”) with the Issuer. Pursuant to the
Confidentiality Agreement, the Issuer agreed to furnish Meadow Valley Parent and
its affiliates and representatives with confidential information of the Issuer
to facilitate the undertaking of an evaluation of potential transactions (each,
a “Potential Transaction”) with or related to the Issuer. No
determination has been made by the Reporting Persons regarding any such matters,
including whether they will consider making any proposals to the Issuer relating
to any Potential Transaction, and the entry into the Confidentiality Agreement
should not be construed as an indication that any such proposal will be
made. There can be no assurance that a Potential Transaction will be
proposed by Meadow Valley Parent or one of its affiliates, that the Issuer will
agree to consider a Potential Transaction, that the terms of any Potential
Transaction will be acceptable to the Issuer or that a Potential Transaction
will be consummated. The Confidentiality Agreement contains customary
provisions pursuant to which, among other things, Meadow Valley Parent agreed,
on behalf of itself and its affiliates and representatives, subject to certain
exceptions, to keep confidential all non-public information furnished by the
Issuer in accordance with the terms thereof. The Confidentiality
Agreement is attached hereto as Exhibit 99.2 and incorporated herein by
reference.
Item
6. Contracts, Arrangements, Understandings or Relationships with
Respect to Securities of the Issuer.
Item 6 of
the Schedule 13D is hereby amended and supplemented by the addition of the
following information:
On March
13, 2009, Meadow Valley Parent entered into the Confidentiality Agreement with
the Issuer, as described in Item 4 of this Amendment No. 1. The
Confidentiality Agreement is attached hereto as Exhibit 99.2 and incorporated
herein by reference.
1
Neither
the present filing nor anything contained herein shall be construed as an
admission that any Reporting Person constitutes a “person” for any purpose other
than for compliance with Section 13(d) of the Act.
Item
7. Material to Be Filed as Exhibits.
Item 7 of
Schedule 13D is hereby amended and supplemented by the addition of the following
exhibits:
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Exhibit
99.1
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Joint
Filing Agreement, dated March 17, 2009.
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Exhibit
99.2
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Confidentiality
Agreement, dated March 13, 2009, between Meadow Valley Parent Corp. and
Ready Mix, Inc.
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Exhibit
99.3
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Power
of Attorney, dated March 12, 2009, relating to Insight Equity Holdings
LLC.
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Exhibit
99.4
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Power
of Attorney, dated March 12, 2009, relating to Insight Equity Holdings I
LLC.
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Exhibit
99.5
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Power
of Attorney, dated March 12, 2009, relating to Insight Equity GP I
LP.
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Exhibit
99.6
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Power
of Attorney, dated March 12, 2009, relating to Insight Equity I
LP.
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Exhibit
99.7
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Power
of Attorney, dated March 12, 2009, relating to Meadow Valley Resources
LLC.
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Exhibit
99.8
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Power
of Attorney, dated March 12, 2009, relating to Meadow Valley Holdings
LLC.
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Exhibit
99.9
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Power
of Attorney, dated March 12, 2009, relating to Meadow Valley Solutions
LLC.
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Exhibit
99.10
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Power
of Attorney, dated March 12, 2009, relating to Meadow Valley Parent
Corp.
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SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and
correct.
Dated: March
17, 2009
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MEADOW
VALLEY PARENT CORP.
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By:
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/s/
Robert J.
Conner
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Name:
Robert J. Conner
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Title:
Attorney-in-fact
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MEADOW
VALLEY SOLUTIONS LLC
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By:
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/s/ Robert J. Conner
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Name:
Robert J. Conner
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Title:
Attorney-in-fact
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MEADOW
VALLEY HOLDINGS LLC
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By:
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/s/ Robert J. Conner
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Name:
Robert J. Conner
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MEADOW
VALLEY RESOURCES LLC
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By:
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/s/ Robert J. Conner
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Name:
Robert J. Conner
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INSIGHT
EQUITY I LP
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By:
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Insight
Equity GP I LP
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By:
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Insight
Equity Holdings I LLC
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By:
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/s/ Robert J. Conner
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Name:
Robert J. Conner
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INSIGHT
EQUITY GP I LP
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By:
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Insight
Equity Holdings I LLC
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By:
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/s/ Robert J. Conner
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Name:
Robert J. Conner
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INSIGHT
EQUITY HOLDINGS I LLC
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By:
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/s/ Robert J. Conner
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Name:
Robert J. Conner
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INSIGHT
EQUITY HOLDINGS LLC
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By:
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/s/ Robert J. Conner
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Name:
Robert J. Conner
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BRADLEY
E. LARSON
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/s/ Bradley E. Larson
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KENNETH
D. NELSON
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/s/ Kenneth D. Nelson
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ROBERT
W. BOTTCHER
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/s/ Robert W. Bottcher
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