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Martin Marietta (MLM) Says It Will Appeal Delaware Ruling in Proposed Vulcan Materials (VMC) Biz Combo

May 7, 2012 8:13 AM EDT
Martin Marietta Materials, Inc. (NYSE: MLM) has determined to pursue an appeal of the ruling announced by the Delaware Court of Chancery in the litigation related to Martin Marietta’s proposed business combination with Vulcan Materials Company (NYSE: VMC).

The Company today issued the following statement:

“Martin Marietta continues to believe in the undeniable strategic merits of a business combination with Vulcan. We are disappointed with the decision rendered by the Delaware Court of Chancery, with which we strongly disagree. After carefully considering our options, Martin Marietta has determined to pursue an appeal and to seek a stay of the Court’s ruling pending the outcome of the appeal.

“If we are successful in the appeal process, we expect that the independent candidates nominated by Martin Marietta will stand for election at the Vulcan annual meeting and that we will continue to pursue our exchange offer for Vulcan shares.

“If we are not successful in the appeal process, we may be required by the terms of the Delaware order to suspend our activities with respect to the proposed business combination with Vulcan for four months, including pursuing the election of our four independent nominees to the Vulcan board and our exchange offer.

“We presently intend to continue our efforts to combine with Vulcan, including pursuing our exchange offer, as soon as we are permitted to do so. We will, of course, make decisions as to how to proceed based on relevant circumstances.”


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