Martin Marietta to appeal Vulcan ruling

By Helen Wright08 May 2012

US aggregates producer Martin Marietta Materials (MMM) said it would appeal a court ruling that prevents it from pursuing its hostile takeover of rival Vulcan Materials for four months.

On 4 May, the Delaware Court of Chancery found that MMM had violated confidentiality agreements signed during previous friendly merger talks, and had used non-public materials about Vulcan to pursue the hostile takeover bid which it launched in December 2011.

The ruling prevents MMM from taking any steps to acquire further control of Vulcan shares or assets for up to four months.

MMM said it would also seek a stay of the court order, which also prevents it from parachuting four of its nominees to the Vulcan board, pending the outcome of the appeal.

"If we are successful in the appeal process, we expect that the independent candidates nominated by MMM will stand for election at the Vulcan annual meeting and that we will continue to pursue our exchange offer for Vulcan shares," the company said in a statement, adding that it continues to believe in the strategic merits of a business combination with Vulcan.

The board of Vulcan Materials last year unanimously rejected MMM's US$ 4.8 billion hostile takeover approach, branding it "illegal and opportunistic". The company urged its shareholders not to tender any shares to MMM, which approached them directly with the stock-for-stock offer that would see each Vulcan share exchanged for 0.5 MMM shares.

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