Martin Marietta Materials announced today that it has reached an agreement with the U.S. Department of Justice to discuss in late April any antitrust concerns related to the company's hostile takeover bid of rival Vulcan Materials.
If an agreement with the Department of Justice on a consent order is not reached by then, Martin Marietta will not seek to close the transaction prior to mid-August without the consent of the department.
“Our Timing Agreement with the DOJ is an important development," CEO Ward Nye said in a release. "It underscores our stated expectation that the HSR review process relating to our proposed combination with Vulcan can be concluded on a timely basis."
Nye added that Martin Marietta continues to believe that the deal would not face serious regulatory hurdles. The proposal calls for each outstanding share of Vulcan stock to be exchanged for 0.5 Martin Marietta shares.
The merger would create the world's largest supplier of rock and gravel, with combined mineral reserves of 28 billion tons in quarries throughout North America. The proposal calls for the combined company to be based in Raleigh.
On a conference call with analysts last week, Nye said he has not met with Vulcan officials since Martin Marietta made its offer in December.
"Delay and non-engagement represent only significant risks to both companies' shareholders," Nye said in today's release. "We are ready and willing to meet with Vulcan and their advisors immediately to accomplish this objective."
A Delaware judge will hear arguments in a lawsuit filed by Vulcan over Raleigh-based Martin Marietta's takeover bid on Feb. 28.
Vulcan's lawsuit alleges Martin Marietta violated securities law by obtaining confidential information about its competitor. Martin Marietta has called the claim baseless.
Vulcan and Martin Marietta have engaged in a war of words since the deal was proposed, with each releasing detailed presentations defending their positions.
Martin Marietta Materials plans to nominate five independent directors for election to Vulcan Materials' board of directors. Vulcan's board currently has 11 members, meaning even if all five of Martin Marietta's directors are elected it would not gain control of the board.
Martin Marietta would have to wait until 2013 to nominate additional directors.
Business reporter David Bracken came to the N&O in 2004. He covers commercial and residential real estate. Contact David at 919-829-4548 or 
