Martin Marietta Materials, Inc. (NYSE: MLM) (“Martin Marietta”) is sending a letter to the shareholders of Vulcan Materials Company (NYSE: VMC) (“Vulcan”) along with definitive proxy materials, including a BLUE proxy card, related to Vulcan’s 2012 annual meeting, scheduled for June 1, 2012. Martin Marietta has proposed a business combination with Vulcan, which Vulcan’s Board of Directors has rejected. Martin Marietta is soliciting votes for the four independent director candidates nominated by Martin Marietta to serve on the Vulcan Board of Directors as the class up for election at Vulcan’s 2012 annual meeting. The principal purpose of Martin Marietta’s solicitation is to elect directors who will bring a fresh, independent perspective into the Vulcan Boardroom regarding Martin Marietta’s business combination proposal. Vulcan shareholders interested in up to date information and copies of Martin Marietta’s past letters and presentations should visit www.aggregatesleader.com.
Ward Nye, President and Chief Executive Officer of Martin Marietta, said “We firmly believe that a combination of Martin Marietta and Vulcan makes a great deal of strategic and financial sense. Together we will have greater scale and operational efficiency, increased geographic reach, an outstanding asset base, best-in-class management and a solid platform to grow and create further value for shareholders. Vulcan shareholders deserve the opportunity to have their voices heard on this value-enhancing combination, which offers them an upfront premium, the return of a meaningful dividend and the opportunity to participate, through their approximately 58% ownership, in the long-term upside of the combined company. We are confident that our proposal provides significantly more value and less risk to Vulcan shareholders than Vulcan on a standalone basis.”
Mr. Nye concluded, “We urge Vulcan shareholders to support the four independent director candidates nominated by Martin Marietta for election to the Vulcan Board of Directors. Doing so will send a strong message to the Vulcan Board and management team that they should immediately engage in good faith discussions with Martin Marietta in order to consider thoroughly our proposed business combination.”
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