NEW YORK (The Deal) -- There is an outside chance that Martin Marietta Materials' (MLM) $2.7 billion acquisition of fellow maker of concrete and building material aggregates Texas Industries (TXI) could receive antitrust approval as early as March 20.
Martin Marietta said in a Monday filing to the Securities and Exchange Commission that it submitted premerger notification documents with antitrust regulators on Feb. 18. As a result, the waiting period under the Hart-Scott-Rodino Act will expire on March 20 unless the Department of Justice extends its antitrust review.
Representing Martin Marietta in the antitrust review are McDermott Will & Emery partners Raymond Jacobsen, Jon Dubrow and Warren Rosborough and associate Cerissa Cafasso. Texas Industries is represented by Jones Day partner David Wales and associate Ausra Deluard.
The companies, which have overlaps in aggregates and ready-mix cement in Oklahoma and Texas, have said they expect the deal to close in the second quarter. They have acknowledged narrow antitrust concerns, and their merger agreement has contingencies for those markets. Under the agreement, Martin Marietta is not under any obligation to accept DOJ-ordered antitrust divestitures other than one of the quarries located in Mill Creek, Okla., and up to two of the related rail yards located in the Dallas area. It would also have to divest any assets related to the Mill Creek quarry and the Dallas rail yards if those properties are ordered spun off.
The Mill Creek quarry in Johnston County, Okla., might be problematic because Martin Marietta and Texas Industries are the only two crushed stone producers in the county.