Martin Marietta Materials, Inc. Commences Registered Exchange Offers for its Floating Rate Senior Notes due 2017 & 4.250% Sen...
November 19 2014 - 10:12AM
Business Wire
Martin Marietta Materials, Inc. (“Martin Marietta”) (NYSE:MLM)
today announced offers (collectively the "exchange offers") to
exchange all of its outstanding Floating Rate Senior Notes due 2017
(the "Original 2017 Notes") for its Floating Rate Senior Notes due
2017, which are registered under the Securities Act of 1933, as
amended (the "Securities Act") (the "Exchange 2017 Notes"), and all
of its outstanding 4.250% Senior Notes due 2024 (the "Original 2024
Notes" and, together with the Original 2017 Notes, the "Original
Notes") for its 4.250% Senior Notes due 2024, which are registered
under the Securities Act (the "Exchange 2024 Notes" and, together
with the Exchange 2017 Notes, the "Exchange Notes").
The exchange offers will expire at 5:00 p.m., New York City
time, on December 19, 2014, subject to Martin Marietta's right to
extend the expiration date for any exchange offer. Original Notes
that are tendered may be withdrawn at any time prior to the
expiration date. The terms of the Exchange Notes are substantially
identical to the terms of the corresponding series of the Original
Notes, except that the Exchange Notes are registered under the
Securities Act and the transfer restrictions, registration rights
and payment of additional interest in case of non-registration
applicable to the Original Notes do not apply to the Exchange
Notes.
The terms of the exchange offers and other information relating
to Martin Marietta are set forth in the prospectus dated November
19, 2014 (the "Prospectus") and the related letter of transmittal.
Holders of the Original Notes may obtain the Prospectus and related
letter of transmittal through Regions Bank, which is serving as the
exchange agent in connection with the exchange offers. Regions
Bank's address, telephone number and facsimile number are as
follows:
Regions Bank 10245 Centurion Parkway Jacksonville, FL 32256
Attention: Janet Ricardo Reference: Martin Marietta Telephone
number: (904) 998-4982 Facsimile number: (205) 261-7940
About Martin Marietta Materials, Inc.
Martin Marietta, an American company and a member of the S&P
500 Index, is a leading supplier of aggregates and heavy building
materials, with operations spanning 32 states, Canada and the
Caribbean. Dedicated teams at Martin Marietta supply the resources
for the roads, sidewalks and foundations on which we live. Martin
Marietta’s Magnesia Specialties business provides a full range of
magnesium oxide, magnesium hydroxide and dolomitic lime products.
For more information, visit www.martinmarietta.com or
www.magnesiaspecialties.com.
Cautionary Statements Regarding Forward-Looking
Statements
Investors are cautioned that all statements in this
communication that relate to the future involve risks and
uncertainties, and are based on assumptions that Martin Marietta
believes in good faith are reasonable but which may be materially
different from actual results. Forward-looking statements give the
investor management’s expectations or forecasts of future events.
You can identify these statements by the fact that they do not
relate only to historical or current facts. These statements are
often, but not always, made through the use of words or phrases
such as “anticipate,” “expect,” “should be,” “believe,” “will”, and
other words of similar meaning in connection with future events or
future operating or financial performance. Any or all such
forward-looking statements made here and in other publications may
turn out to be wrong. Among the key factors that could cause actual
results to differ materially from the forward-looking statements in
this communication include, but are not limited to: Congress’
actions and timing surrounding federal highway funding and
uncertainty over the funding mechanism for the Highway Trust Fund;
the performance of the United States economy and the resolution and
impact of the debt ceiling and sequestration issues; widespread
decline in aggregates pricing; the cyclical nature of both cement
and ready mixed concrete, which are subject to significant changes
in supply, demand and price; the termination, capping and/or
reduction of the federal and/or state gasoline tax(es) or other
revenue related to infrastructure construction; the level and
timing of federal and state transportation funding, most
particularly in Texas, North Carolina, Iowa, Colorado and Georgia;
the ability of states and/or other entities to finance approved
projects either with tax revenues or alternative financing
structures; levels of construction spending in the markets Martin
Marietta serves; a reduction in defense spending, and the
subsequent impact on construction activity on or near military
bases; a decline in the commercial component of the nonresidential
construction market, notably office and retail space; a slowdown in
energy-related drilling activity, particularly in Texas; a slowdown
in residential construction recovery; a reduction in construction
activity and related shipments due to a decline in funding under
the domestic farm bill; unfavorable weather conditions,
particularly Atlantic Ocean hurricane activity, the late start to
spring or the early onset of winter and the impact of a drought or
excessive rainfall in the markets served by Martin Marietta; the
volatility of fuel costs, particularly diesel fuel, and the impact
on the cost of other consumables, namely steel, explosives, tires
and conveyor belts, and with respect to the Specialty Products
business, natural gas; continued increases in the cost of other
repair and supply parts; unexpected equipment failures, unscheduled
maintenance, industrial accident or other prolonged and/or
significant disruption to Martin Marietta’s cement production
facilities; increasing governmental regulation, including
environmental laws; transportation availability, notably the
availability of railcars and locomotive power to move trains to
supply the Texas, Florida and Gulf Coast markets; increased
transportation costs, including increases from higher
passed-through energy and other costs to comply with tightening
regulations as well as higher volumes of rail and water shipments;
availability of trucks and licensed drivers for transport of Martin
Marietta’s materials, particularly in areas with significant
energy-related activity, such as Texas and Colorado; availability
and cost of construction equipment in the United States; weakening
in the steel industry markets served by Martin Marietta’s dolomitic
lime products; proper functioning of Martin Marietta’s information
technology and automated operating systems to manage or support
Martin Marietta’s operations; inflation and its effect on both
production and interest costs; ability to successfully integrate
acquisitions quickly and in a cost-effective manner and achieve
anticipated profitability to maintain compliance with our credit
facility’s leverage ratio debt covenant; changes in tax laws, the
interpretation of such laws and/or administrative practices that
would increase Martin Marietta’s tax rate; violation of Martin
Marietta’s debt covenant if price and/or volumes return to previous
levels of instability; downward pressure on Martin Marietta’s
common stock price and its impact on goodwill impairment
evaluations; reduction of Martin Marietta’s credit rating to
non-investment grade resulting from strategic acquisitions or
otherwise; and other risk factors listed from time to time in
Martin Marietta’s filings with the SEC. Other factors besides those
listed here may also adversely affect Martin Marietta, and may be
material to Martin Marietta. Martin Marietta assumes no obligation
to update any such forward-looking statements.
Non-Solicitation
This communication shall not constitute an offer to exchange nor
a solicitation of an offer to exchange the Original Notes. The
exchange offers are being made only pursuant to the Prospectus and
the related letter of transmittal and only to such persons and in
such jurisdictions as is permitted under applicable law.
Martin Marietta Materials, Inc.Anne H. Lloyd,
919-783-4660Executive Vice President andChief Financial
Officerwww.martinmarietta.com
Martin Marietta Materials (NYSE:MLM)
Historical Stock Chart
From Jun 2024 to Jul 2024
Martin Marietta Materials (NYSE:MLM)
Historical Stock Chart
From Jul 2023 to Jul 2024