BIRMINGHAM, Ala., Aug. 26, 2021 /PRNewswire/ -- Vulcan
Materials Company (NYSE: VMC) today announced that it has completed
its previously announced acquisition of U.S. Concrete.
Tom Hill, Chairman and CEO of
Vulcan Materials Company, said, "Today is an important milestone as
we welcome U.S. Concrete and its talented team to Vulcan while also
taking the next step forward in our growth and value creation
strategy. With our complementary footprints and shared commitment
to innovation and operational excellence, Vulcan will have enhanced
scale within our aggregates business and additional geographic
reach in attractive growing metropolitan areas to serve our
customers. After working closely with the U.S. Concrete team over
the past few months, we are more confident than ever in the
cultural alignment across our organizations and the opportunities
ahead."
With the completion of the acquisition, U.S. Concrete's common
stock has ceased trading on the NASDAQ Global Select Market, and
U.S. Concrete is now a wholly-owned subsidiary of Vulcan.
About Vulcan Materials Company
Vulcan Materials
Company, a member of the S&P 500 Index with headquarters in
Birmingham, Alabama, is the
nation's largest supplier of construction aggregates—primarily
crushed stone, sand and gravel—and a major producer of
aggregates-based construction materials, including asphalt and
ready-mixed concrete. For additional information about Vulcan, go
to www.vulcanmaterials.com.
FORWARD-LOOKING STATEMENT DISCLAIMER
This
communication contains "forward-looking statements" as that term is
defined under the Private Securities Litigation Reform Act of 1995
and other securities laws, regarding Vulcan and U.S. Concrete,
including, but not limited to, statements about the benefits of the
proposed transaction of Vulcan and U.S. Concrete, including future
financial and operating results, Vulcan's or U.S. Concrete's plans,
objectives, expectations and intentions and the expected timing of
completion of the proposed transaction. You can generally identify
forward-looking statements by the use of forward-looking
terminology such as "anticipate," "believe," "continue," "could,"
"estimate," "expect," "explore," "evaluate," "intend," "may,"
"might," "plan," "potential," "predict," "project," "seek,"
"should," or "will," or the negative thereof or other variations
thereon or comparable terminology. These forward-looking statements
are based on each of the companies' current plans, objectives,
estimates, expectations and intentions and inherently involve
significant risks and uncertainties, many of which are beyond
Vulcan's or U.S. Concrete's control. Actual results and the timing
of events could differ materially from those anticipated in such
forward-looking statements as a result of these risks and
uncertainties, which include, without limitation, risks and
uncertainties associated with: Vulcan's and U.S. Concrete's ability
to complete the transaction on the proposed terms or on the
anticipated timeline, or at all, including risks and uncertainties
related to securing the necessary regulatory and stockholder
approvals and the satisfaction of other closing conditions to
consummate the proposed transaction; the occurrence of any event,
change or other circumstance that could give rise to the
termination of the definitive merger agreement relating to the
proposed transaction; failure to realize the expected benefits of
the proposed transaction; significant transaction costs and/or
unknown or inestimable liabilities; the risk that U.S. Concrete's
business will not be integrated successfully or that such
integration may be more difficult, time-consuming or costly than
expected; Vulcan's ability to obtain the expected financing to
consummate the proposed transaction; risks related to future
opportunities and plans for the combined company, including the
uncertainty of expected future regulatory filings, financial
performance and results of the combined company following
completion of the proposed transaction; disruption from the
proposed transaction, making it more difficult to conduct business
as usual or maintain relationships with customers, employees or
suppliers; effects relating to the announcement of the proposed
transaction or any further announcements or the consummation of the
transaction on the market price of Vulcan's or U.S. Concrete's
common stock; the possibility that, if Vulcan does not achieve the
perceived benefits of the proposed transaction as rapidly or to the
extent anticipated by financial analysts or investors, the market
price of Vulcan's common stock could decline; the risk of potential
stockholder litigation associated with the possible transaction,
including resulting expense or delay; regulatory initiatives and
changes in tax laws; the impact of the COVID-19 pandemic on the
operations and financial results of Vulcan, U.S. Concrete or the
combined company; general economic conditions; and other risks and
uncertainties affecting Vulcan and U.S. Concrete, including those
described from time to time under the caption "Risk Factors" and
elsewhere in Vulcan's and U.S. Concrete's SEC filings and reports,
including Vulcan's Annual Report on Form 10-K for the year ended
December 31, 2020 and Quarterly
Reports on Form 10-Q for the quarters ended March 31, 2021 and June
30, 2021, U.S. Concrete's Annual Report on Form 10-K for the
year ended December 31, 2020 and
Quarterly Reports on Form 10-Q for the quarters ended March 31, 2021 and June
30, 2021, and future filings and reports by either company.
Moreover, other risks and uncertainties of which Vulcan or U.S.
Concrete are not currently aware may also affect each of the
companies' forward-looking statements and may cause actual results
and the timing of events to differ materially from those
anticipated. Vulcan and U.S. Concrete caution investors that such
forward-looking statements are not guarantees of future performance
and that undue reliance should not be placed on such
forward-looking statements. The forward-looking statements made in
this communication are made only as of the date hereof or as of the
dates indicated in the forward-looking statements and reflect the
views stated therein with respect to future events as at such
dates, even if they are subsequently made available by Vulcan or
U.S. Concrete on their respective websites or otherwise. Neither
Vulcan nor U.S. Concrete undertakes any obligation to update or
supplement any forward-looking statements to reflect actual
results, new information, future events, changes in its
expectations or other circumstances that exist after the date as of
which the forward-looking statements were made.
Investor Contact: Mark Warren
(205) 298-3220
Media Contact: Janet Kavinoky (205)
298-3220
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SOURCE Vulcan Materials Company