Martin Marietta Reaches Agreement With DOJ For Texas Industries Acquisition

(RTTNews) - Construction aggregate producer Martin Marietta Materials, Inc. (MLM) said Friday that it has reached an agreement with the U.S. Department of Justice, approved by the district court for the District of Columbia, that resolves all competition issues with respect to Martin Marietta's proposed acquisition of smaller peer Texas Industries, Inc. (TXI).

In connection with the agreement, the DOJ has terminated the waiting period applicable to the merger under the Hart-Scott-Rodino Antitrust Improvements Act of 1976.

Under the terms of the agreement with the DOJ, Martin Marietta will divest its North Troy aggregate quarry in Mill Creek, Oklahoma and its two rail yards located in Dallas and Frisco, Texas.

Completion of the deal is subject to approval from both Martin Marietta and Texas Industries shareholders. On June 30, Martin Marietta and Texas Industries will each hold special meetings of their respective shareholders to vote on various proposals in connection with the proposed merger. The companies anticipate closing the merger shortly after securing shareholder approval.

In January, Martin Marietta Materials agreed to buy Texas Industries in an all stock deal valued at about $2.7 billion, including the assumption of $0.7 billion of Texas Industries' debt.

Upon the consummation of the merger, Texas Industries stockholders will have the right to receive 0.70 shares of Martin Marietta common stock for each share of Texas Industries common stock, with cash paid in lieu of fractional shares.