Pit & Quarry, July 2012

Martin Marietta loses appeal of ruling on its Vulcan Materials takeover bid R euters reports that Martin Marietta Materials Inc lost its appeal to overturn a court order that halted its 45 billion hostile bid and proxy contest for rival Vulcan Materials Co Delawares Supreme Court affirmed a ruling by the states Court of Chancery which prevented Martin Marietta from seeking to elect four nominees to Vulcans board at the annual meeting of Vulcan shareholders The lower court halted Martin Mariettas bid and proxy contest for four months as punishment after Martin Marietta breached a confidentiality agreement the two companies signed in 2010 when they engaged in friendly merger talks Vulcan Materials then announced that shareholders re elected the companys entire slate of director nominees Vulcan directors Phillip W Farmer H Allen Franklin Richard T OBrien and Donald B Rice each received a substantial majority of votes cast at the companys annual meeting The company issued the following statement regarding the voting results We sincerely appreciate the support of shareholders throughout this process Our board and management team are committed to enhancing value for Vulcan shareholders including through the implementation of our Profit Enhancement Plan and Planned EDITED BY DARREN CONSTANTINO AND KEVIN YANIK Asset Sales and by continuing to capture the benefits of our superior aggregates operations and operating leverage In addition Vulcan shareholders approved on an advisory basis the companys Executive Compensation Program ratified the appointment of Deloitte Touche LLP as the companys auditor and approved several advisory shareholder proposals voted on at the meeting In other news related to the takeover bid Members of the founding family of Vulcan Materials have sued CEO Don James and directors The Birmingham News reports The family says Vulcan erred in not accepting a buyout offer from Martin Marietta Glenn and William Ireland filed a derivative lawsuit in U S District Court in Birmingham Ala Such civil suits are according to The Birmingham News filed by shareholders on behalf of the corporation in an attempt to collect proceeds that would be paid into the company to compensate for harmful acts alleged by the legal complaint The suit says James and the Vulcan board of directors engaged in breaches of fiduciary duties gross mismanagement abuse of control corporate waste unjust enrichment and other conduct that has eroded shareholder value The suit seeks a jury trial Monthly Construction Contract Value Seasonally Adjusted Annual Rates in Millions Apr 2012 Mar 2012 Change Nonresidential Building 137732 121306 14 Residential Building 148035 146157 1 Nonbuilding Construction 245565 213323 15 Total Construction 531332 480786 11 Source McGraw Hill Construction FIRST OF MONTH OPENING JUNE MAY Cemex CX 524 720 CRH Oldcastle CRH 1668 2033 Eagle Materials EXP 3116 3530 Granite Construction GVA 2211 2785 Martin Marietta Materials MLM 6696 8159 Texas Industries TXI 3200 3360 U S Lime Minerals USLM 4362 4821 Vulcan Materials Co VMC 3375 4270 Source Yahoo Finance All eight stocks on our Stock Watch list fell at the start of June in relation to their May openings McGraw Hill Construction reports that nonbuilding construction a category that includes highways was up 25 percent in the first four months of this year compared to 2011 Year to Date Construction Contract Value Unadjusted Totals in Millions 4 mo 2012 4 mo 2011 Change Nonresidential Building 38995 52014 25 Residential Building 43905 37167 18 Nonbuilding Construction 55255 44191 25 Total Construction 138155 133372 4 Source McGraw Hill Construction 6 PIT QUARRY July 2012 www pitandquarry com