RALEIGH, N.C.--(BUSINESS WIRE)--
Martin Marietta Materials, Inc. (NYSE: MLM) Chief Executive Officer Ward
Nye and Chief Financial Officer Anne Lloyd will present at the CJS
Securities 12th Annual "New Ideas for the New Year" Conference in New
York City today, January 11, 2012 at 2:25 pm ET.
A webcast of the presentation can be accessed by visiting the Company's
website at www.martinmarietta.com
or http://www.wsw.com/webcast/cjs/register.aspx?conf=cjs&page=mlm&url=http%3A//www.wsw.com/webcast/cjs/mlm/.
Cautionary Note Regarding Forward-Looking
Statements
This presentation may include "forward-looking statements." Statements
that include words 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 are often
used to identify forward-looking statements. All statements in this
presentation, other than those relating to historical information or
current conditions, are forward-looking statements. These
forward-looking statements are subject to a number of risks and
uncertainties, many of which are beyond Martin Marietta's control, which
could cause actual results to differ materially from such statements.
Risks and uncertainties relating to the proposed transaction with Vulcan
include, but are not limited to: Vulcan's willingness to accept Martin
Marietta's proposal and enter into a definitive transaction agreement
reasonably satisfactory to the parties; Martin Marietta's ability to
obtain shareholder, antitrust and other approvals on the proposed terms
and schedule; uncertainty as to the actual premium that will be realized
by Vulcan shareholders in connection with the proposed transaction;
uncertainty of the expected financial performance of the combined
company following completion of the proposed transaction; Martin
Marietta's ability to achieve the cost-savings and synergies
contemplated by the proposed transaction within the expected time frame;
Martin Marietta's ability to promptly and effectively integrate the
businesses of Vulcan and Martin Marietta; a downgrade of the credit
rating of Vulcan's indebtedness, which could give rise to an obligation
to redeem Vulcan's existing indebtedness; the potential implications of
alternative transaction structures with respect to Vulcan, Martin
Marietta and/or the combined company, including potentially requiring an
offer to repurchase certain of Martin Marietta's existing debt; the
implications of the proposed transaction on certain of Martin Marietta's
and Vulcan's employee benefit plans; and disruption from the proposed
transaction making it more difficult to maintain relationships with
customers, employees or suppliers. Additional risks and uncertainties
include, but are not limited to: the performance of the United States
economy; decline in aggregates pricing; the inability of the U.S.
Congress to pass a successor federal highway bill; the discontinuance of
the federal gasoline tax or other revenue related to infrastructure
construction; the level and timing of federal and state transportation
funding, including federal stimulus projects; 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 that Martin Marietta and Vulcan serve; a decline
in the commercial component of the nonresidential construction market,
notably office and retail space; a slowdown in residential construction
recovery; 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 and Vulcan; the volatility of fuel costs,
particularly diesel fuel, and the impact on the cost of other
consumables, namely steel, explosives, tires and conveyor belts;
continued increases in the cost of other repair and supply parts;
transportation availability, notably barge availability on the
Mississippi River system and the availability of railcars and locomotive
power to move trains to supply Martin Marietta's and Vulcan's long haul
distribution 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 and cost of construction equipment in the United
States; weakening in the steel industry markets served by Martin
Marietta's dolomitic lime products; inflation and its effect on both
production and interest costs; Martin Marietta's ability to successfully
integrate acquisitions and business combinations quickly and in a
cost-effective manner and achieve anticipated profitability to maintain
compliance with Martin Marietta's leverage ratio debt covenants; changes
in tax laws, the interpretation of such laws and/or administrative
practices that would increase Martin Marietta's and/or Vulcan's tax
rate; violation of Martin Marietta's debt covenant if price and/or
volumes return to previous levels of instability; a potential downgrade
in the rating of Martin Marietta's or Vulcan's indebtedness; downward
pressure on Martin Marietta's or Vulcan's common stock price and its
impact on goodwill impairment evaluations; the highly competitive nature
of the construction materials industry; the impact of future regulatory
or legislative actions; the outcome of pending legal proceedings;
healthcare costs; the amount of long-term debt and interest expense
incurred; changes in interest rates; volatility in pension plan asset
values which may require cash contributions to pension plans; the impact
of environmental clean-up costs and liabilities relating to previously
divested businesses; the ability to secure and permit aggregates
reserves in strategically located areas; exposure to residential
construction markets; and the impact on the combined company (after
giving effect to the proposed transaction with Vulcan) of any of the
foregoing risks, as well as other risk factors listed from time to time
in Martin Marietta's and Vulcan's filings with the SEC.
The foregoing review of important factors should not be construed as
exhaustive and should be read in conjunction with the other cautionary
statements that are included elsewhere, including the Risk Factors
section of the Registration Statement and our most recent reports on
Form 10-K and Form 10-Q, and any other documents of Martin Marietta and
Vulcan filed with the SEC. Any forward-looking statements made in this
presentation are qualified in their entirety by these cautionary
statements, and there can be no assurance that the actual results or
developments anticipated by us will be realized or, even if
substantially realized, that they will have the expected consequences
to, or effects on, us or our business or operations. Except to the
extent required by applicable law, we undertake no obligation to update
publicly or revise any forward-looking statement, whether as a result of
new information, future developments or otherwise.
Important Additional Information
This presentation relates to the Exchange Offer by Martin Marietta to
exchange each issued and outstanding share of common stock of Vulcan for
0.50 shares of Martin Marietta common stock. This presentation is for
informational purposes only and does not constitute an offer to
exchange, or a solicitation of an offer to exchange, shares of Vulcan
common stock, nor is it a substitute for the Tender Offer Statement on
Schedule TO or the preliminary prospectus/offer to exchange included in
the Registration Statement on Form S-4 (the "Registration Statement")
(including the letter of transmittal and related documents and as
amended and supplemented from time to time, the "Exchange Offer
Documents") filed by Martin Marietta on December 12, 2011 with the SEC.
The Registration Statement has not yet become effective. The Exchange
Offer will be made only through the Exchange Offer Documents. INVESTORS
AND SECURITY HOLDERS ARE URGED TO READ THE EXCHANGE OFFER DOCUMENTS AND
ALL OTHER RELEVANT DOCUMENTS THAT MARTIN MARIETTA HAS FILED OR MAY FILE
WITH THE SEC WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL
CONTAIN IMPORTANT INFORMATION.
Martin Marietta may file a proxy statement on Schedule 14A and other
relevant documents with the SEC in connection with the solicitation of
proxies (the "Vulcan Meeting Proxy Statement") for the 2012 annual
meeting of Vulcan shareholders (the "Vulcan Meeting"). Martin Marietta
may also file a proxy statement on Schedule 14A and other relevant
documents with the SEC in connection with its solicitation of proxies
for a meeting of Martin Marietta shareholders (the "Martin Marietta
Meeting") to approve, among other things, the issuance of shares of
Martin Marietta common stock pursuant to the Exchange Offer (the "Martin
Marietta Meeting Proxy Statement"). INVESTORS AND SECURITY HOLDERS ARE
URGED TO READ THE VULCAN MEETING PROXY STATEMENT AND THE MARTIN MARIETTA
MEETING PROXY STATEMENT AND OTHER RELEVANT MATERIALS WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION.
All documents referred to above, if filed, will be available free of
charge at the SEC's website (www.sec.gov)
or by directing a request to Morrow & Co., LLC at (877) 757-5404 (banks
and brokers may call (800) 662-5200).
Martin Marietta, its directors and executive officers and the
individuals referenced in the Registration Statement to be nominated by
Martin Marietta for election to Vulcan's Board of Directors are
participants in any solicitation of proxies from Vulcan shareholders for
the Vulcan Meeting or any adjournment or postponement thereof. Martin
Marietta, its directors and executive officers are participants in any
solicitation of proxies from Martin Marietta shareholders for the Martin
Marietta Meeting or any adjournment or postponement thereof. Information
about the participants, including a description of their direct and
indirect interests, by security holdings or otherwise, is available in
the Registration Statement or the proxy statement for Martin Marietta's
2011 annual meeting of shareholders, filed with the SEC on April 8,
2011, or will be available in the Vulcan Meeting Proxy Statement, the
Martin Marietta Meeting Proxy Statement or other relevant solicitation
materials that Martin Marietta files with the SEC in connection with the
foregoing matters, as applicable.
About Martin Marietta
Martin Marietta Materials, Inc. is the nation's second largest producer
of construction aggregates and a producer of magnesia-based chemicals
and dolomitic lime. For more information about Martin Marietta
Materials, Inc., refer to the Corporation's website at www.martinmarietta.com.

Martin Marietta Materials, Inc.
Anne Lloyd, (919) 788-4367
Executive
Vice President, Chief Financial Officer and Treasurer
investor.relations@martinmarietta.com
or
Media:
Kekst
and Company
Mark Semer, (212) 521-4800
mark-semer@kekst.com
or
Andrea
Calise, (212) 521-4800
andrea-calise@kekst.com
or
Joele
Frank, Wilkinson Brimmer Katcher
Andrew Siegel or Jamie Moser,
(212) 355-4449
or
Investors:
Morrow
& Co. LLC
Tom Ball or Joe Mills, (203) 658-9400
exchangeofferinfo@morrowco.com
Source: Martin Marietta Materials, Inc.
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