Vulcan Materials Announces the Early Results in Connection With Its Previously Announced Tender Offer

BIRMINGHAM, Ala., June 13, 2011 /PRNewswire/ -- Vulcan Materials Company (NYSE: VMC) announced today the early results of its previously announced tender offer (the "Tender Offer") to purchase up to $275 million aggregate principal amount (the "Maximum Tender Amount") of its 5.6% senior notes due 2012 and 6.3% senior notes due 2013 (together, the "Notes").   Vulcan Materials Company received tenders in an aggregate principal amount of $290.3 million and as a result will pro rate holders at a rate of approximately 94.86%.  

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Notes validly tendered as of 5:00 p.m., New York City time, today (the "Early Tender Deadline") and accepted for purchase in accordance with the terms of the Tender Offer are expected to receive payment tomorrow, June 14, 2011.  Since the offer is oversubscribed, Vulcan Materials Company will not accept any additional Notes tendered in the Tender Offer and will return any Notes not accepted to holders immediately after the expiration of the Tender Offer, scheduled to be 11:59 p.m., New York City time, on June 27, 2011, unless extended or earlier terminated (the "Expiration Date").  The terms and conditions of the Tender Offer are set forth in an Offer to Purchase and the related Letter of Transmittal dated May 31, 2011 (the "Offer Documents").

The following table summarizes the material pricing terms and results of the Tender Offer as of the Early Tender Date:

The terms and conditions of the Tender Offer remain unchanged, including the withdrawal deadline which was 5:00 p.m., New York City time, on June 13, 2011.  Tendered Notes may no longer be withdrawn.  Vulcan Materials Company is making the Tender Offer only by, and pursuant to, the terms and conditions set forth in the Offer Documents.

BofA Merrill Lynch, Goldman, Sachs & Co. and SunTrust Robinson Humphrey are the joint-lead dealer managers, and Morgan Keegan and US Bancorp are the co-dealer managers for the Tender Offer.  The Depositary and the Information Agent is D.F. King & Co.  Copies of the Offer to Purchase, Letter of Transmittal and related offering materials are available by contacting the Information Agent at (800) 859-8509.  Questions regarding the Tender Offer should be directed to BofA Merrill Lynch, Debt Advisory Services at (888) 292-0070 (toll-free) or (980) 388-9217 (collect), Goldman, Sachs & Co., Liability Management Group at (800) 828-3182 (toll-free) or (212) 902-5128 (collect) and SunTrust Robinson Humphrey, Liability Management Group at (404) 926-5051.  

This press release is not an offer to sell or to purchase or a solicitation to purchase or accept any securities or tender offer, which may only be made pursuant to the terms of the Offer to Purchase and the related Letter of Transmittal.  The Company may amend, extend or terminate the tender offer in its sole discretion.  This offer is not being made to holders of notes in any jurisdiction in which the making or acceptance thereof would not be in compliance with the securities or other laws of such jurisdiction.  

Vulcan Materials Company, a member of the S&P 500 Index, is the nation's largest producer of construction aggregates, a major producer of asphalt mix and concrete and a leading producer of cement in Florida.

Use of Forward-Looking Statements

This news release may contain "forward-looking statements" as defined in the U.S. Private Securities Litigation Reform Act of 1995. Readers are cautioned not to place undue reliance on these forward-looking statements and any such forward-looking statements are qualified in their entirety by reference to the following cautionary statements. All forward-looking statements speak only as of the date of this news release and are based on current expectations and involve a number of assumptions, risks and uncertainties that could cause the actual results to differ materially from such forward-looking statements. Statements that include words such as "anticipate," "if," "believe," "plan," "estimate," "expect," "intend," "may," "could," "should," "will," and other similar expressions are forward-looking statements. Such forward-looking statements are inherently uncertain, and security holders must recognize that actual results may differ from expectations. Readers are strongly encouraged to read the full cautionary statements contained in Vulcan Materials Company filings with the SEC. Vulcan Materials Company disclaims any obligation to update or revise any forward-looking statements.

SOURCE Vulcan Materials Company