Sue Me, Sue You Blues
- Written by Mark Kuhar
December 22, 2011 - George Harrison once wrote a song titled the "Sue Me, Sue You Blues." Martin Marietta Materials and Vulcan Materials just may be singing that tune for awhile. Vulcan asked a federal court to block the Martin Marietta's blockbuster takeover bid, accusing the company of using confidential information “in the preparation of its hostile attack.” Vulcan, which filed its lawsuit in U.S. District Court in Birmingham, Ala., on Dec. 19, alleges Martin Marietta has inside information from earlier merger negotiations between the two companies and is “exploiting this informational advantage to buy Vulcan at an unfair price” in violation of a confidentiality agreement. “Martin Marietta has used Vulcan’s information in precisely the manner that the agreement prohibits -- first, by using Vulcan’s confidences to formulate its hostile bid, and then by disclosing certain of those confidences in public filings to support its bid,” according to the lawsuit. “We believe the Vulcan lawsuit is without merit,” according to a statement from Martin Marietta. “Martin Marietta is focused on effecting this value-enhancing transaction for the benefit of both companies’ shareholders.” Martin Marietta previously sued Vulcan in Delaware Chancery Court in Wilmington. It asked a judge in its Dec. 12 complaint to declare that a May 3, 2010, non-disclosure agreement between the two “does not prohibit Martin Marietta’s public offer to purchase all issued and outstanding shares of Vulcan’s common stock in exchange for Martin Marietta’s stock.” And the song goes on.