THE WOODLANDS, Texas,
June 14, 2018 /PRNewswire/
-- Layne Christensen Company (NASDAQ: LAYN) ("Layne" or
the "Company"), a leading global water management, infrastructure
services and drilling company, today announced that its merger with
Granite Construction Incorporated (NYSE: GVA) ("Granite") has now
been completed. As a result of the transaction, Layne's
common stock will no longer be traded on the Nasdaq Stock Market,
effective immediately. All Layne shares will be exchanged for
0.27 Granite shares and be eligible for trading effective
June 15, 2018. Layne is now a
division of Granite.
Michael J. Caliel, President and
Chief Executive Officer of Layne, said, "We are pleased that the
completion of this transaction creates significant value to our
stockholders in the form of a compelling premium and the
opportunity to meaningfully participate in the growth of a combined
entity with differentiated scale and resources. The
merger with Granite is a recognition that Layne's turnaround
strategy, executed over the last several years, has created
benefits for each of our stakeholders. We wish our employees,
whose work and dedication enabled this success, all the best as our
businesses continue to evolve. It has been an honor to lead
Layne over the last several years as we positioned the Company for
long term success."
About Layne
Layne is a global water management, infrastructure services and
drilling company, providing responsible solutions to the world of
essential natural resources—water, minerals and energy. We
offer innovative, sustainable products and services with an
enduring commitment to safety, excellence and integrity.
Forward-Looking Statements
Certain statements in this communication may constitute
"forward-looking statements" within the meaning of the Private
Securities Litigation Reform Act of 1995. Such statements relate to
a variety of matters, including the expected benefits of the
integration of the two companies and other statements that are not
historical fact. These statements are made on the basis of the
current beliefs, expectations and assumptions of the management of
Layne and Granite regarding future events and are subject to
significant risks and uncertainty. Statements regarding our
expected performance in the future are forward-looking
statements.
It is uncertain whether any of the events anticipated by the
forward-looking statements will transpire or occur, or if any of
them do, what impact they will have on the results of operations
and financial condition of the combined company following the
merger. These forward-looking statements involve certain risks and
uncertainties that could cause actual results to differ materially
from those indicated in such forward-looking statements, including
but not limited to: risks that Layne will not be integrated
successfully or that Granite will not realize estimated cost
savings, synergies and growth or that such benefits may take longer
to realize than expected; failure to realize anticipated benefits
from Layne's operations; risks relating to unanticipated costs of
integration; reductions in customer spending, or a slowdown in
customer payments; unanticipated changes relating to competitive
factors in the industry in which Layne and Granite participate;
ability to hire and retain key personnel; ability to successfully
integrate Layne's businesses; the potential impact of consummation
of the proposed merger on relationships with third parties,
including customers, employees and competitors; ability to attract
new customers and retain existing customers in the manner
anticipated; reliance on and integration of information technology
systems; changes in legislation or governmental regulations
affecting the companies; international, national or local economic,
social or political conditions that could adversely affect the
companies or their customers; conditions in the credit markets;
risks associated with assumptions the parties make in connection
with the parties' critical accounting estimates and legal
proceedings; the continuing recovery in the mining industry;
prevailing prices for various commodities; the timing and extent of
future oil and gas drilling and production in the Delaware
Basin; longer term weather patterns; the availability of credit;
the availability of equity or debt capital needed for the business
and foreign currency fluctuations that may affect Layne's and
Granite's results of operations. Additional factors that may cause
results to differ materially from those described in the
forward-looking statements are set forth in the reports filed with
the SEC and in each company's other filings made with
the SEC available at the SEC's website
at www.sec.gov.
Should one or more of these risks or uncertainties materialize,
or should underlying assumptions prove incorrect, actual results
may vary materially and adversely from those anticipated, estimated
or projected. These forward-looking statements are made as of the
date of this filing. Neither Layne nor Granite undertakes any
obligation to update any such forward-looking statements to reflect
any new information, subsequent events or circumstances, or
otherwise, except as may be required by law.
Contacts:
J. Michael Anderson
Chief Financial Officer
281-475-2694
michael.anderson@layne.com
Dennard Lascar Investor Relations
Jack Lascar
713-529-6600
jlascar@dennardlascar.com
[LAYN-F]
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SOURCE Layne Christensen Company