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Saltchuk Resources, Inc. (the “Offeror”) and Great Lakes Dredge & Dock Corporation (NASDAQ:GLDD) (the “Company”) announced the results to date of the Offeror’s previously announced cash tender offer for any and all of the Company’s outstanding 5.25% Senior Notes due 2029 (the “Notes”), along with a related consent solicitation to amend provisions of the indenture governing the Notes.
Based on information from Global Bondholder Services Corporation, the Offeror’s tender and information agent, the following aggregate principal amount of Notes were validly tendered and not validly withdrawn, and consents were validly delivered and not validly revoked, at or prior to 5:00 p.m. New York City time on March 31, 2026 (the “Early Tender Deadline”).
On April 1, 2026, the Offeror confirmed its acceptance for purchase of all Notes validly tendered and not validly withdrawn prior to the Early Tender Deadline (the “Early Settlement”), subject to the satisfaction or waiver of remaining conditions described in the Offer to Purchase and Consent Solicitation Statement dated March 18, 2026.
The requisite consents to effect the proposed amendments were received and accepted with respect to the Notes. The Company expects to implement the proposed amendments promptly following the Early Settlement by entering into a supplemental indenture. The supplemental indenture will become effective upon execution, but the proposed amendments will not become operative unless the Offeror purchases all validly tendered (and not validly withdrawn) Notes in the tender offer.
Contemporaneously with the press release, the Offeror and the Company jointly issued a separate release stating that the Offeror consummated its acquisition of the Company under the Agreement and Plan of Merger dated February 10, 2026. The release states that this satisfied the acquisition condition required for the tender offer and consent solicitation.
The tender offer and consent solicitation will expire at 5:00 p.m. New York City time on April 15, 2026, unless extended or earlier terminated. Notes tendered or consents delivered after the expiration time will not be valid.
The Early Tender Deadline was the deadline for holders to validly withdraw tenders of Notes and revoke consents. Notes tendered and consents delivered and not validly withdrawn or revoked may no longer be withdrawn or revoked, subject to applicable law.
To the extent any Notes remain outstanding after the tender offer and consent solicitation are consummated, the Offeror intends, but is not obligated, to redeem such remaining Notes at par on or after June 1, 2026 and satisfy and discharge the Company’s obligations under the indenture pursuant to its terms.
BofA Securities has been retained as the dealer manager for the tender offer and as the solicitation agent for the consent solicitation. Global Bondholder Services Corporation serves as the tender and information agent.
The release states that none of the Offeror, the Company, the trustee, the dealer manager, the tender and information agent, or their affiliates makes any recommendation as to whether holders should tender Notes or deliver consents, and holders must make their own independent decision.
Eric Birge, Vice President of Investor Relations of the Company, 313-220-3053
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