Great Lakes Dredge & Dock CORP

Great Lakes Dredge & Dock CORP (GLDD) Acquisition: What Investors Need to Know

Great Lakes Dredge & Dock CORP (GLDD) recently announced a pivotal development that will reshape its future and directly impact its shareholders. This isn't just another corporate update; it's a transformative acquisition that marks a new era for the company.

1. The Big News: GLDD's Acquisition

On February 10, 2026, Great Lakes Dredge & Dock CORP (GLDD), a leader in specialized dredging operations—essential for infrastructure and environmental projects like maintaining waterways and coastlines—announced a definitive agreement for its acquisition by Saltchuk Resources, Inc. This agreement means GLDD will transition from a publicly traded company to a private entity under Saltchuk's ownership.

Key Financial Terms:

• Saltchuk will acquire all outstanding shares of GLDD common stock for $20.00 per share in cash.
• This all-cash transaction values GLDD's equity at approximately $1.2 billion.
• The total enterprise value, which includes GLDD's net debt, stands at approximately $1.5 billion.

Following this acquisition announcement, GLDD canceled its previously scheduled earnings call for February 17, 2026. While the company will still release its financial results for the three and twelve months ended December 31, 2025, this will now occur separately, likely alongside its annual report filing. GLDD officially filed the Form 8-K announcing this agreement on February 12, 2026.

2. The Strategic Rationale Behind the Acquisition

Acquisitions typically stem from strategic alignment and the pursuit of value. Here's the likely reasoning for this transaction:

• For Saltchuk Resources, Inc. (the Buyer): As a large, diversified, family-owned company with significant interests in transportation, logistics, and energy, Saltchuk gains a strategic expansion into critical infrastructure and environmental services by acquiring GLDD. Saltchuk likely views GLDD's market leadership, specialized fleet, skilled workforce, and expertise in coastal protection and port development as a valuable addition. This move complements Saltchuk's existing maritime and logistics businesses, potentially creating operational synergies and new growth opportunities.
• For Great Lakes Dredge & Dock CORP (GLDD): Private ownership under Saltchuk offers several advantages. GLDD gains access to Saltchuk's substantial capital resources, which could enable larger investments in its fleet and technology without the short-term pressures of public market reporting. This structure also allows GLDD to focus on long-term strategic initiatives and operational excellence within a stable, privately-held environment. For GLDD shareholders, the all-cash offer provides immediate and certain value for their investment.

3. Impact and Significance for Stakeholders

This acquisition represents a transformative event, with implications for various groups:

• For GLDD as a Company: The acquisition marks the end of GLDD's journey as an independent public company. Its strategic direction, operational focus, and corporate culture will evolve as it integrates into Saltchuk's larger organization.
• For Employees: While Saltchuk expects core operations to continue, employees will transition to working under new ownership. This transition could bring changes in management, benefits, and long-term career paths as integration progresses.
• For Customers: Clients, including government agencies and port authorities, will now contract with GLDD under Saltchuk's ownership. While day-to-day project execution may see little immediate change, future contracts and relationships will involve the new ownership structure.
• For Investors/Traders: This group faces the most direct impact. If you own GLDD stock, your investment in the standalone public company is concluding. You will receive $20.00 per share in cash when the deal closes, and the stock will eventually be delisted from the NASDAQ.
• For the Dredging Industry: The change of ownership for a major player like GLDD could lead to shifts in competitive dynamics, new investment strategies, and further consolidation within the sector.

4. The Path to Closing: What's Next

Finalizing the acquisition requires several key steps:

• Regulatory Approvals: Relevant regulatory bodies, including those under the Hart-Scott-Rodino (HSR) Antitrust Improvements Act, must review and approve the transaction.
• Shareholder Approval: GLDD shareholders will need to approve the merger.
• Other Customary Closing Conditions: The deal also depends on satisfying other standard conditions typical for transactions of this nature.

The companies currently anticipate the transaction will close in the third quarter of 2026.

Potential Risks: While a definitive agreement indicates a high likelihood of closing, a risk always exists that the deal might not materialize. This could be due to unforeseen regulatory hurdles, a failure to meet closing conditions, or other factors. Should the deal fall through, GLDD's stock price would likely decline significantly from the offer price.

5. Key Takeaways for Investors

• Certainty of Value: If you own GLDD shares, you will receive $20.00 per share in cash upon the deal's completion.
• Investment Horizon: Your investment in GLDD as a growth or value play concludes with this acquisition. Your immediate focus should shift to the deal's closing and your plans for the cash proceeds.
• Stock Price Movement: GLDD's stock price will likely trade close to, but slightly below, the $20.00 offer price until the deal officially closes. This small discount reflects the time value of money and the minor risk that the transaction might not be completed.
• Cessation of Public Trading: Once the acquisition is finalized, GLDD's stock will delist from the NASDAQ, ending its tenure as a publicly traded company.

This acquisition marks a significant turning point for Great Lakes Dredge & Dock CORP, ushering in a new chapter under private ownership and providing a clear, all-cash exit for its public shareholders.