Tender Offer Made in Connection with Parties’ Pending Business Combination Expected to Close Early in the Second QuarterHOUSTON and SEATTLE, March 18, 2026 (GLOBE NEWSWIRE) -- Saltchuk Resources, Inc. (the “Offeror”) and Great Lakes Dredge & Dock Corporation (NASDAQ:GLDD) (the “Company”) announced that the Offeror has commenced a cash tender offer (the “Tender Offer”) for any and all of the Company’s 5.25% Senior Notes due 2029 (the “Notes”). In conjunction with the Tender Offer, the Offeror is soliciting ( ...

Company Overview - Saltchuk Resources, Inc. is a privately owned family of diversified freight transportation, marine service, and energy distribution companies, with consolidated annual revenue of approximately $5.6 billion and 8,800 employees [9] - Great Lakes Dredge & Dock Corporation (GLDD) is the largest provider of dredging services in the United States, with a history of significant international projects and a commitment to expanding into the offshore energy industry [10] Merger Announcement - Saltchuk's wholly-owned subsidiary, Huron MergeCo., Inc., commenced a tender offer for all issued and outstanding shares of GLDD at a price of $17.00 per share in cash [1] - The GLDD Board of Directors has unanimously determined that the Merger Agreement and the Offer are in the best interests of GLDD's stockholders and recommends that stockholders tender their shares [2] Offer Details - The tender offer will expire at one minute after 11:59 p.m. New York City time on March 31, 2026, unless extended or terminated earlier [3] - The acceptance and payment for shares tendered in the offer are subject to conditions, including a minimum tender condition and other customary conditions for transactions of this type [4] Post-Merger Structure - Upon completion of the offer and satisfaction of certain conditions, Purchaser will merge with GLDD, with GLDD continuing as the surviving entity, and outstanding shares will be cancelled and converted into the right to receive the offer price [4]

分组1 - Great Lakes Dredge & Dock (GLDD) reported quarterly earnings of $0.3 per share, exceeding the Zacks Consensus Estimate of $0.2 per share, and showing an increase from $0.29 per share a year ago [1] - The company achieved an earnings surprise of +51.90% for the quarter, and has surpassed consensus EPS estimates in all four of the last quarters [2] - Revenues for the quarter reached $256.5 million, surpassing the Zacks Consensus Estimate by 17.30%, and increased from $202.77 million year-over-year [3] 分组2 - The stock has gained approximately 28.7% since the beginning of the year, significantly outperforming the S&P 500's gain of 0.9% [4] - The current consensus EPS estimate for the upcoming quarter is $0.39 on revenues of $234.13 million, and for the current fiscal year, it is $1.10 on revenues of $898.18 million [8] - The Building Products - Heavy Construction industry, to which Great Lakes Dredge & Dock belongs, is currently ranked in the bottom 41% of over 250 Zacks industries, indicating potential challenges ahead [9]

FORM 10-K (Mark One) ☒ ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the fiscal year ended December 31, 2025 or ☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 For the transition period from to Commission file number: 001-33225 Great Lakes Dredge & Dock Corporation (Exact name of registrant as specified in its charter) Delaware 20-5336063 (State or oth ...

On February 11, 2026, Great Lakes announced that it had entered into a definitive agreement for Saltchuk Resources, Inc. ("Saltchuk") to acquire the Company. The closing of the transaction will be subject to customary closing conditions, including the expiration of the Hart-Scott-Rodino Act waiting period and the tender of shares representing at least one share more than a majority of Great Lakes' outstanding shares of common stock, and is expected to close in Q2 2026. Offshore Energy EXHIBIT 99.1 Great Lak ...

Core Insights - Great Lakes Dredge & Dock Corporation reported record full year revenue of $888.3 million, a $125.6 million increase from 2024, driven by higher capital, coastal protection, and offshore energy revenues [7][13] - The company achieved a full year net income of $73.5 million, up $16.2 million from $57.3 million in 2024, with adjusted net income of $81.6 million [7][13] - Great Lakes signed two international offshore energy contracts, which will keep the Acadia utilized in Europe for most of 2027 [5] Full Year 2025 Highlights - Total operating income for the year was $127.8 million, an increase of $35.0 million from the previous year [13] - Adjusted EBITDA reached a record $171.3 million, reflecting improved project performance and higher revenues [7][13] - The company had a backlog of $888.1 million as of December 31, 2025, with $763.2 million in dredging backlog and $124.8 million in offshore energy backlog [7][13][28] Fourth Quarter 2025 Highlights - Revenue for the fourth quarter was $256.5 million, an increase of $53.7 million from the same period in 2024, primarily due to the first full quarter of the Amelia Island project [8][7] - Net income for the fourth quarter was $12.6 million, down from $19.7 million in the prior year, largely due to an $8.1 million one-time expense related to debt extinguishment [8][7] - Adjusted EBITDA for the fourth quarter was $44.0 million, reflecting improved project performance despite increased drydocking expenses [8][7] Operational Update - The company reported a gross profit of $203.5 million for the full year, with a gross profit margin of 22.9%, up from 21.1% in 2024 [13] - Total capital expenditures for 2025 were $143.9 million, including significant investments in the construction of the Acadia and Amelia Island projects [13] - As of December 31, 2025, the company had $13.4 million in cash and cash equivalents and total long-term debt of $378.2 million [13][27] Strategic Developments - On February 11, 2026, Great Lakes announced a definitive agreement for Saltchuk Resources, Inc. to acquire the company, with the transaction expected to close in Q2 2026 [4] - The company is actively expanding its core business into the offshore energy sector, leveraging its extensive experience and fleet [16]

Core Viewpoint - Great Lakes Dredge & Dock Corporation (GLDD) is set to be acquired by Saltchuk Resources for $17 per share, with the transaction valued at approximately $1.5 billion, representing a significant premium over its recent trading prices [2][3][4]. Group 1: Acquisition Details - Saltchuk Resources announced a definitive agreement to acquire Great Lakes Dredge for $17 per share in cash, which is a 25% premium to GLDD's 90-day volume-weighted average price as of February 10, 2026 [3]. - The total equity value of the transaction is approximately $1.2 billion, with a total value of $1.5 billion [3]. - The boards of both companies have unanimously approved the acquisition agreement, and the offer is expected to close in the second quarter of 2026, pending customary conditions [4]. Group 2: Company Overview - Great Lakes Dredge & Dock Corporation provides dredging services in the United States, including port expansion, coastal restoration, land reclamation, and marine infrastructure projects [5].

Core Viewpoint - Kahn Swick & Foti, LLC is investigating the proposed sale of Great Lakes Dredge & Dock Corporation to Saltchuk Resources, Inc., focusing on whether the offered price of $17.00 per share adequately reflects the company's value and the process leading to this valuation [1]. Group 1: Proposed Sale Details - The proposed transaction involves shareholders of Great Lakes receiving $17.00 in cash for each share they own [1]. - KSF is assessing the adequacy of this consideration and the process that led to the proposed sale [1]. Group 2: Legal Rights and Contact Information - Shareholders who believe the transaction undervalues the company can discuss their legal rights with KSF without obligation or cost [1]. - KSF Managing Partner Lewis S. Kahn can be contacted via email or toll-free phone for inquiries related to the investigation [1].

Core Insights - Great Lakes Dredge & Dock Corporation (GLDD) is expected to report its fourth-quarter 2025 financial results on February 17, 2026, before the market opens [1] - The company's adjusted earnings per share (EPS) in the last reported quarter exceeded the Zacks Consensus Estimate by 52.9%, while revenues fell short by 3.1% but showed year-over-year growth [1] Earnings Performance - GLDD has consistently surpassed earnings estimates in the last four quarters, with an average surprise of 65.5% [2] - The Zacks Consensus Estimate for the upcoming quarter's EPS has decreased to 20 cents from 22 cents over the past month, indicating a 31% year-over-year decline from the adjusted EPS of 29 cents [3] Revenue Expectations - The consensus estimate for revenues in the upcoming quarter is $218.7 million, reflecting a 7.8% year-over-year increase [3] - The fourth-quarter performance is anticipated to be bolstered by a strong backlog and increased dredging volumes across various projects, including capital, coastal protection, and maintenance work [4] Project and Market Dynamics - Continued funding from the U.S. Army Corps of Engineers and sustained activity in coastal resilience and infrastructure projects are expected to support demand for dredging services [5] - Capital dredging, which accounted for 64.7% of total revenues in the third quarter of 2025, is the primary growth driver, supported by major port-deepening and LNG-related projects [6] Revenue Breakdown - The Zacks Consensus Estimate for Dredging Capital revenues is $104.2 million, a 5.5% increase from $98.8 million in the previous year [7] - Dredging Maintenance revenues are estimated at $23.4 million, indicating a 16.4% decrease from $28 million a year ago, while Dredging Coastal Protection revenues are expected to grow by 10.9% to $83.5 million [7] Margin Considerations - Profitability in the fourth quarter may face pressure from costs associated with a heavy dry-docking schedule, labor, and fuel expenses [10] - However, improved fleet utilization and project execution are expected to partially offset these challenges, supported by a favorable project mix [10]

Core Viewpoint - Texas Capital analyst Alex Rygiel downgraded Great Lakes Dredge (GLDD) to Hold from Buy following Saltchuk Resources' announcement of a definitive agreement to acquire Great Lakes for $17 per share in cash [1] Group 1 - The acquisition price is set at $17 per share in cash [1] - The downgrade reflects the impact of the acquisition announcement on the stock's outlook [1]