STOCK TITAN

Great Lakes Dredge & Dock Corporation 8-K Filings

GLDD NASDAQ

Every 8-K that Great Lakes Dredge & Dock Corporation (GLDD) has filed with the SEC in the last 24 months is listed below, newest first, and each one links through to the document itself with the summary and the scores our analysis gives it.

A 8-K covers material events a company has to report between its quarterly reports, so if you follow GLDD and want that one kind of document rather than the whole filing history, this is the page to keep. The company's other filings, of every form, are on the full GLDD filings page.

Rhea-AI Summary

Great Lakes Dredge & Dock Corporation has been acquired by Saltchuk Resources in a cash deal. Saltchuk’s subsidiary completed a tender offer for all outstanding shares at $17.00 per share, with 53,738,558 shares tendered, representing about 79.88% of the company. This allowed a follow-on merger under Delaware law without a shareholder vote, making Great Lakes a wholly owned Saltchuk subsidiary.

Following the merger, Great Lakes requested suspension of trading on Nasdaq, delisting of its common stock and plans to terminate its SEC registration and reporting obligations. Saltchuk also launched a tender offer for Great Lakes’ 5.25% Senior Notes due 2029; by the early deadline, holders had tendered $258,134,000 of the original $325,000,000. A supplemental indenture removes most restrictive covenants after settlement. The company fully repaid and terminated its revolving credit facility, and its charter, bylaws and board composition were replaced with those of the merger subsidiary.

Rhea-AI Summary

Great Lakes Dredge & Dock Corporation reported that David J. Johanson, Senior Vice President, Project Acquisition and Operations, will retire effective March 27, 2026. He has held a key leadership role overseeing project acquisition and operations for the company.

The company and Mr. Johanson are expected to enter into a retirement agreement under which he will receive continued vesting of his equity awards. This indicates his existing stock-based compensation will continue to vest over time following his retirement, rather than ending immediately.

Rhea-AI Summary

Great Lakes Dredge & Dock Corporation disclosed that Saltchuk Resources has launched a cash tender offer for any and all of its 5.25% Senior Notes due 2029, with $325,000,000 principal outstanding, alongside a consent solicitation to amend the 2021 indenture governing these notes.

Noteholders who tender by March 31, 2026, are offered total consideration of $1,001.25 per $1,000 principal (including a $30.00 early tender payment), plus accrued interest, with a lower amount for later tenders until the April 15, 2026 expiration. The tender and consent process is tied to Saltchuk’s pending acquisition of Great Lakes via a separate equity tender offer at $17.00 per share and subsequent merger, which are expected to close early in the second quarter of 2026, currently scheduled for April 1, 2026, subject to conditions.

Rhea-AI Summary

Great Lakes Dredge & Dock Corporation reported strong fourth quarter and full year 2025 results and highlighted a pending acquisition by Saltchuk Resources, Inc. Full year revenue reached $888.3 million and net income was $73.5 million, both higher than 2024. Adjusted EBITDA rose to a record $171.3 million, reflecting better project performance and higher capital, coastal protection, and offshore energy revenues.

Total backlog was $888.1 million as of December 31, 2025, including $124.8 million in offshore energy backlog. The company also signed two new international offshore energy contracts with a major offshore wind developer that will keep the vessel Acadia working in Europe for most of 2027. Great Lakes previously announced a definitive agreement for Saltchuk to acquire the company, with closing expected in Q2 2026 subject to customary conditions.

Rhea-AI Summary

Great Lakes Dredge & Dock Corporation reports that, as previously announced, it entered into a definitive agreement on February 10, 2026 to be acquired by Saltchuk Resources, Inc. at an aggregate equity value of approximately $1.2 billion and a total transaction value of $1.5 billion.

Because of this pending transaction, the company will not hold its previously scheduled earnings call on February 17, 2026. It still expects to release financial results for the three and twelve months ended December 31, 2025 in connection with filing its Annual Report for that period.

Rhea-AI Summary

Great Lakes Dredge & Dock Corporation agreed to be acquired by Saltchuk Resources, which will launch a cash tender offer to buy all outstanding shares for $17.00 per share, followed by a merger that will take Great Lakes private as a Saltchuk subsidiary.

The deal values Great Lakes at about $1.2 billion of equity and $1.5 billion total, a price Saltchuk says represents a 25% premium to the company’s 90‑day average share price and a 5% premium to its all‑time high close. Closing is targeted for the second quarter of 2026, subject to a majority of shares being tendered, antitrust clearance under the HSR Act and other customary conditions.

The merger agreement includes a termination fee of $36,861,914 payable to Saltchuk in specified circumstances, and establishes non‑solicitation and “superior proposal” provisions. The board also approved transaction bonuses for key executives and enhanced severance and retention arrangements to support continuity through and after the transaction.

Rhea-AI Summary

Great Lakes Dredge & Dock Corporation announced it issued an earnings release for the three months ended September 30, 2025, and scheduled a conference call and webcast to discuss the results at 9:00 a.m. C.S.T. on November 4, 2025.

The earnings release is furnished as Exhibit 99.1. The company states this information is furnished under Item 2.02 and is not deemed filed under the Securities Exchange Act, except as specifically incorporated by reference.

Rhea-AI Summary

Great Lakes Dredge & Dock Corporation amended its revolving credit facility, increasing the senior secured revolver to $430 million, an increase of $100 million. The amendment permits an additional increase option of up to $100 million, subject to incremental lender commitments and availability. Proceeds may be used to prepay in full the second lien facility with Guggenheim Credit Services, pay related fees and expenses, finance permitted acquisitions, fund working capital and other general corporate purposes.

The facility matures on the earlier of October 24, 2030 or 91 days before the scheduled maturity of the Company’s unsecured senior notes—currently June 1, 2029—if those notes are not refinanced and that date precedes the facility maturity. The agreement includes a $35 million impact loan sublimit with rates 0.05% lower when proceeds fund renewable energy and clean transportation projects consistent with impact loan principles.

The obligations are guaranteed by material domestic subsidiaries and secured by first-priority liens on substantially all U.S.-flagged and located vessels, domestic accounts receivable, and substantially all other assets, subject to permitted liens. After the Adjustment Date tied to the fiscal quarter ending December 31, 2025, pricing ranges from Domestic Rate + 0.75%–1.25% or SOFR + 1.75%–2.25%, based on average undrawn availability. A springing financial covenant requires a fixed charge coverage ratio of not more than 1.10 to 1.00.