This Tender Offer Statement on Schedule TO relates solely to preliminary communications made before the
commencement of a planned tender offer (the “Offer”) to be made by Huron MergeCo., Inc. (“Offeror”), a wholly owned subsidiary of Saltchuk Resources, Inc. (“Saltchuk”), for all of the outstanding shares of common
stock, par value $0.0001 per share, of Great Lakes Dredge & Dock Corporation (the “Company”), to be commenced pursuant to the terms of the Agreement and Plan of Merger, dated as of February 10, 2026, by and among the Company,
Saltchuk and Offeror. If successful, the Offer will be followed by a merger of Offeror with and into the Company.
Cautionary Note Regarding
Forward-Looking Statements
Forward-looking statements made herein with respect to the Offer and related transactions, including, for example, the
timing of the completion of the Offer and the merger or the potential benefits of the Offer and the merger, reflect the current analysis of existing information and are subject to various risks and uncertainties. As a result, caution must be
exercised in relying on forward-looking statements. Due to known and unknown risks, the Company’s and Saltchuk’s actual results may differ materially from its expectations or projections. All statements other than statements of
historical fact are statements that could be deemed forward-looking statements. Forward-looking statements can be identified by, among other things, the use of forward-looking language, such as the words “plan,” “believe,”
“expect,” “anticipate,” “intend,” “estimate,” “target,” “project,” “contemplate,” “predict,” “potential,” “continue,”
“may,” “would,” “could,” “should,” “seeks,” “scheduled to,” or other similar words, or the negative of these terms or other variations of these terms or comparable language.
The following factors, among others, could cause actual plans and results to differ materially from those described in forward-looking statements. Such
factors include, but are not limited to, the effect of the announcement of the Offer and related transactions on the Company’s and Saltchuk’s relationships with employees, governmental entities and other business relationships, operating
results and business generally; the occurrence of any event, change or other circumstances that could give rise to the termination of the merger agreement, and the risk that the merger agreement may be terminated in circumstances that require the
Company to pay a termination fee; the possibility that competing offers will be made; the outcome of any legal proceedings that may be instituted against the Company and Saltchuk related to the transactions contemplated by the merger agreement,
including the Offer and the merger; uncertainties as to the timing of the Offer; uncertainties as to the number of stockholders of the Company who may tender their stock in the Offer; the failure to satisfy other conditions to consummation of the
Offer or the merger on the anticipated timeframe or at all, including the receipt of regulatory approvals related to the merger (and any conditions, limitations or restrictions placed on these approvals); risks that the Offer and related
transactions disrupt current plans and operations and the potential difficulties in employee retention as a result of the proposed transactions; the effects of local and national economic, credit and capital market conditions on the economy in
general, and other risks and uncertainties; and those risks and uncertainties discussed from time to time in the Company’s other reports and other public filings with the U.S. Securities and Exchange Commission (the “SEC”).
Additional information concerning these and other factors that may impact the Company’s expectations and projections can be found in its periodic
filings with the SEC, including its Annual Report on Form 10-K for the year ended December 31, 2024 and its subsequent Quarterly Reports on Form 10-Q. The
Company’s SEC filings are available publicly on the SEC’s website at www.sec.gov, on the Company’s website at gldd.com under the “Investors—Financials & Filings—SEC filings” or upon request via
email to EMBirge@gldd.com. All forward-looking statements contained in this communication are based on information available to the Company and Saltchuk as of the date hereof and are made only as of the date of this communication. The Company and
Saltchuk disclaim any obligation or undertaking to update or revise the forward-looking statements contained herein, whether as a result of new information, future events or otherwise, except as required under applicable law. These forward-looking
statements should not be relied upon as representing the Company’s or Saltchuk’s views as of any date subsequent to the date of this communication. In light of the foregoing, investors are urged not to rely on any forward-looking
statement in reaching any conclusion or making any investment decision about any securities of the Company or Saltchuk.
