Jacobs Solutions Inc. · NYSE:J

Jacobs Solutions — Merger or Acquisition (November 2020)

23 slides from Jacobs Solutions's merger presentation, Nov 30, 2020

  1. Slide 1: Jacobs + PA Consulting: A powerful partnership

    Jacobs + PA Consulting: A powerful partnership Capturing next wave of digital revolution November 30, 2020

  2. Slide 2: Agenda

    Agenda Transaction Overview Strategic Rationale Financial Overview Steve Demetriou Bob Pragada Kevin Berryman Chair & CEO President & Chief Operating Officer President & Chief Financial Officer 2

  3. Slide 3: Disclaimer

    Disclaimer Forward-Looking Statements Certain statements contained in this presentation constitute forward-looking statements as such term is defined in Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended, and such statements are

  4. Slide 4: Jacobs' transformation journey

    Jacobs’ transformation journey 2015 - 2016 2017 - 2020 Future Fix and Focus Inspiration, Innovation & Inclusion A Company like no other ▪ New management team joins Jacobs ▪ Transitioned to solutions-based ▪ Foundation of extremely efficient, company competitive businesses ▪ Developed strategy aligne

  5. Slide 5: From Investor Day Feb 2019: Innovation through digitally enabled solutions

    From Investor Day Feb 2019 . . . Innovation through digitally enabled solutions Applied Geospatial Science 100% Extend life cycle Automated Reduce of facility Less Enhance Data Privacy operating cost & infrastructure energy safety + Protection Design Portfolio Mix Common Client Challenges Cybersecur

  6. Slide 6: Megatrends and industry disruption are increasing demand for innovation-driven consulting

    Megatrends and industry disruption are increasing demand for innovation-driven consulting MEGATRENDS #1 Changing client expectations #2 Digitalization #3 IoT & automation #4 Big data & analytics 60% $2 trillion $1.2 trillion 48% CAGR of firms prioritizing enhanced customer Expected annual global spe

  7. Slide 7: Jacobs + PA Consulting: A powerful partnership

    Jacobs + PA Consulting: A powerful partnership ▪ Jacobs will acquire 65% stake in PA; 35% held by PA employees Deal overview ▪ Transaction structured as a private equity style investment ▪ Investment places PA enterprise value at £1.825 billion ($2.4 billion) ▪ Opportunities in 5G-driven compute pow

  8. Slide 8: Strategic Rationale

    1 b Challenging today. waco S Reinventing tomorrow.

  9. Slide 9: Innovation-focused with a differentiated value proposition

    Innovation-focused with a differentiated value proposition We believe in the power of ingenuity to build a positive human future in a technology-driven world $715m Teams with real-world experience. End-to-end innovation capabilities. Not just stand-alone design. CY20E Revenue We don’t just create re

  10. Slide 10: Well balanced between public and private sectors with diversified end-to-end capabilities

    Well balanced between public and private sectors with diversified end-to-end capabilities Deep expertise across Broad technical capabilities focused industry sectors Other Sectors Agile Business 4% 6% Energy & Utilities Cyber 6% Defense & 7% Security Digital Transport 24% Data Science, 26% 9% Analyt

  11. Slide 11: Strong partnership while maintaining independence and accountability

    Strong partnership while maintaining independence and accountability PA Consulting Board John Alexander (Independent Chair) Jacobs PA Consulting Steve Demetriou Ken Toombs Bob Pragada Bob Pragada Ruairidh Cameron Kevin Berryman Alan Middleton People & Places Critical Mission PA Consulting Solutions

  12. Slide 12: Bringing Ingenuity to Life

    Bringing Ingenuity to Life Taking clients’ biggest challenges and delivering 50 years 68% Innovation Center of work leverages end-to-end innovation Cambridge, UK Innovation Centers Health & Life Sciences Public Services Consumer & Manufacturing Defense & Security Energy & Utilities Transport Financi

  13. Slide 13: Improving people's lives

    Improving people’s lives Working across the ecosystem with priority focus on pharma, biotech, integrated care and MedTech. U.K. Ventilator Challenge Ori Biotech Pharmaxis Achieving the impossible to save lives Revolutionizing cell and gene therapy Developing the Orbital® inhaler being during COVID-1

  14. Slide 14: Building a more sustainable world

    Building a more sustainable world Embracing sustainability to transform business performance. PulPac Stuffstr ØRSTED Developing a revolutionary low-cost Enabling an innovative circular economy Leading the transformation to green approach to producing sustainable business model in retail energy packa

  15. Slide 15: Protecting the world

    Protecting the world Helping organizations evolve, reshape and reorganize to counter threats and keep society safe. UK Space Agency UK Ministry of Defence WePROTECT Global Alliance – Designing the UK’s regulator for Defence Science & Technology Protecting our Children space flight Laboratory Halting

  16. Slide 16: Designing next generation, smart infrastructure

    Designing next generation, smart infrastructure Reimagining an infrastructure future that delivers more for the world. iPredict ™ Virgin Hyperloop One High Bandwidth Inertial Atom Source Preventing power outages by using Creating the first major new mode of (High-BIAS) machine learning to predict th

  17. Slide 17: Financial Overview

    Challenging today. Reinventing tomorrow.

  18. Slide 18: Compelling value creation opportunity

    Compelling value creation opportunity ▪ Jacobs will acquire a 65% stake in PA ▪ Total investment of £1.4B ($1.8B), comprised of $995M in equity and $845M in PA debt Deal Summary ▪ PA financials will be fully consolidated in Jacobs’ financials with minority interest reflected in both adjusted EPS and

  19. Slide 19: Transaction structure incentivizes continued strong performance

    Transaction structure incentivizes continued strong performance Indicative Sources & Uses Ownership £1.825B ▪ PA employees will reinvest at least 50% of £1.825B £1.175B the consideration received from this $2.4B $2.4B $1.5B transaction, representing a 35% stake at closing in preferred and common equ

  20. Slide 20: PA well-positioned for continued double-digit adj. EBITDA growth

    PA well-positioned for continued double-digit adj. EBITDA growth In USD millions $715 $636 $565 $459 $490 22% 18% 19% 19% 16% 2016 2017 2018 2019 2020E Revenue EBITDA Margin Strong track record of topline growth and industry leading margin profile 1 All financial values are in USD millions; USD:GBP

  21. Slide 21: PA expected to provide Jacobs enhanced growth and profitability

    PA expected to provide Jacobs enhanced growth and profitability Expected Pro Forma PA Positive Impact to Jacobs FY22 Financials Organic Net Revenue Growth CAGR 75+ bps Adj. Operating Profit Margin as a % of net revenue 70+ bps Adj. EBITDA Growth CAGR 75+ bps Working Capital as % of Revenue ~150 bps

  22. Slide 22: Capitalizing on our common purpose and culture

    Capitalizing on our common purpose and culture Challenging today. Reinventing tomorrow. To create a more connected, sustainable world. Bringing Ingenuity to Life. We believe in the power of ingenuity to build a positive human future in a technology-driven world. Partnership sets a new industry bench

  23. Slide 23: Challenging today. Reinventing tomorrow.

    1 b Challenging today. waco S Reinventing tomorrow.

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