Macmahon Holdings Limited · ASX:MAH
Macmahon — Merger or Acquisition (May 2008)
17 slides from Macmahon's merger presentation, May 22, 2008
Slide 1: Takeover Offer for Ausdrill – Analyst presentation
For personal use only Takeover Offer for Ausdrill Analyst presentation May 2008 0 0
Slide 2: Disclaimer and important notice
Disclaimer and important notice This presentation does not constitute investment advice. Neither this presentation nor the information contained in it constitutes an offer, invitation, solicitation or recommendation in relation to the purchase or sale of shares in any For personal use only jurisdict
Slide 3: Agenda
Agenda • The Offer For personal use only • Transaction highlights • Strategic rationale • Combined Group pro forma snapshot • Macmahon’s proven track record • Benefits to Ausdrill shareholders • Indicative timetable 2 2
Slide 4: The Offer
The Offer • Compelling premium for Ausdrill shareholders For personal use only • 1.45 Macmahon shares for every Ausdrill share • Implies a value of $2.59 per share based on the closing price of Macmahon Shares of $1.785 and Ausdrill shares of $1.95 on 20 May 3 3
Slide 5: Transaction highlights
Transaction highlights • Attractive Offer for Ausdrill shareholders For personal use only • The Combined Group will be one of the largest and most diversified Australian based contractors with strong growth prospects • Ausdrill shareholders will continue to have exposure to robust commodity demand a
Slide 6: Aligned with Macmahon Strategy
Aligned with Macmahon Strategy • The transaction is complementary to Macmahon’s strategic plan and meets each of Macmahon’s For personal use only three key acquisition criteria: Increased scale Increased geographic reach Diversity of business all within businesses that are compatible with Macmahon's
Slide 7: Leading mining contracting and civil construction company
Leading mining contracting and civil construction company • The Combined Group will be one of the largest and most diversified Australian based contractors operating in the mining and construction industries For personal use only • Increased scale and breadth of operations • Strong growth prospects
Slide 8: Complementary business lines and customers
Complementary business lines and customers • Ability to capitalise on both Macmahon’s and Ausdrill’s existing blue chip corporate and government customer base For personal use only – to extend service offerings – to achieve further contract wins • Increased scale and service offerings important in t
Slide 9: Diversification of the Combined Group
Diversification of the Combined Group The Combined Group will have a portfolio of blue chip customers, long term existing contracts and increased diversification For personal use only •Geographic spread eg. exposure to: – Australian east coast civil construction market, driven by infrastructure spen
Slide 10: Increased equity market scale and balance sheet strength
Increased equity market scale and balance sheet strength • The Combined Group is expected to have a market capitalisation of approximately $1,400 million For personal use only • Increased market scale will enhance capacity to access debt and equity capital markets • Significant balance sheet flexibi
Slide 11: Macmahon's proven track record of shareholder value creation
Macmahon’s proven track record of shareholder value creation • Macmahon’s share price performance has significantly outperformed Ausdrill’s 1 year share price performance For personal use only 2.50 2.00 70% 1.50 (A$) 1.00 -7% 0.50 -26% 0.00 May-07 Jul-07 Sep-07 Nov-07 Jan-08 Mar-08 Macmahon Ausdrill
Slide 12: Macmahon's proven track record of shareholder value creation
Macmahon’s proven track record of shareholder value creation • Macmahon’s total shareholder return over four years has been 639%. This compares For personal use only with Ausdrill’s total shareholder return of 291% over the same period 4 Year total shareholder return Source: IRESS, as at 20 May 2008
Slide 13: Macmahon – Attractive investment, positioned for growth
Macmahon – Attractive investment, positioned for growth • Diversified blue chip client base with high quality contracts – several significant infrastructure contracts in eastern Australia in last 12 months For personal use only – low fixed‐price risk, with more than 95% of Macmahon’s current order b
Slide 14: Macmahon shares are significantly more liquid than Ausdrill's
Macmahon shares are significantly more liquid than Ausdrill’s • Macmahon is a member of the S&P/ASX 200 and its shares are For personal use only significantly more liquid than Ausdrill’s shares Total share turnover as a % of weighted average total shares outstanding Source: IRESS, Ausdrill and Macma
Slide 15: Indicative timetable
For personal use only Indicative timetable • Lodgement of the Bidder’s Statement 22 May • Expected dispatch of Bidder’s Statement 10 June • Latest date of lodgement of the Target’s Statement 25 June • Earliest date for the Offer to close 22 July 14 14
Slide 16: Appendix - Revenue diversified by geography and line of business
Appendix 1 ‐ Revenue diversified by geography and line of business For personal use only Combined proforma Combined pro forma FY07 revenue by geography FY07 revenue by Business Unit Above figures represent combined pro forma revenues for the year ended 30 June 2007, before inter-segment eliminations
Slide 17: Appendix - The Combined Group will have increased scale
Appendix 2 - The Combined Group will have increased scale For personal use only Audited Year Ended Macmahon Ausdrill Combined 30 June 2007 Group Revenue* 966.0 365.6 1,331.6 EBIT 54.2 44.7 98.9 Normalised NPAT^ 33.4 27.5 61.0 * Including joint venture revenue ^ Normalised NPAT includes profit from c