Tutor Perini Corporation · NYSE:TPC
Tutor Perini — Perini — Merger or Acquisition (April 2008)
24 slides from Tutor Perini's merger presentation, Apr 3, 2008
Slide 1: Combination with Tutor-Saliba
Exhibit 99.1 Combination with Tutor-Saliba April 3, 2008
Slide 2: Forward-looking Statements
Forward-looking Statements This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, including, but not limited to, statements relating to timing of and satisfaction of conditions to the merger, whether any of the anticipated b
Slide 3: Additional Information
Additional Information In connection with the proposed transaction, Perini will file with the Securities and Exchange Commission a proxy statement and will mail proxy statements to its shareholders. Shareholders are encouraged to read the proxy statement regarding the proposed transaction when it be
Slide 4: Company Participants
Company Participants Mike Klein, Chairman of the Special Committee Ronald Tutor, Chairman & CEO Robert Band, President & COO Ken Burk, Sr. Vice President and CFO 3
Slide 5: Transaction Overview
Transaction Overview Purchase Price & 100% stock consideration Consideration Issuance of 23.0 million Perini shares to Tutor-Saliba Assumption of estimated net debt of $10 million (1) 55% Perini Corporation (“Perini") shareholders Pro Forma Ownership 45% Tutor-Saliba Corporation (“Tutor-Saliba") sha
Slide 6: Transaction Rationale
Transaction Rationale Creates the premier publicly traded civil and commercial construction services firm in the US Highly Complementary Business Models Accelerates Perini’s Growth Profile Enhances Leadership Positions in Key Growth Markets Increases Size, Scale and Diversity Maintains Existing Stro
Slide 7: Perini and Tutor-Saliba – a History of Partnership
Perini and Tutor-Saliba – a History of Partnership Successful partnership since 1977 Completed over 35 projects as JV partners with aggregate project value of over $3 billion History of significant profitability as a partnership with an average gross profit margin of approximately 6% 1997: Ron Tutor
Slide 8: Highly Complementary Business Models
Highly Complementary Business Models Leading commercial contractor in Contributes additional resources, gaming and hospitality; leading experience and relationships in Las healthcare contractor in California Vegas Highly-respected brand in Eastern Leading Western U.S. civil U.S. civil construction c
Slide 9: Tutor-Saliba Overview
Tutor-Saliba Overview 60 year history of providing civil infrastructure and commercial construction services to government and private sector clients Focused on delivering large, complex projects in the range of $100 million to in excess of $1 billion Well positioned in key growth markets Civil infr
Slide 10: Tutor-Saliba Segment Overview
Tutor-Saliba Segment Overview Domestic Civil Domestic Commercial International Focused on the construction, Focused on hospitality and Focused on delivering civil repair and replacement of gaming construction and commercial construction public infrastructure services end-market services in Guam, pri
Slide 11: Expected Tutor-Saliba Financial Performance
Expected Tutor-Saliba Financial Performance Revenue ($bn) EBITDA ($mm) 1.9-2.0 150 -170 1.4-1.5 1.2 90-100 60 2007A 2008E 2009E 2007A 2008E 2009E Operating Profit ($mm) Operating Profit Margin (%) 145-165 ~ 8% ~ 6% 85-95 5% 55 2007A 2008E 2009E 2007A 2008E 2009E 10
Slide 12: Integrated Construction Services Provider
Integrated Construction Services Provider Tutor-Saliba brings a similar integrated approach to contracting, while adding additional self-performance service capabilities Pre-Construction Commercial Pre-Construction Commercial Services Construction Services Construction Mechanical / Aggregates Plumbi
Slide 13: Accelerated Growth Profile
Accelerated Growth Profile The combination with Tutor-Saliba positions Perini to accelerate our earnings growth Tutor-Saliba’s resource pool and relationships will allow Perini to continue to expand in gaming and hospitality construction, particularly in Las Vegas Expanded self-performance capabilit
Slide 14: Enhances Leadership Positions in Key Growth Markets
Enhances Leadership Positions in Key Growth Markets Adds capacity, relationships and self performance capabilities to Perini’s leading commercial construction franchise Over $17 billion of gaming and hospitality projects targeted to be Commercial awarded by 2009 Non-residential construction expected
Slide 15: Significant Pro Forma Backlog and Targeted Projects
Significant Pro Forma Backlog and Targeted Projects The combined company will have approximately $50 billion in combined backlog and near-term targeted projects Over $40 billion of targeted projects 2008 and 2009 $9 billion of backlog as of 12/31/07 Perini Backlog Tutor-Saliba Backlog Total Targeted
Slide 16: Increases Size, Scale and Diversity
Increases Size, Scale and Diversity Substantially expands revenue, EBITDA, backlog and new business opportunities Creates largest US-listed civil and commercial general contractor(1) Adds geographic diversity Augments U.S. Building and Civil footprint, while expanding international presence Leadersh
Slide 17: The Civil Opportunity
The Civil Opportunity Tutor-Saliba has a long, demonstrated history of consistent profitability on civil projects ~15% average gross margin over last 10 years Opportunity to enhance and stabilize Perini Civil margins Substantial management depth in Tutor-Saliba Civil Opportunity to leverage / share
Slide 18: Attractive Synergy Opportunities
Attractive Synergy Opportunities Share best practices and leverage management resources Utilize Perini’s hospitality/gaming platform Leverage Tutor-Saliba’s superior civil platform Bring PMSI management and resources to Tutor-Saliba’s Guam operation Increased capabilities in higher margin self-perfo
Slide 19: Integration Plan
Integration Plan Jointly developed integration plan utilizing best practices from both companies Consolidate corporate offices and co-locate executive management team Tutor-Saliba gaming and hospitality integrated into Perini platform Perini civil led by Tutor-Saliba’s management Guam operations led
Slide 20: History of Successful Acquisitions
History of Successful Acquisitions James A. Cummings, Inc. Acquired in October 2005 Acquired in January 2003 $697 million in revenue when $98 million in revenue when acquired, acquired, growing to $1.25 billion in growing to $297 million in 2007 2007 Improved position in education and Expanded posit
Slide 21: Strong Financial Position
Strong Financial Position Substantial pro forma liquidity 6% total debt / total capitalization Enhanced access to surety bonding Estimated Pro Forma ($ in millions) 12/31/07 Cash and Cash Equivalents $510 Liquidity (1) 624 Debt 73 Market Capitalization (2) 1,946 (1) Cash and unfunded revolving credi
Slide 22: Financial Highlights & Guidance
Financial Highlights & Guidance Full Year 2008E Perini Tutor-Saliba Revenue ($bn) $5.0 – $5.4 $1.4 – $1.5 Operating Profit ($mm) $150 – $165 $85 – $95 Operating Margin (%) ~3% ~6% The transaction is expected to be slightly dilutive to FY2008 EPS and accretive to the first full fiscal year (FY2009) d
Slide 23: The Combined Perini Tutor-Saliba
The Combined Perini Tutor-Saliba The combination of Perini and Tutor-Saliba creates the premier publicly traded civil and commercial construction services firm in the US $9 billion pro forma backlog and $40 billion of targeted projects Pre-eminent gaming and hospitality contractor Leading and profit
Slide 24: Perini
Perini 23