Florida Rock Industries — Manufacturing and Materials Conference (BB&T Capital Markets) 2007
33 slides from Florida Rock Industries's conference presentation, Mar 22, 2007
Slide 1: Manufacturing and Materials Conference
VMC fis) NYSE | 50 years, 1956-2006 Materials Company Manufacturing and Materials Conference BB&T Capital Markets March 21, 2007
Slide 2: Forward-Looking Statements
fgg) Forward-Looking Statements fisc) NYSE | 50 years, 1956-2006 Certain matters discussed in this document, including expectations regarding future performance of Florida Rock and Vulcan Materials, contain forward-looking statements that are subject to risks, assumptions and uncertainties that coul
Slide 3: Important Information
sazg) Important Information NYSE | 50 years, 1956-2006 This document may be deemed to be solicitation material in respect of the proposed transaction. In connection with the proposed transaction, a registration statement on Form S-4 will be filed with the SEC. SHAREHOLDERS OF FLORIDA ROCK ARE ENCOUR
Slide 4: America's Most Admired Companies 2007
vMC fis) NYSE March 2007 America’s Most Admired Companies 2007 — Fortune Magazine 50 Years, 1956-2006 #1 in our industry #1 in all 8 judging criteria Top 10 of all Fortune 1000 companies in social responsibility and long-term investment Top 20 for financial soundness and use of corporate assets VEWi
Slide 5: Strategic Objectives to Add Value
Fagg Strategic Objectives to Add Value 50 Years, 1956-2006 mVMC v Leveraged coast-to-coast footprint Shareholder Return sap soo = Large, high growth U.S. markets F< | 1Year = Diversified regional exposure v Profitable growth 169% 3 Year = Quality top line growth 171% 5 Year = Execute strategic acqui
Slide 6: Financial Highlights, 2006
seeg) Financial Highlights, 2006 Piisci) NYSE |) 50 Years, 1956-2006 (Millions, except EPS) 2006 2005 %Chg Net Sales $3,041 $2,615 16% Gross Profit $932 $708 32% % of Sales 30.6% 27.1% 3.5 pts Op. Earnings $695 $476 46% % of Sales 22.9% 18.2% 4.7 pts Diluted EPS, Cont. Ops $4.79 $3.30 45% Net Earnin
Slide 7: Vulcan - Outstanding Financial Performance
say Vulcan - Outstanding Financial Performance NYSE | 50 years, 1956-2006 Net Sales Earnings per Share 44000 $5.00 3,500 10 Year CAGR 11% 3,000 3 Year CAGR 14% eal AO EARC RGR E29 3 Year CAGR 28% 2,500 $3.00 2,000 1,500 $2.00 4,000 $1.00 500 ot $0.00 + ‘96 '97 "98 ‘99 ‘00 ‘01 ‘02 ‘03 ‘04 ‘05 ‘06 ‘96
Slide 8: Strategically positioned in the fastest growing markets
fis) YSE | 50 Years, Strategically positioned in the fastest growing m N Top 10 Aggregates-Served State Aggregates-Served State a | Metropolitan areas projected to experience the largest absolute population growth 2000 - 2010 March 2007 Source: National Planning Association, November 2006,
Slide 9: Strategically positioned in the fastest growing markets
vMC Piisci) N Strategically positioned in the fastest growing markets IYSE | 50 Years, 1956-2006 Top Four U.S. Growth States from 2000 to 2030 Vulcan States Growing More Rapidly Than U.S. (Projected Absolute Population Growth Over 10-Vear Periods) 6,000 5,000 | ll 4,000 3,000 2,000 1,000 0 March 200
Slide 10: Aggregates — U.S. Market Fundamentals Are Attractive
Aggregates — U.S. Market Fundamentals Are Attractive — Location and quality of reserves are critical Primarily local markets due to high weight-to-value ratio Highly fragmented industry Relatively stable demand due to public funding Public Private fi Construction End Construction En = Diverse end ma
Slide 11: Future Supply
March 2007 Future Supply fis) NYSE | 50 years, 1956-2006 Aggregates Reserves Billions of Tons location and quality of reserves are critical 1996 Vulcan Reserves Shipments Additions 2006 Vulcan Reserves
Slide 12: Differing characteristics of the major end uses for aggregates
Differing characteristics of the major end uses for aggregates 50 Years, 1956-2006 March 2007 Major End Market Residential Non-residential Highways Airports, sewer, water and utilities Aggregate Intensity Low Low/Medium High Medium Demand Drivers Employment, interest rates Employment, income, intere
Slide 13: End Market Demand — U.S. Residential Construction
saggy) End Market Dem U. S. Residential Construction piisiio] NYSE | 50 Years, 1956-2006 8 Inventory of Single-Family Housing 5 (Months) 6 & 4 34 24 1 Lae Jan-20 Jano ‘Jan-02 ‘Jsn-03 Jen-04 Jen-05 Jen-06 Source: Census Bureau, rs00 7 (1) Single ™ ingle Family Starts —* Mortgage Rates (R) 30vr. 18 Ra
Slide 14: End Market Demand — U.S. Private Non-Residential Construction
March 2007 saggi End Market Demand — U.S. Private Non-Residential Construction 50 Years, 1956-2006 Annual Construction Put-in-Place 250 150 100 1976 1986 1996 2006 Monthly Construction Put-in-Place Dec 06" 175+ Billions of 96$ 99' 00's o's 2's’ a's st Source: U.S. Department of Commerce and Company
Slide 15: Relatively stable demand from public construction
Relatively stable demai ‘om public constructi Bisco] NYSE | 50 Years, 1956-2006 Billions of tons (L) Billions of '96$ (R) 355 - $200 MM Public Construction Put-in-Place 3.04 —@— U.S. Aggregates Volume 2.55 | $150 2.0 5 1545 r $100 1.0 5 § 0.5 4 0.0 | | $50 76 86 96 06 Sources: US Department of Comme
Slide 16: End Market Demand — Federal Funding Levels for Highways
March 2007 End Market Demand — Federal Funding Levels for Highways 50 Years, 1956-2006 Annual Funding of Federal Highways (Fiscal Year 98'-09') TEA-21 SAFETEA 45 WN Fy98' FY0O' FYO2' FY04' FYO6' FY08' Ava. Annual Amount (FY98'-04') vs (FY05‘-09") VMC served states +32% Other states +28% Total U.S. +
Slide 17: Long term outlook for transportation construction in California remains promising
Long term outlook for transportation construction in California remains promising E | 50 Years, 1956-2006 Proposed FY 2008 Budget allocations at record level for new transportation projects People Added 2006-2025 — FY 2008B $5.8 billion ieee — FY 2007E $4.6 billion Bf cicee — FY 2006A $4.2 billion E
Slide 18: Transaction structure and merger consideration
fis) NYSE | 50 years, 1956-2006 March 2007 Structure One-step merger with cash/stock election, subject to pro-ration Merger Consideration Total consideration: approximately $4.6 billion Cash: $67.00 per share for 70% of the shares Stock: 0.630 fixed exchange ratio for 30% of the shares Total blended
Slide 19: Strategic Rationale for Florida Rock Acquisition
March 2007 ic N Strategic Rationale for Florida Rock Acquisition IYSE | 50 years, 1956-2006 Logical, natural business fit Enhances Vulcan’s position in fast growing, highly-attractive Florida markets Expands our geographic footprint and further diversifies regional exposure Builds on our successful
Slide 20: Strategic Rationale for Florida Rock Acquisition
Strategic Rationale for Florida Rock Acquisition Logical, natural business fit = Enhances Vulcan’s position in fast growing, highly-attractive Florida markets = Expands our geographic footprint and further diversifies regional exposure = Builds on our successful aggregates-focused business mix in to
Slide 21: Strategic Rationale for Florida Rock Acquisition
Strategic Rationale for Florida Rock Acquisition 50 Years, 1956-2006 Logical, natural business fit = Enhances Vulcan’s position in fast growing, highly-attractive Florida markets = Expands our geographic footprint and further diversifies regional exposure = Builds on our successful aggregates-focuse
Slide 22: Outstanding Financial Performance By Both Companies
Outstanding Financial Performance By Both Companies 50 Years, 1956-2006 Net Sales 10 Year CAGR 11% 3 Year CAGR 14% Vulcan 300 Materials ,5., ‘9697 9898 ODL 2 "FOF 06 10 Year CAGR 12% 3 Year CAGR 22% 96°97 9899.00 GL 02 2 D4 05 D6 Note: Net Sales are $ in Milions. EPS is from Continuing Operations an
Slide 23: Outstanding Financial Performance By Both Companies
Outstanding Financial Performance By Both Companies 50 Years, 1956-2006 Vulcan Materials March 2007 Net Sales 10 Year CAGR 11% 3 Year CAGR 14% ‘9697 9898 ODL 2 "FOF 06 10 Year CAGR 12% 3 Year CAGR 22% sao $3.00 200 1.00 Earnings per Share 10 Year CAGR 10% 3 Year CAGR 28% 10 Year CAGR 20% 3 Year CAGR
Slide 24: Capital Structure Benefits
Capital Structure Benefits 50 Years, 1956-2006 Vulcan Materials Total Debt / Total Capital 50% Pro Forma Total Debt/Total Capital 40% 30% 51% 20% 21% 10% 2% Note: Year-end ratio unless noted otherwise 0% + Vulcan* Florida Rock* At Closing 1Q 1999 2000 2001 2002 2003 2004 2005 2006 1999 = Vulcan capi
Slide 25: Future Supply — location and quality of reserves are critical
Future Supply — location and quality of reserves are critical NYSE | 50 years, 1956-2006 Aggregates Reserves ee Average Reserve Life Billions of Tons** Years* > ae x ee a l] | 1996 Vulcan Shipments Additions 2006 Vulcan Florida Rock Pro Forma ‘Vulcan Florida Rock Reserves: Reserves Reserves Combined
Slide 26: Aggregates-Focused Business
March 2007 Aggregates-Focused Business NYSE | 50 years, 1956-2006 $4.3 Billion 2006 Pro Forma Combined Net Sales Aggregates* 60% Asphalt. 10% Other, ore Concrete Cement 22% 5% * all aggregates sales Asphalt and Concrete*** all ‘Aggregates** 88% Cement 5% “*aggregates sales plus asphalt and concrete
Slide 27: Vulcan's Coast-to-Coast Footprint
vMc fis) NYSE, Vulcan's Coast-to-Coast Footprint 50 Years, 1956-2006 March 2007
Slide 28: Florida Rock Footprint
rpg) Florida Rock Footprint NYSE | 50 Years, 1956-2006 8 R z 1 Aggregate Facilities + Concrete Facies ‘Cement Faciities
Slide 29: Expanded Geographic Footprint
Expanded Geographic Footpri * Vulcan Aggregates, Asphalt, and Concrete * Florida Rock Aggregates, Cement, and Concrete March 2007
Slide 30: Strategically Positioned in High Growth Markets
Strategically Position 50 Years, 1956-2006 Top Four U.S. Growth States from 2000 to 2030 Vulcan and Florida Rock States Growing (Projected Absolute Population Growth Ov 6,000 5 (in 000's) 5,000 + 4.0% 4,000 3.5% 3.0% 3,000 25% 2.0% 2,000 + 15% 1,000 | 1.0% 0.5% 0.0% ed in High Growth Markets fer 10-
Slide 31: Presentation Highlights
Presentation Highlights v¥ Throughout its 50-year history, Vulcan has a proven track record of adding value for its shareholders v¥ 2006 was another year of record results and earnings growth Vv Strategically positioned in high growth markets v The announced combination of Vulcan and Florida Rock is
Slide 32: Manufacturing and Materials Conference
vc fis) NYSE |) 50 years, 1956-2006 Materials Company Manufacturing and Materials Conference BB&T Capital Markets March 21, 2007
Slide 33: Appendix — EBITDA Reconciliation
March 2007 Appendix — EBITDA Reconciliation 50 Years, 1956-2006 Reconciliation of Net Cash Provided by Operating Activities to EBITDA (FY 2006 $millions) Vulcan Florida Materials Rock Net Cash Provided by Operating Activities $579 $292 Changes in operating assets and liabilities before initial effec
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