![]() Acquisition of Tekla Exhibit 99.1 |
![]() Safe Harbor Certain statements made in this press release include forward-looking statements within the meaning of Section 21E of the Securities Exchange Act and are made pursuant to the safe harbor provisions of the Securities Litigation Reform Act of 1995. These statements include, among others, expectations for future financial market and economic conditions, the ability to deliver revenue and other financial projections. These forward-looking statements are subject to change, and actual results may materially differ from those set forth in this press release due to certain risks and uncertainties. Factors that could cause or contribute to changes in such forward-looking statements include, but are not limited to (i) realizing the anticipated benefits of the acquisition of Tekla, (ii) successfully completing the acquisition of Tekla’s shares and the timing of such acquisition, (iii) Trimble’s ability to successfully integrate Tekla’s products and services and (iv) the risks and uncertainties associated with unexpected expenditures or assumed liabilities that may be incurred as a result of the acquisition and retaining key Tekla personnel and customers. Any failure to achieve predicted results could negatively impact Trimble’s revenues, cash flow from operations, and other financial results. Trimble’s financial results will also depend on a number of other factors, including the risks detailed from time to time in reports filed with the Securities and Exchange Commission, including its quarterly reports on Form 10-Q and its annual report on Form 10-K. Undue reliance should not be placed on any forward-looking statement contained herein, especially in light of greater uncertainty than normal in the economy in general. These statements reflect Trimble’s position as of the date of this release. Trimble expressly disclaims any undertaking to release publicly any updates or revisions to any statements to reflect any change in Trimble’s expectations or any change of events, conditions, or circumstances on which any such statement is based. |
![]() Overview of Tekla Founded in 1966 Headquartered in Espoo, Finland Listed on NASDAQ OMX Helsinki exchange Leading provider of digital information model based software for the building & construction and infrastructure & energy industries (>5,000 Tekla Structures customers) Strong historical financial performance with strong operating leverage and growth opportunities – Revenue of €58m in 2010, 16% y/y growth – High-margin software & recurring maintenance revenue – EBITDA of €12m in 2010, 20% historical margins Operates in two business areas – Building & Construction (B&C) software (74% of 2010 revenue) – Infrastructure & Energy (I&E) software (26% of 2010 revenue) ~500 employees in 15 countries Trimble and Tekla have collaborated since 2008 |
![]() Tekla Key Offerings Tekla Structures – A leading 3D building information modeling (BIM) tool for every stage of design and construction – Based on leading applications for steel & concrete construction modeling, detailing and fabrication support – Robust & scalable technology easily extensible for field use Key features: – Tracks construction model changes and associated interdependencies including component changes, scheduling, costs and part sourcing – Measureable models facilitate fabrication and field information – Comprehensive platform captures design intent, building performance and sequential info; can extend to supply chain and maintenance operations |
![]() Tekla’s solutions have been used to design and engineer innovative and high-profile projects |
![]() BIM Benefits Clash detection across trades – Eliminates rework Model-based precise cost estimation – Greater assurance in competitive bids & predictable execution Construction planning and coordination – Improved scheduling and sequencing of multiple trades Improved communication across stake holders – 3D visualization Supply chain management – Streamlines plan to purchase order process; achieves visibility from equipment yard to installation – Reconciles “just in time” delivery with work crew availability BIM is a process utilizing a 3D parametrically correct (“smart”) model that allows architects, engineers, contractors and owners to analyze, construct and manage a building Potential Savings: 3-5% of total project costs (worldwide estimated non-residential project spending ~ $1.7 trillion)* *Source: IHS Global Insights |
![]() Trimble’s focus is those elements of the process that improve construction operations |
![]() Tekla’s 3D BIM is a natural extension of Trimble’s Connected Construction Site Solution portfolio Survey Design Feasibility Planning Estimate Earthworks Building & Construction Maintain & Operate |
![]() ![]() Scan to BIM BIM to Field 3D Laser scanning to capture as-built conditions Positioning of anchor bolts, forms, foundations BIM, integrated with intelligent tools on site, transforms building construction economics 3D Constructible Model |
![]() Intelligent Model Crossing Trades High Value Trade Specific Solutions Deployment of digitally enabled tools Tekla extends a multi-year strategy and is core to integrating the construction model Owner/General Contractor Steel/Concrete Site Prep Mechanical/HVAC Electrical Intelligent Tools BIM Platform |
![]() The market has significant growth potential – driven by cyclical recovery, current low penetration and significant market trends Market Trends Worldwide market penetration currently < 10% – North America – leading adopter – Europe – moving out of early adopter stage – ROW – early stages Rapid transition from 2D to 3D models Modeling role moving from engineers to contractors Construction economics driving emphasis on pre-fabrication of structural steel and mechanical elements Functionality in information solutions progressing rapidly to a “5D” solution – “3D” construction model – “4D” construction model + schedule – “5D” construction model + schedule + cost |
![]() Tekla products complete Trimble’s portfolio in building construction and extend capabilities in infrastructure and utilities |
![]() Tekla solutions complement Trimble's vision for “Solutions at Every Phase” for the energy sector Integrated processes and technologies for managing field activities and mobile resources to enable improved efficiency, asset management and customer service Managing The Work The Worker The Mobile Assets |
![]() Mobile asset management Mobile resource management Combined office solutions with smart tools on site, can transform work process for energy applications Work management |
![]() The combination creates significant strategic and financial leverage A unique portfolio of workflow & productivity solutions for complex construction projects A highly capable, worldwide distribution organization with significant cross-sell opportunities Scale to both companies’ infrastructure & energy businesses Leverage in enabling significant incremental revenue growth off the current cost structure |
![]() Deal Elements |
![]() Transaction and Financial Impact Tekla will join Trimble’s Engineering & Construction segment, which represented 56% of 2010 revenues Plan to operate business as an independent unit Attractive financial profile – recurring revenues and high margins – Significant operating leverage driven by sector recovery and exposure to emerging markets Transaction impact – Excluding the EPS impact of a one-time, non-cash write-down on Tekla’s existing deferred revenue of ($0.06) per share, the transaction would be immediately accretive to 2011 non-GAAP EPS by $0.01 to $0.03 per share – Estimated to be accretive to 2012 non-GAAP EPS by $0.08 to $0.10 |
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