1 M ICHAEL B AKER C ORPORATION 2004 Investor Relations Presentation IPAA Oil & Gas Investment Symposium April 19, 2004
2 Safe Harbor Note with respect to Forward-Looking Statements: This presentation of Financial Review and Operations Review contains forward-looking statements concerning future operations and performance of the Company. Forward-looking statements are subject to market, operating and economic risks and uncertainties that may cause the Company’s actual results in future periods to be materially different from any future performance suggested herein. Factors that may cause such differences include, among others: increased competition, increased costs, changes in general market conditions, changes in industry trends, changes in the regulatory environment, changes in anticipated levels of government spending on infrastructure, and changes in loan relationships or sources of financing, changes in management, and changes in information systems. Such forward-looking statements are made pursuant to the Safe Harbor Provisions of the Private Securities Litigation Reform Act of 1995.
3 Company Overview Leader in Professional Services – Transportation and Civil Infrastructure Engineering – Oil & Gas Production Operations & Maintenance Well Positioned for Revenue Growth – Expanding Onshore Opportunities for Operations & Maintenance Services – Strong Defense and Homeland Security Spending – Transportation Spending Bill Pending Record Backlog Exceeding $1.0 Billion
4 Performance of Core Businesses Guidance
5 Growth Strategy Maximize The Growth Potential Of Our Business Segments Optimize The Profitability Of Our Services Through Business Process Excellence Innovate The Methods In Which We Deliver Our Services To Our Clients Leverage The Skills And Relationships Of The Entire Company
6 Revenue Visibility—Backlog As of December 31, 2003 Does Not Include FEMA or Iraq CM Contracts (> $750 Million)
Earnings Guidance EPS
8 Energy Markets and Services Houston Lafayette London Lagos Caracas Bangkok Anchorage Supply Chain Management O&M Services Manpower Training Recruiting Major and Independent Oil & Gas LOCATION SERVICES CUSTOMERS Abu Dhabi Operations Engineering Total Asset Management Trinidad Algeria
9 Energy Growth Markets Onshore Managed Services Deepwater Gulf of Mexico International
10 Managed Services Market Potential
11 – Genesis – Horn Mountain – Thunderhorse – Atlantis – Mad Dog – Holstein – Nakika – Marlin – Pompano D E E P W A T E R Energy Market Dynamics and Transitions - Gulf of Mexico Small and Mid-Size Independents Purchasing Shelf Properties Major and Large Independents Moving from Shelf to Deepwater and/or International S H E L F – Mid to Small Size – Petronius – Typhoon – Neptune – Gunnison – Boomvang – Morpeth – Allegheny – Canyon Station Baker’s Deepwater Projects
12 San Juan Basin Panhandle, Anadarko and Hugoton Basins Permian Basin Onshore Presents New Opportunities for Managed Services Powder River Basin Green River Basin Energy Market Growth Drivers
13 Energy Market Growth Drivers Onshore Huber Energy – Two Managed Services Agreements – Texas Panhandle & Powder River Basins – $144 Million, 4 Years – Performance-Based – 8% to 12% Margin Potential
14 Energy Market Growth Drivers Texas Panhandle
15 Energy Market Growth Drivers— International Opportunities
16 Energy Sector – Recent Project Awards Thailand Algeria Nigeria Chevron Offshore Limited - Thailand – O&M of Tantawan and Benchamas Fields in the Gulf of Thailand – 5-Year Contract Renewal Worth $6 Million Per Year – Largest, Most Comprehensive O&M Contract Assignment in the Gulf of Thailand – Development and Implementation of Nationalization and Training Programs Nigeria LNG – $8.5 Million Per Year Contract – Comprehensive Maintenance Services for Bonny Island LNG Plant – Training and Nationalization Programs Burlington Resources - Algeria – $5 Million Per Year Contract – O&M Support for Pre-commissioning, Commissioning and Operational Phases of the MLN Field at Berkine – Recruitment, Assessment, and Training of Algerian Nationals Others: – Karachaganak Petroleum Operating (KPO) – Kazakhstan – Ameriven Hamaca Project – Venezuela – Kizomba Surface Wellhead Platform (SWHP) – Offshore Angola Angola Kazakhstan Venezuela
17 Focused Engineering Practice Areas Transportation Federal Sector – Department of Defense – Civilian
18 Federal Sector Growth Drivers Department of Homeland SecurityDepartment of Defense BUDGETS Source: Homeland Security, Budget in Brief, Fiscal Year 2005 ( ) Source: United States Department of Defense, News Release ( ), ( )
19 Federal Sector Growth Strategies Broader and Deeper with Existing Clients Secure Program Management/Mission Support Opportunities Leverage Engineering/Energy Expertise
20 Federal Sector – Recent Project Awards Federal Emergency Management Agency – Up to $750 Million, 5-Year Contract – Multi-Hazard Flood Map Modernization – Major Program Management Role – 10 Regional Management Centers Across U.S. – Performance-Based US-VISIT – +/- $11 Million in Pending Projects – Exit/Entry Assessment/Planning Engineering – Land/Air/Water Points of Entry
21 Federal Sector – Recent Project Awards Iraq Construction Management – U.S. Army COE/CPA – $1.2 Billion, 5-Year, ID/IQ Contract – Stanley Baker Hill Joint Venture – CM Services for Iraq Reconstruction – Leveraging Engineering/Energy Expertise U.S. Army COE – Central Command – $1.5 Billion, 5-Year, ID/IQ Contract – Sub to Parsons Corp. – Operations/Facilities Support in Central Asia, Middle East, Horn of Africa – Planning, Design, Procurement, Logistics, Design-Build
22 U.S. Air Force Center for Environmental Excellence – $2.1 Billion, 5-Year ID/IQ Contract – Design-Build Team with Sundt Construction – A/E Services at DoD Facilities Worldwide – One of 9 Teams Base Realignment and Closure (BRAC) – $1.0 Billion Program – Honey Lake Parcel in California – First Conservation Conveyance of U.S. Army Property – $4.0 Million Program Management/Technical Services Contract – Other Opportunities Identified Federal Sector – Recent Project Awards
23 Transportation Market Growth Drivers TEA-21 Reauthorization Legislation – President: $256 Billion – House: $275 Billion – Senate: $318 Billion Key Baker States Continuing to Award Work Recent Project Wins – Indiana I-69 Design – Ironton-Russell Bridge Design – Fulton Road Bridge Design (Ohio) – Utah Transit Authority Commuter Rail Design – New York State DOT Construction Management of Three Bridges – Environmental On-Call Services for Houston District of TexDOT (renewal) – Engineering Open End for District 12 of PennDOT
24 M ICHAEL B AKER C ORPORATION Financial Overview
25 Total Contract Revenues $405.2 $401.8 (in millions) $ Guidance
26 Income From Operations (in millions) $16.9 $22.8 $ Guidance
27 Operating Performance TOTAL CONTRACT REVENUES Total Reported$390,710$403,222$405,264$425,984 Less Non-Core41,6251,37250— ENERGY120,708158,236162,612175,428 ENGINEERING228,377243,614242,602250,556 Total Core Contract Revenues$349,085$401,850$405,214$425,984 TOTAL OPERATING INCOME (Pre-Corp. O/H) Total Reported$ 17,543$ 31,436$ 28,207$ 21,891 ENERGY9,75912,8439,4985,356 % of Energy Revenues8.1% %5.8%3.0% ENGINEERING16,00718,58316,02517,899 % of Engineering Revenues7.0%7.6%6.6%7.0% Total Core Operating Income (Pre-Corp. O/H)$ 25,766$ 31,426$ 25,523$ 23,255 (in thousands)
28 Earnings Per Share REPORTED EPS$0.65$1.33$1.12$0.25 Pro Forma EPS Core Operating Income25,76631,42625,52323,255 Less Corporate Overhead(6,818)(11,058)(10,980)(15,530) Operating Income18,94820,36814,5437,725 Tax Rate51.0%45.5%45.0%58.0% Provisions for Income Tax 9,6638,8485,9914,480 Net Income9,28511,1017,9993,245 Outstanding Shares (Diluted)8,2388,4258,5158,384 PRO FORMA EPS$1.13$1.32$0.94$0.39
29 Cash Flow NET INCOME$11.2$9.6$2.1 Depreciation & Amortization Other3.2(22.7)(21.8) Cash Provided by/(Used in) Operations19.6(9.1)(14.8) Capital Expenditures(4.1)(11.4)(4.8) Sale/(Purchase) of Investments9.0(1.0)— Receipt/(Funding) of Litigation Escrow(12.7)12.3— Share Repurchase(0.4)—(0.7) Proceeds from Sale of Stock Options0.30.6— Net Borrowings/(Repayments)(2.3)—13.5 Cash (Used in)/ Provided by Investing and Financing Activities(10.2) Net Increase (Decrease) in Cash$ 9.4$(8.6)$(6.8) (in millions)
30 Stock Performance (24 Months) Closing Share Price
31 Balance Sheet ASSETS Cash$ 18.5$ 9.9$ 3.1 A/R Cost in Excess of Billing PP&E Intangibles Other Total Assets$151.6$145.1$173.4 LIABILITIES Trade A/P Accrued Other Long-Term Debt——13.5 SHAREHOLDERS’ EQUITY Total Liabilities and Shareholders’ Investment$151.6$145.1$173.4 Backlog$509.6$545.2$720.7 Shares Repurchased31,300—80,400 (in millions)
32 Conclusion Maximize Growth – Energy Expand Position in Markets with Long-Term Investment Strategy (Onshore, Deepwater, International) Enhance Competitive Position in Historical Markets Via Cost Containment/Reduction (GOM Shelf) – Engineering Continue to Pursue Federal Sector Projects Position in Key States for Renewed Transportation Funding Invest Strategically in Growth Markets
33 Revenue Visibility—Backlog As of December 31, 2003 Does Not Include FEMA or Iraq CM Contracts (> $750 Million)
34 M ICHAEL B AKER C ORPORATION 2004 Investor Relations Presentation IPAA Oil & Gas Investment Symposium April 19, 2004