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0 Votorantim Cimentos Acquisition of Prairie Material Sales, Inc. TRANSACTION OVERVIEW On February 7, 2008 Votorantim Cimentos North America announced the acquisition of Bridgeview, IL-based Prairie Material Sales, Inc. (“Prairie” or the “Company”) and certain affiliated businesses including ready-mix concrete operations and aggregates business for ~$450MM Prairie has been wholly owned and operated by the Oremus family for over 60 years Company operates 81 ready mixed concrete plants (IL, IN, MI, WI) and 17 mines of aggregates (IL, IN) in addition to deposits and trucks for transporting materials (fleet of 1,150 concrete-mixer trucks) FY2007 sales and EBITDA of ~ $450MM and ~$41MM, respectively In FY2007 the Company produced and traded 5MM m 3 of concrete and 6.5MM tons of aggregates in the U.S. Transaction excludes Illinois Brick Co., Prairie’s masonry dealer with 12 northern and central IL yards and showrooms (FY2007 sales ~$33MM) Prairie’s operations will be merged into Votorantim’s North American subsidiary, Votorantim Cement North America (“VCNA”) and will be operated jointly with St. Marys Cement headquartered in Toronto, Canada Prior to the transaction Prairie was an existing customer of VCNA purchasing >60% of the cement produced at VCNA’s Dixon unit in IL Company will operate under Prairie Material Sales brand in IL, WI, IN, and MI VCNA retained the Company’s management team, including Will Glusac, who was appointed President in late 2006 VCNA is the North-American subsidiary of Votorantim Cimentos, an international cement manufacturer and part of the Votorantim Group of companies, one of Brazil's largest industrial conglomerates with sales of ~$17B STRATEGIC RATIONALE Prairie’s operations are a strategic fit with Toronto-based, St. Marys Cement Acquisition of Prairie allows VCNA to be vertically integrated in the Great Lakes region Post-acquisition VCNA holds ~30% market share in cement, concrete and aggregates in Great Lakes region VCNA focused on growing operations in the U.S. and Canada despite softness in the N.A. construction industry VALUATION SUMMARY (a) Valuation range per press release dated February 12, 2008. (b) Press Release dated February 7, 2008. Assumes that revenue and EBITDA for Illinois Brick Co. was $33MM and $3MM, respectively. VOTORANTIM – PAST NORTH AMERICAN AQUISITIONS Source: Capital IQ and publicly announced data. PRAIRIE MATERIAL SALES – KEY FACTS Source: Press Release dated February 07, 2008.
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1 PRAIRIE MATERIAL SALES - BUSINESS DESCRIPTION Prairie Material Sales, Inc. (“Prairie” or the “Company”) produces ready mix concrete and building materials Customers include contractors, architects/engineers, do-it-yourself enthusiasts and students The Company operates in Illinois, Indiana, Michigan and Wisconsin Products include: Ready mix concrete: offers six bag mix, lightweight concrete, high performance concrete, flowable fill, self consolidating concrete and architectural concrete Also offers chemical admixtures such as air-entraining agents, water- reducing chemicals, retarding chemicals, accelerating chemicals and plasticizers Operates ready mix operations in IL, IN, MI and WI Applications include road building; pavements; residential, commercial and high rise constructions; parking structures; patios; and walkways Aggregates: offers ready mix, limestone and agricultural fill Operates five stone quarries and 10 sand and gravel pits Primary markets include IL, WI and IN Cartage: provides material handling and transportation services for cement and aggregates through A Number 1 Express and Cartage Co. Bricks and pavers: operates through Illinois Brick Company (business not sold to Votorantim) Offers face and paving brick; natural, architectural and manufactured stones; hardscape and landscape products; and masonry materials and tools Operates through 12 locations in DesPlaines, Chicago, Hazelcrest, Palos Hills, New Lenox, Elgin, Bridgeview, DeKalb, Schaumburg, Woodstock, Kankakee and Aurora REPRESENTATIVE PRODUCT PORTFOLIO Aggregates Concrete Bricks and pavers Cartage Votorantim Cimentos Acquisition of Prairie Material Sales, Inc.
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2 PRAIRIE MATERIAL SALES – LOCATIONS Ready mix Aggregate Brick Votorantim Cimentos Acquisition of Prairie Material Sales, Inc.
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