Acquisition of the Projects, Products and Technology segment of EnergySolutions (“PP&T”)

17 November 2015

1

Important notice

2

The information in this presentation pack, which does not purport to be comprehensive, has been provided by Atkins and has not been independently verified. While this information has been prepared in good faith, no representation or warranty, express or implied, is or will be made and no responsibility or liability is or will be accepted by Atkins as to or in relation to the accuracy or completeness of this presentation pack or any other written or oral information made available as part of the presentation and any such liability is expressly disclaimed. Further, whilst Atkins may subsequently update the information made available in this presentation, we expressly disclaim any obligation to do so.

The presentation contains indications of likely future developments and other forward-looking statements that are subject to risk factors associated with, among other things, the economic and business circumstances occurring from time to time in the countries, sectors and business segments in which the Group operates. These and other factors could adversely affect the Group’s results, strategy and prospects. Forward-looking statements involve risks, uncertainties and assumptions. They relate to events and/or depend on circumstances in the future which could cause actual results and outcomes to differ materially from those currently expected. No obligation is assumed to update any forward-looking statements, whether as a result of new information, future events or otherwise.

3

Acquisition of PP&T for $318 million1

• PP&T is an innovative nuclear engineering services business, comprising 650 people delivering nuclear waste remediation projects, products and technology solutions

• Acquisition creates a global platform and accelerates Atkins nuclear strategy in key markets– North America – proven track record in management of large scale Tier 1

nuclear decommissioning sites– Asia Pacific – technology provides entry into fast-growing new build and

decommissioning markets– UK and Europe – combination enhances our positioning for future

decommissioning markets, especially in Germany• Strategically and financially compelling transaction

– Acquisition significantly enhances our nuclear capability and margin profile– Double-digit earnings enhancing in first full year with ROIC exceeding WACC in

second year post completion.2

1. £206m at USD/GBP exchange rate of 1.542. This statement is not a profit forecast and shall not be interpreted to mean that the future earnings per share of Atkins will necessarily match

or exceed the historical earnings per share of Atkins

55%33%

12% North America

Asia Pacific

UK and Europe

4

Innovative nuclear engineering services business with international reach

• Operations in US, Canada, Japan, China, UK and Germany

• Wide range of technical engineering and programme management services for

– Decontamination and decommissioning of high hazard nuclear facilities

– Environmental remediation of nuclear waste storage sites

• Differentiated position in the marketplace with a portfolio of proprietary nuclear waste treatment technologies

• Significant proportion of North American revenue under long term contracts.

2014 Revenue by geography1

1. Revenue from continuing operations for year ended 31 December 20142. Excludes non-recurring contract losses and one-off costs in UK.

20141

Revenue $281.4m

EBIT $30.7m2

EBIT margin 10.9%2

Transaction rationale

5

Attractive long-term growth

and profitability characteristics

Delivers market leading

positions in key geographies

Differentiates our market

position through unique technologies

Strong management and cultural fit

Delivers attractive financial returns

Significantly enhances our nuclear strategy

Highly complementary customer base

1. Based on Atkins Energy revenue of £182.0m for the year ended 31 March 2015 2. Pro forma for PP&T revenue of $281.4m for the year ended 31 December 2014 (average calendar 2014 USD/GBP rate of 1.65 used)

6

Nuclear – an attractive long-term growth marketNuclear – an attractive long-term growth market• High level of technical engineering expertise, proprietary technologies and deep client

relationships create barriers to entry and drive attractive margins• Decommissioning is a long term market which will benefit from the global ageing assets base;

of more than 400 current reactors worldwide, nearly 75% are more than 25 years old • Both firms have strong expertise in life extension of existing assets, and proprietary

technologies• Major new build investment also creates opportunities for the broader Atkins Group• Atkins’ existing nuclear business has grown at a CAGR of more than 20% since 2011/12,

with operating margins of around 10%.

44%

43%

13%

Atkins standalone revenue split (FY15)1

(£182m)

23%

70%

7%

Combined pro forma revenue split (FY15)1,2

(£353m)Oil & Gas

Nuclear

Power (incl. Renewables)

Highly complementary customer base

7

Our broadened client base will comprise major nuclear players worldwide

PP&T Atkins

Delivers market leading positions in key geographies

8

NorthAmerica

Asia Pacific

UK and Europe

Strong track record as Tier 1 and 2supplier1 in the largest nuclear decommissioning market

Large nuclear market with major growth opportunities in Japan for decommissioning and China for new build

Enhances our market presence and capabilities in UK; creates scale platform to address Germany.

Chalk River, Canada

Fukushima, Japan

Sellafield, UK

1. Tier 1 suppliers receive funding directly from end customer i.e. NDA, DoE; Tier 2 – work for Tier 1 organisations

Differentiated portfolio of innovative technologies

• Portfolio of proprietary intellectual property generates higher margins and creates barriers to entry

• Supports and accelerates entry into new markets

• Designing solutions that include proven technologies for the treatment and stabilisation of high and intermediate hazard level nuclear waste, including vitrification and waste water treatment

– Vitrification technology at Hanford and Savannah River

– Water clean-up technologies at Fukushima

• Collaboration with leading university research teams to develop new technology solutions.

9

Vitrification

Liquid waste treatment

Strong management and cultural fit

• PP&T’s management team will help accelerate further our nuclear strategy

• Key relationships already exist at senior leadership levels

• In a resource constrained industry, PP&T’s skills are in high demand:

– Process development, engineering, design and operational knowhow to reduce hazards posed by radioactive waste pending final disposition

– Field-oriented project management capability

• Industry leading safety performance.

10

11

• Delivers margins above Atkins 8% target

• Double-digit earnings enhancing in first full year1

• ROIC exceeds WACC in second year1

• Acquisition financed from existing available cash and committed bank facilities

• Pro-forma net debt to EBITDA of c. 0.2x (c. 1.4x including net pension deficit)

• Completion expected in Q1 of calendar 2016, subject to US regulatory approvals.

1. This statement is not a profit forecast and shall not be interpreted to mean that the future earnings per share of Atkins will necessarily match or exceed the historical earnings per share of Atkins

Acquisition delivers attractive financial returns

Investment proposition summary

• Acquisition significantly enhances our nuclear strategy

• Delivers market leading position in key geographies

• Improves market presence in our focus regions of North America and Asia Pacific

• Unique technology portfolio offers differentiated market position

• Strong management and cultural fit

• Delivers attractive financial returns.

12

Appendix

13

Savannah River,South Carolina

North America – strong position in the largest nuclear market

• Provides immediate access to Tier 1 and 2 contracts for the management and/or decommissioning of nuclear sites

• Nuclear service solutions for high profile Department of Energy and other Federal projects

• Highly differentiated offering underpinned by technology portfolio

• Track record, technical expertise and critical mass to execute large and complex projects

• Significant proportion of revenue under long term contracts with a strong pipeline of growth opportunities.

14

Chalk River, Ontario, Canada

Hanford,Washington

Oak Ridge,Tennessee

Asia – a large nuclear market with major growth opportunities

1. Management estimates 15

• Japan– Design and supply of water treatment

technologies to Fukushima– Relationship with JAPCo– $2.5bn addressable market over 10 years1

• China– Fastest growing new build market in the world– Completing two major waste management facility

projects at Haiyang and Yangjiang– Opportunity to leverage technology and

leadership role in US market– $4bn addressable market over 10 years.1

Haiyang, China

Fukushima, Japan

PLACEHOLDER

Yangjaing, China

UK and Europe – enhances our market presence and capabilities

• Proven Tier 1 track record enhances our positioning to capitalise on future opportunities

– Atkins already works on a number of high hazard waste facilities including Sellafield, Europe’s largest decommissioning site

• PP&T’s track record in utilising technology is a key differentiator

• Enables Atkins to compete for nuclear operations management contracts in Germany and elsewhere in Europe.

16

Sellafield Pile Fuel Storage Pond

Sellafield First Generation Magnox Storage Pond

If you’d like to find out more visit:www.atkinsglobal.com

17

© Atkins Limited except where stated otherwise.

The Atkins logo, ‘Carbon Critical Design’ and the strapline‘Plan Design Enable’ are trademarks of Atkins Limited.