Pulte Homes and Del Webb Announce $1.8 Billion Merger Creating Nation's Largest Homebuilder

Business Wire, May 1, 2001

Business Editors

BLOOMFIELD HILLS, Mich. & PHOENIX--(BUSINESS WIRE)--May 1, 2001

Combination Forms Market Leader Across All Home Buying Segments

In Support of Pulte Homes' Homeowner for Life(TM) Strategy

Pulte Homes (NYSE: PHM) and Del Webb Corporation (NYSE: WBB) today announced that their boards of directors have approved a definitive merger agreement, under which Pulte Homes will acquire all of the outstanding shares of Del Webb in a tax-free stock for stock transaction. The combination of Pulte Homes and Del Webb will create a $6.0 billion revenue powerhouse with a size, geographic presence and product portfolio that is unrivaled in the homebuilding industry.

The transaction value will be based on a 15-day average of Pulte Homes' closing stock price for a period ending three days prior to Del Webb's stockholder meeting. If the average price were equal to Pulte Homes' closing stock price of $46.78 on April 30, 2001, the transaction would have an equity value of approximately $800 million, or $40.51 per Del Webb share, subject to adjustment pursuant to the merger agreement. Pulte Homes also would assume Del Webb's outstanding debt, which was approximately $1.0 billion at March 31, 2001. The transaction will be accounted for as a purchase and is expected to be accretive to Pulte Homes' cash flow and earnings per share in the first full year of operations. The companies anticipate that the transaction should be completed within three months.

Together, Pulte Homes and Del Webb will hold leading market positions throughout the United States in all buyer segments with home prices ranging from $90,000 to over $1 million. The combined company will also hold the commanding position in the active adult segment, widely recognized as the fastest-growing demographic segment of the market.

Based on most recent 12-month results, Pulte Homes and Del Webb delivered more than 28,000 homes across 44 markets in the United States. The two companies also have a greater than 5% market share in one-third of their domestic operating markets, which are among the fastest growing population centers in the country. The combination of complementary products and land positions will enable Pulte Homes to rapidly introduce Del Webb's powerful brand name into new markets where Pulte Homes already has established operations. At the same time, both companies can now capitalize on Del Webb's land positions in some of the nation's fastest-growing markets in Arizona, California, Illinois and Nevada to further expand market share. The combined company expects to realize significant operating efficiencies, at both a national and local market level, from the combined operating volumes.

Robert K. Burgess, chairman and chief executive officer of Pulte Homes, said, "This combination raises Pulte Homes' operations to an entirely new level, and provides a vital piece in our Homeowner for Life(TM) strategy of serving homebuyers throughout each stage of their lives. With our strong brand names and combined deliveries of 10,000-plus active adult homes annually, we now have a competitive advantage in serving the fastest-growing segment of the home buying market. With pro forma revenues of $6.0 billion and EBITDA of $656 million the combined company will be the largest and most profitable homebuilder in the country. At the same time, the company's increased scale, scope and liquidity combine to create compelling investment attributes for institutional investors and individuals seeking to invest in the homebuilding industry."

LeRoy C. Hanneman, president and chief executive officer of Del Webb Corporation, said, "This is a winning combination for both companies' shareholders. Based on today's prices, I anticipate that Del Webb's shareholders will receive a significant premium for their Del Webb shares. This combination offers unprecedented potential as the unique strengths and attributes of two market leaders are joined. The dedication to quality and innovation will provide customers with homes that not only meet their housing needs, but also improve their quality of life. Additionally, creating a more diverse company with a larger and stronger workforce will provide Del Webb's employees enhanced opportunities. Together, there will be the necessary scale and resources to accelerate the growth of Del Webb's communities nationwide."

Efficiencies and Cost Savings

Pulte Homes expects this combination to generate significant cost savings through:

- More efficient operations associated with increased volumes in existing
markets. The companies expect this will benefit resource scheduling,
procurement and leverage of local field overhead. In those specific markets
where both companies operate, efficiency gains can benefit both Pulte Homes'
and Del Webb's current and future operations.

- Improved land use efficiency and flexibility by enabling Pulte Homes to
access Del Webb's existing land positions in fast growing markets to accelerate
absorption and improve project returns. The combined company also will be able
to expand Del Webb's business into new markets and leverage Pulte Homes'
networks and infrastructure to create accelerated opportunities to further
expand Del Webb's brand nationwide.

- Leveraging corporate overhead and eliminating redundant costs associated with
maintaining two public companies.