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28 January 2016

Zoomlion offers US$3.28 billion for Terex

First publishedon www.AggBusiness.com

US construction equipment manufacturer giant Terex is considering a US$3.28 billion takeover offer from a leading Chinese manufacturer.

Zoomlion Heavy Industry Science & Technology Company (Zoomlion) – one of China’s biggest construction equipment firms - has made an unsolicited offer of $30 per share. Terex has confirmed entering into a confidentiality agreement with Zoomlion and is in discussions, but said the company remained committed to its proposed merger with Finland-based Konecranes.

A Terex statement said: “Consistent with its fiduciary duties, the Terex board of directors, in consultation with its legal and financial advisors, is carefully reviewing the Zoomlion proposal to determine the course of action that it believes is in the best interests of Terex shareholders. Terex will have no further comment until the Board has completed its review.”

A statement from the Zoomlion board of directors posted Wednesday on the company’s website said: “The Company did, in the past few months, engage in discussions with Terex regarding the Proposed Transaction, and has made a non-binding acquisition proposal to the board of directors of Terex.

The Company considers the Proposed Transaction to be a good opportunity for the strategic transformation of the Company, the extension and upgrading of its industrial chain and the creation of international synergy between its productivity and production costs. In addition, the Company considers the Proposed Transaction to be beneficial to the Company’s globalisation strategy and for enhancing the performance of the Company.

The Company has obtained an overseas acquisition report confirmation letter from the relevant PRC governmental authority in connection with the Proposed Transaction. The Company has also obtained financing support from certain financial institutions for the Proposed Transaction. The Company will continue to actively proceed with the Proposed Transaction.

As at the date of this announcement (27 January 2016), the Company is still in discussions with Terex regarding the Proposed Transaction. The Company and Terex have only signed a confidentiality agreement in respect of the Proposed Transaction and no other binding agreement has been entered into in relation to the Proposed Transaction. The Company is currently unable to predict whether the Proposed Transaction will materialize.”

In China, Zoomlion is behind only XCMG and Sany in its annual sales. It achieved sales of $4.4 billion in 2015, compared to Terex’s $7.3 billion.

The ambitious Asian manufacturer acquired Sittingbourne Powermole in 2003 and Italian concrete pump manufacturer Cifa in 2008.

If the acquisition of Terex is agreed, Zoomlion will gain Terex’s factories in Coventry and Northern Ireland, where Powerscreen and Terex Finlay are based. Zoomlion would also acquire the Genie aerial work platform business and Demag cranes.

Terex is currently going through a merger with Konecranes, manufacturers of factory and dockside cranes. The Terex directors said that this process would continue for the time being, concurrently with the Zoomlion talks. Konecranes directors are also reported by a number of media sources as remaining committed to the merger with Terex.

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