WESTPORT, Conn. — Westport, Conn.-based Terex Corp. announced that it has signed an agreement and plan of merger with Redmond, Wash.-based Genie Holdings, one of the aerial work platform industry's leading manufacturers, for $75 million. Terex will acquire Genie with $64.9 million in Terex common stock and $10.1 million in cash, subject to adjustment.
In accordance with the agreement, the exchange ration of Terex shares for Genie shares will be based on the average closing price of Terex stock for the 10 consecutive trading days prior to the closing date. Based on the current share price of its common stock, Terex expects to issue about 3.2 million shares of common stock to Genie shareholders. Terex will also refinance about $195 million of Genie debt.
The transaction is subject to customary closing conditions, including regulatory approval and is expected to close in the third quarter.
“The acquisition of Genie is an excellent opportunity for us and meets all of our acquisition criteria,” said Ron DeFeo, Terex chairman and CEO. “Genie is a strong global brand with significant market share, and this acquisition diversifies our product offering with the addition of a complete line of aerial work platforms. This is a business sector that three to four years ago had too many manufacturers and too much manufacturing capacity. However, the market has since corrected this imbalance and today Genie is one of two significant players in North America and three in Europe.
“From a financial perspective, we expect Genie will add approximately $575 million in pro forma revenues, $0.20 - $0.30 per share in earnings, and provide a return on invested capital in excess of 20 percent.”
Genie president Bob Wilkerson will continue with Terex as president of Genie.
“With the proposed acquisition of Genie and the pending Demag acquisition, we expect to close during the third quarter, Terex' pro forma 2001 revenues would be approximately $3.4 billion, clearly making Terex one of the largest companies in the construction and mining business,” DeFeo added. “The acquisition of Genie gives Terex a more complete, rental-friendly portfolio,” industry consultant Dan Kaplan told RER. “It makes Terex more of a one-stop-shop, with the addition of a top-of-the-line product such as Genie, with its strong quality and outstanding sales force.”
