With a self-imposed deadline looming, Terex Corp. has called off talks with Zoomlion Heavy Industry Science and Technology Co. for the China-based equipment maker to acquire the U.S.-based company. Terex had announced on May 16 that it would be selling its material-handling and port-solutions [MHPS] business to Finland-based Konecranes for $1.3 billion; that deal is expected to close in January 2017.
The announcement came close to a self-imposed May 31 deadline for Zoomlion to acquire Terex before the sale of the MHPS segment to Konecranes. Terex at the time had said it was open to Zoomlion acquiring Terex with or without the MHPS segment, but today’s announcement removes both of those options. Terex previously had agreed in August 2015 to a “merger of equals” with Konecranes, but an unsolicited $30-per-share takeover offer from Zoomlion in February 2016 derailed those plans.
“The board of directors and management of Terex worked diligently to determine if an appropriate transaction with Zoomlion, beneficial to Terex shareholders, was achievable,” said David Sachs, Terex board chairman, in a press statement. “Unfortunately, after many months of discussions, Zoomlion was unable to provide a fully financed, binding proposal for the purchase of Terex with or without MHPS. This ends the prolonged period of uncertainty that this process has brought to Terex and its customers, team members and shareholders.”
Zoomlion, China’s second-largest equipment manufacturer after Sany Heavy Industries Co., has been looking to expand internationally as the Chinese construction market has slowed in recent years. Reporting an 85% drop in profits last year, the company is struggling with overcapacity issues in its home market.
In a May 27 statement, Zoomlion said, “Although the parties to the transaction have made their joint efforts to closely negotiate on the proposed transaction recently, no agreement can be reached on the crucial terms.” While it has ended talks with Terex, Zoomlion maintains that it “will continue to seek strategic opportunities for its long-term development and further procure its strategic transformation and industrial upgrading.”
The sale of the MHPS segment would appear to be beneficial to both companies, providing Terex with much-needed cash to pay down its debts and granting Konecranes ownership of the Terex business unit with which it had progressed the furthest in the merging process. “The proceeds will significantly reduce Terex’s debt levels and improve our balance sheet, providing us with the ability to buy back shares and invest in our remaining businesses,” said Terex CEO John Garrison. “As a 25% shareholder of Konecranes, Terex will be able to share in the synergies and economic upside of the combined MHPS and Konecranes businesses.”
Echoing the positive sentiment, Konecranes CEO Paul Routila said in a statement that the two companies’ “complementary range of MHPS equipment will give us a complete product offering. The acquisition will significantly expand our international presence to better compete in the global markets.”
With the end of the talks with Zoomlion and the finalization of the deal with Konecranes, Terex’s future is looking wildly different from where it was only a few months ago. The company has not said if it will pursue other mergers or acquisitions in the near future. In a press statement, Terex’s Sachs said, “The board is confident in our global management team and with Terex’s prospects for the future.”