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Terex Corporation

Terex Corporation

500 Post Road East
Suite 320
Westport, Connecticut 06880
U.S.A.
Telephone: (203) 222-7170
Fax: (203) 222-7976
Web site: http://www.terex.com

Public Company
Incorporated: 1925 as Northwest Engineering Co.
Employees: 6,150
Sales: $2.07 billion (2000)
Stock Exchanges: New York
Ticker Symbol: TEX
NAIC: 333120 Construction Machinery Manufacturing; 333131 Mining Machinery and Equipment Manufacturing; 333923 Overhead Traveling Crane, Hoist, and Monorail System Manufacturing; 333924 Industrial Truck, Tractor, Trailer, and Stacker Machinery Manufacturing

Terex Corporation designs, manufactures, and markets a broad range of heavy machinery for the construction, infrastructure, and mining industries. It holds one of the top positions in the United States and the world in several product areas, including telescopic mobile cranes, tower cranes, mobile crushing and screening equipment, off-highway trucks, surface mining trucks, and hydraulic mining shovels. Terex also produces light construction equipment, such as floodlighting systems, concrete mixers, and traffic control products. Just over half of the companys revenues are generated domestically, with about 29 percent deriving from Europe and the remaining 21 percent elsewhere. The company has almost 40 manufacturing facilities located in the United States, Canada, Europe, Australia, Malaysia, and Thailand.

Forged from 1980s Acquisitions

Although the company was founded in 1925 (as Northwest Engineering Co.), Terex Corporation evolved mainly from numerous acquisitions made by Randolph W. Lenz, the companys chief executive from 1983 to 1995. Lenz, an ex-Marine with a degree in psychology from the University of Wisconsin, began buying and selling real estate in the late 1960s. He served as president of Milwaukee-based Ranmar Enterprises, Inc. and the Network Investment Real Estate Corporation, in Brook-field, Wisconsin. It was in 1981 that Lenz moved into heavy-equipment manufacturing, buying the assets of the FWD Corporation, a bankrupt manufacturer of snowplows and fire trucks in Clintonville, Wisconsin.

Based on his success with FWD, Lenz began to follow a calculated strategy of buying distressed companies at fire-sale prices when he bought Northwest Engineering Co. for $1,200 in 1983. Northwest Engineering had been manufacturing cranes, power shovels, and draglines for more than 50 years, but the company had declared bankruptcy and was only three months from liquidation. When Lenz stepped in, however, the companys focus was changed from manufacturing and assembling new equipment to spare parts.

Northwest Engineering, in turn, bought the construction-machinery division of the Pennsylvania-based Bucyrus-Erie Company in March 1985. At its peak, Bucyrus-Erie had employed more than 700 people, but the company had shut down its production lines in 1983, and the employees that remained were concentrating on spare parts and service. Less than a month out of bankruptcy, Northwest Engineering paid less than $9 million for a company with $20 million a year in sales. Lenz then revived the companys defunct Dynahoe product line: the new Bucyrus Construction Products (BCP) division of Northwest Engineering produced its first backhoe loader in November 1985. By 1988, Industry Week reported that BCP held a 40 percent share of the market in which its products were sold.

Lenz and Terex came together in 1986 when Northwest Engineering purchased Terex USA from General Motors Corporation. GM had acquired Terex, a builder of heavy-duty earthmoving equipment, in 1953. By 1979, Terex had annual sales in excess of $500 million, and employed more than 5,000 people in the United States, Brazil, and the United Kingdom.

In 1980, in an effort to focus on its automotive business, General Motors agreed to sell Terex to IBH Holding AG, a maker of light- and medium-duty construction equipment in the former Federal Republic of Germany. In 1983, however, IBH Holding filed for bankruptcy, and with pressure from the United Auto Workers, ownership of Terex reverted to General Motors. The company was reorganized as Terex Equipment Limited, a manufacturing subsidiary in Scotland, and Terex USA, a distributor for Terex products in the Western Hemisphere. Terex USA also made some equipment and spare parts at a factory in Ohio.

When Northwest Engineering bought Terex USA in 1986, the agreement included an option to purchase Terex Equipment Limited. Northwest Engineering exercised that option in 1987. Then, in a controversial move, Lenz closed the Terex plant in Ohio, and moved all operations to Scotland. Among the items manufactured by Terex Equipment Limited were articulated dump trucks, wheeled loaders, scrapers, and other large construction vehicles.

In 1987 Northwest Engineering paid $21.9 million for Koehring Cranes & Excavators and Benton Engineering, both acquired from Koehring Co., a subsidiary of AMCA International Finance Corporation. A Financial World correspondent reported that Koehring had been losing almost $1 million a month for five years, and declared Lenz was able toget well-respected Koehring excavators and Lorain crane brand names for a song. Five years later the Terex concern sold what had become the Benton Harbor Engineering Division to pay off debt associated with the Koehring purchase.

The next move for Northwest Engineering came in 1988 when it bought Unit Rig and Equipment Company which was also involved in bankruptcy proceedings. Based in Tulsa, Oklahoma, Unit Rig manufactured Lectra Haul trucks and Dart loaders and haulers. That same year, Lenz changed the companys name to Terex Corporation, and Northwest Engineering became a division of Terex.

A Forbes reporter described Terexs rise:Randolph W. Lenz was an obscure Wisconsin businessman in 1983 when he was struck by a simple idea. Some of the best buyout values in the country, Lenz reasoned, could be found among bankrupt and near-bankrupt manufacturers of earth-moving equipment companies with low prices, cleansed assets and a newly pragmatic work force of survivors. From such down-and-outers Lenz, in just six years, has built Terex Corp.

A Mergers & Acquisitions correspondentto whom Lenz described his strategy as one ofpragmatic opportunity outlined what happened after a Terex takeover:A typical Terex acquisition means hard work after the deal is completed. Once in-house, the new business, typically in the lower technology end of the equipment field, will be streamlined to achieve production efficiencies, eliminate marginal product lines, improve marketing and reorient the work force toward the revamped operating mode. Forbes analysts were more blunt in their assessment, however, stating, Lenzhas methodically consolidated factories, slashed payrolls and shrunk product lines to those few profitable niches that his companies still retain.

Late 1980s and Early 1990s: Acquiring Fruehauf, Nearing Bankruptcy

In 1989 Terex nearly tripled its size with the acquisition of yet another famous brand name. Debt-ridden Fruehauf Corp. arguably the most recognized brand of trailer in the world sold its trailer and maritime businesses to Terex for $231 million. Fruehauf had dominated the pre-World War II trucking industry with a market penetration estimated at nearly 90 percent. Despite trucking deregulation, an economic downturn, and increased competition in the early 1980s, Fruehauf was still reporting record annual profits. Fruehauf fell victim, however, to the downside of the 1980s practice of funding massive growth with high debt.

In 1986 corporate raider Asher Edelman purchased 9.5 percent of Fruehauf s stockthen selling for little more than $20 a shareand announced his intention to take over the company. In order to block the move, Fruehauf borrowed nearly $1.4 billion to buy back its own stock and take the company private. Stockholders who sold their stock for cash received almost $50 per share because of the attempted takeoverEdelman reportedly made a profit of almost $100 million. This left Fruehauf heavily in debt, with interest adding up to more than $100 million per year, substantially more than pre-buyout profits. By 1989, five years after posting record profits, Fruehauf was losing nearly $1 million a week, despite having raised $750 million by selling several of its smaller subsidiaries.

Terex completed its purchase of what was named the Fruehauf Trailer Corporation in July 1989. By September, the wholly owned subsidiary was doing well enough for Terex to pre-pay $19 million in debt, and in 1990, Terex opened a new 100,000-square-foot manufacturing facility in Indianola, Iowa, to build foam-insulated refrigerated vans.

In 1991 Fruehauf trailer operations accounted for nearly two-thirds of Terexs $784 million in sales. Terex also took Fruehauf public in 1991 with an initial public offering of four million shares, and began a program to convert its most effective company-owned distribution branches in the United States into independent dealerships. Fruehauf, however, incurred heavy losses in 1991 and 1992, primarily attributed to a worldwide economic slowdown.

Two other Terex acquisitions were completed in the early 1990s. Terex added Mark Industries to its Heavy Equipment Group in 1991. The company, based in Brea, California, manufactured aerial lift equipment, including scissor lifts and boom lifts, used in construction, repair, and maintenance work in many industries. In 1992 Terex added perhaps the best-known brand of forklifts and lift trucks to its Materials Handling Group with the purchase of the material handling division of Clark Equipment Company.

Company Perspectives:

We continue to build a growing franchise under the Terex brand name and remain very focused on our mission of delivering products that are reliable, productive and cost-effective and that improve our customers return on invested capital.

Clark invented the forklift in 1928. When Terex bought the line in 1992, Clark forklifts and lift trucks were the top selling brand in North America. The Clark Material Handling Company, with a worldwide network of independent dealers, was also a leading manufacturer and distributor of forklifts in the European market.

Soon after the purchase, Terex moved to solidify its leadership in the North American market by shifting production of its internal combustion forklift trucks from Korea to Lexington, Kentucky. At the same time, Terex announced plans to invest $25 million between 1992 and 1995 to improve its forklifts and lift-trucks with advanced ergonomic features and reduced noise levels. Clark Material Handling continued to build forklifts in Koreain a partnership formed with Samsung in 1986to serve the Asian market.

Despite its success in revitalizing financially troubled companies, several financial analysts in the early 1990s were concerned about Terexs ability to cope with the enormous debt it had assumed in amassing its acquisitions. At the end of 1991, Terex had long-term debt of $189.3 million. With the truck trailer industry experiencing its worst year since 1983, along with stiff price competition among manufacturers, Terex also had a net loss for that year of $33.4 million. Some analysts urged Terex to issue more stock and use the proceeds to pay off some if its long-term debt. As Michael K. Ozanian assessed in Financial World, With its track record, Wall Street would love to buy Terex equity, particularly if the proceeds were used to retire debt. Lenz, however, reportedly did not want to dilute his own holdings and resisted that measure.

Terex posted another loss of $61.1 million on revenues of $1.01 billion in 1992, a year in which the company teetered on the brink of bankruptcy. The following year proved to be a pivotal one, as Terex finally divested itself of its majority control of Fruehauf and installed new management. Ronald M. DeFeo was named president and COO of the company in October of that year and was charged with turning the company around. DeFeo had joined Terex in May 1992 as head of the heavy equipment group. Prior to that he had spent eight years at Tenneco Inc., where he was a senior executive of that firms J.I. Case Company unit, a maker of farm and construction equipment.

Mid-1990s and Beyond: Sharp Turnaround and Acquisitions-Led Growth Under DeFeo

One of DeFeos first actions was to turn around the fortunes of Clark Material Handling, which was a bloated operation in 1993 when it lost $30 million on sales of $400 million. Among the cost-cutting initiatives undertaken at Clark were the closure of three of the companys five manufacturing plants and the slashing of 760 jobs from the 1,700-person payroll. By 1996 Clark had been returned to profitability, and Terex was able to offload it to a management-led investment group for $139.5 million, posting a capital gain in the process. Proceeds were used to help pare down the companys still-high debt load.

Under DeFeo, who was named CEO in 1995 (succeeding Lenz), Terex began focusing on two areas: cranes and off-road trucks for the construction and mining industries. Terex Cranes was formed in 1995 following the acquisition of PPM Cranes from Legris Industries S.A. of France. The addition of PPM made Terex one of the leading makers of hydraulic cranes in the world. In 1996 Terex had its first solid year of profitability since the 1980s, reporting net income of $47.7 million on revenues of $678.5 million. Company-wide cost-cutting initiatives and a more focused product line had clearly paid dividends in the form of an impressive financial turnaround.

Key Dates:

1925:
Northwest Engineering Co., manufacturer of cranes, power shovels, and draglines, is founded.
1983:
Randolph W. Lenz buys Northwest Engineering, which had declared bankruptcy.
1986:
Northwest buys Terex USA, distributor of heavy-duty earthmoving equipment, from General Motors Corporation.
1987:
Northwest buys Terex Equipment Limited, the manufacturing sister of Terex USA, and Koehring Cranes & Excavators, through which the company enters the crane market.
1988:
Northwest changes its name to Terex Corporation.
1989:
Terex buys the trailer and maritime businesses of Fruehauf Corp., which begins operating as a subsidiary called Fruehauf Trailer Corporation.
1991:
Fruehauf is taken public.
1992:
Terex acquires Clark Equipment Companys material handling division, maker of forklifts and lift trucks.
1993:
Company divests its majority holding in Fruehauf; Ronald M. DeFeo is named president and COO and begins a restructuring effort.
1995:
Acquisition of PPM Cranes makes Terex one of the leading makers of hydraulic cranes in the world.
1996:
Terex divests Clark Material Handling.
1997:
Crane operations are bolstered through acquisitions of Simon Engineering plcs Simon Access division and Baraga Products Inc.
1998:
O&K Mining GmbH, a German maker of large hydraulic mining shovels, is acquired.
1999:
Terex acquires Powerscreen International plc, a maker of crushing and screening equipment, and Cedarapids, Inc., maker of mobile crushing and screening equipment and asphalt pavers; company enters the light construction equipment sector with the purchase of Amida Industries, Inc.
2000:
Company acquires Fennec Manufacturing Limited, a U.K.-based maker of loader backhoes.

A revitalized Terex turned aggressively acquisitive in the final years of the 20th century. The companys crane operations were bolstered in 1997 with the purchase of Simon Engineering pics Simon Access division and Baraga Products Inc. These additions increased Terexs share of the North American crane market to 35 percent, compared to the 9 percent figure of 1993. The broad product line of Terex Cranes now included hydraulic cranes, aerial work platforms, and rough-terrain lift trucks. The purchase of Holland Lift International B.V. in May 1998 added another manufacturer of aerial work platforms, while the July 1998 purchase of the American Crane Corporation brought Terex a maker of lattice boom cranes. Two tower crane manufacturers, Peiner HTS of Germany and Gru Comedi S.p.A. of Italy, were acquired in the final two months of 1998.

Terexs largest acquisitions in the late 1990s, however, were in its earthmoving equipment business. In March 1998 Terex spent about $168 million for O&K Mining GmbH, a German maker of large hydraulic mining shovels with annual revenues of about $265 million. In July 1999 the company acquired Powerscreen International pic, a maker of crushing and screening equipment for the quarrying, construction, and demolition industries based in Dungannon, Northern Ireland. The purchase price was about $294 million for a firm with annual sales of $370 million. One month later, Terex paid $170 million to Raytheon Company for Cedarapids, Inc., whose product line included mobile crushing and screening equipment, asphalt pavers, and asphalt material mixing plants. A smaller earthmoving acquisition was also completed in 1998, that of Payhauler Corp., producer of heavy-duty off-road dump trucks.

The acquisition of Amida Industries, Inc. in April 1999 marked Terexs entrance into the light construction equipment sector. Based in Rock Hill, South Carolina, Amida manufactured light towers, equipment used to create concrete surfaces, and traffic control products, such as directional arrowboards. Terexs acquisition spreewhich amounted to the spending of nearly $700 million from 1995 to 1999 to acquire 13 companieshelped increase the companys revenues to $1.86 billion and net income to $172.9 million by 1999. Also aiding in the companys resurgence were a number of major supply contracts received by Terexs earthmoving operations, including deals with three major mining firms: Coal India, U.K.-based Rio Tinto, and Cleveland-Cliffs Inc. of the United States.

During 2000 Terex sold its truck-mounted forklift businesses, most of which had been acquired only the previous year, to Partek Corporation of Finland for $144 million. The proceeds were used to reduce long-term debt, which because of the string of acquisitions had grown to $1.16 billion by the end of 1999. In late 2000 Terex divested its European aerial work platform operations. Acquisitions around the turn of the millennium included Coleman Engineering, Inc., a maker of light towers and power generators for the construction market, which became part of the Terex Light Construction division; and Fermec Manufacturing Limited, a U.K.-based maker of loader backhoes that was purchased from CNH Global N.V. Revenues for 2000 increased to $2.07 billion but net income declined to $95.1 million as an economic slowdown had a negative effect on the mining and construction industries. Despite this setback and the uncertainties surrounding the economic climate of the early 21st century, Terex had made a remarkable comeback from the brink of oblivion in a short span of years and with its lean operating structure seemed well-positioned to weather future economic downturns.

Principal Subsidiaries

The American Crane Corporation; American Crane International B.V. (Netherlands); Amida Industries, Inc.; BCP Construction Products, Inc.; Benford America, Inc.; Benford Limited (U.K.); BL - Pegson (USA), Inc.; BL - Pegson Limited (U.K.); Brimont S.A. (France); Brown Lenox & Co. Limited (U.K.); Bucyrus Construction Products, Inc.; C.P.V. (UK) Ltd.; C.P.V. Refurbishing Ltd. (Ireland); Cedarapids, Inc.; Cliffmere Limited (U.K.); CMP Limited (U.K.); Coleman Engineering Inc.; Comet Coalification Limited (U.K.); Container Design Ltd. (Ireland); Container Engineering Ireland Limited; Containers & Pressure Vessels Limited (Ireland); Crookhall Coal Company Limited (U.K.); EarthKing, Inc.; Energy and Mineral Processing Limited (U.K.); Fermée International Ltd. (U.K.); Fermec Trustee Ltd. (U.K.); Fermec Holding Ltd. (U.K.); Fermec Manufacturing Ltd. (U.K.); Finlay (Site Handlers) Fermec North America Ltd. (U.K.); Finlay (Site Handlers) Limited (N. Ireland); Finlay Block Machinery Limited (N. Ireland); Finlay Hydrascreen USA, Inc.; Finlay Hydrascreens (Omagh) Limited (N. Ireland); Finlay Plant (UK) Ltd.; Foray 827 Limited (U.K.); Fyne Limited (U.K.); Fyne Machineries Limited (U.K.); Gate wood Engineers Limited (U.K.); Gru Comedil S.p.A. (Italy); Holland Lift International B.V. (Netherlands); IMACO Blackwood Hodge Group Limited (U.K.); IM-ACO Blackwood Hodge Limited (U.K.); IMACO Trading Limited (U.K.); Industrial Conveyors Sdn Bhd (Malaysia); International Machinery Company Limited (U.K.); J.C. Abbott & Co. Ltd. (U.K.); Jaques (Singapore) Pte Ltd; Jaques (Thailand) Limited; Jaques International Limited (Hong Kong); Jaques International Pty. Ltd. (Australia); Jaques International Sdn Bhd (Malaysia); John Finlay (Engineering) Limited (N. Ireland); Keir & Cawder (Engineering) Limited (U.K.); Koehr-ing Cranes, Inc.; Kueken (UK) Ltd.; Matbro (N.I.) Limited (N. Ireland); Moffett Engineering GmbH (Germany); Moffett Iberica S.A. (Spain); New Terex Holdings UK Limited; NGW Supplies Limited (U.K.); O&K Mining GmbH (Germany); O & K Orenstein & Koppel (South Africa) Pty. Ltd.; O&K Orenstein & Koppel Limited (U.K.); O&K Orenstein & Koppel, Inc.; O & K Orenstein & Koppel, Inc. (Canada); Orenstein & Koppel Australia Pty Ltd.; Payhauler Corp.; Pegson Group Limited (U.K.); Pegson Limited (U.K.); Picadilly Maschinenhandels GmbH & Co. KG (Germany); PiCo Real Estate, Inc.; Powerscreen (G.B.) Limited (U.K.); Powerscreen Holdings USA, Inc.; Powerscreen International (Canada) ULC; Powerscreen International (UK) Limited; Powerscreen International Distribution Limited (N. Ireland); Powerscreen International LLC; Powerscreen International plc (U.K.); Powerscreen Limited (Ireland); Powerscreen Manufacturing Limited (N. Ireland); Powerscreen North America Inc.; Powerscreen USA LLC; Powerscreen USC, Inc.; Powersizer Limited (U.K.); PPM Cranes, Inc.; PPM Deutschland GmbH Terex Cranes (Germany); PPM Far East Ltd. (Singapore); PPM S.A.S. (France); Precision Powertrain (UK) Limited; Progressive Components, Inc.; R&R Limited (U.K.); Rhaeader Colliery Co. Limited (U.K.); Royer Industries, Inc.; Sempurna Enterprise (Malaysia) Sdn Bhd; Simon-Tomen Engineering Co., Ltd. (Japan); Sim-Tech Management Limited (Hong Kong); Standard Havens Products, Inc.; Standard Havens, Inc.; Sure Equipment (Sales) Limited (U.K.); Sure Equipment (Scotland) Limited (U.K.); Sure Equipment (Southern) Limited (U.K.); Sure Equipment Group Limited (U.K.); Terex (Mining) Australia Pty. Ltd.; Terex Aerials Limited (Ireland); Terex Aerials, Inc.; Terex Australia Pty. Ltd.; Terex Aviation Ground Equipment, Inc.; Terex Baiteli, Inc.; Terex Baiteli, Ltd. (Canada); Terex Cranes (Australia) Pty. Ltd.; Terex Cranes, Inc.; Terex Equipment Limited (U.K.); Terex Espana, S.l. (Spain); Terex European Holdings B.V. (Netherlands); Terex Finance, Inc.; Terex International Financial Services Co. (N. Ireland); Terex Italia S.r.l. (Italy); Terexlift S.r.l. (Italy); Terex Lifting Australia Pty. Ltd. (South Africa); Terex Lifting U.K. Limited; Terex Mining Equipment, Inc.; Terex Netherlands Holdings B.V.; Terex of Western Michigan, Inc.; Terex Peiner GmbH (Germany); Terex Real Property, Inc.; Terex UK Limited; Terex West Coast, Inc.; Terex-RO Corporation; Terex-Telelect, Inc.; Tower Cranes, Inc.; Unit Rig (Canada) Ltd.; Unit Rig (South Africa) Pty. Ltd.

Principal Divisions

Terex Lifting; Terex Earthmoving; Terex Light Construction.

Principal Competitors

Caterpillar Inc.; Ingersoll-Rand Company; Deere & Company; Sumitomo Corp.; CNH Global N.V.; The Manitowoc Company, Inc.; Komatsu Ltd.; Metso Corporation; Allen Engineering Corp.; Allmand Brothers Inc.; Altec Industries Inc.; Astee Industries, Inc.; CMI Corporation; Gencor Corporation; Genie Industries; Grove Worldwide LLC; Hitachi, Ltd.; JCB Service; JLG Industries, Inc.; Kalmar Industries Oy Ab; Legris Industries; Liebherr-International AG; Link-Belt Construction Equipment Co.; Mannesmann AG; Multiquip Inc.; OmniQuip International, Inc.; Potain S.A.; S vedala Industri AB; UpRight Inc.; AB Volvo; Wacker Corp.

Further Reading

Bishop, Phil, Growing Pains: The North American Mobile Crane Market Is Going Through Some Interesting Changes, Cranes Today, November 2000, pp. 14 +.

Brezonick, Mike, The Quiet Resurrection of Terex Corp., Diesel Progress North American Edition, March 2000, p. 34.

Davies, Carole, Good-Bye Fruehauf, Wards Auto World, January 1990.

Dzikowski, Don, Terex to Increase Sales, Expand Manufacturing Operations, Fairfield County Business Journal, April 21, 1997, p. 14.

Fairclough, Gordon, Terexs Fortunes Improve After Tough Cost-Cutting, Wall Street Journal, September 30, 1997, p. B4.

Mercer, Mike, Terex Quietly Continues Its Surge, Diesel Progress North American Edition, September 1999, pp. 24 + .

Ozanian, Michael K., Strip Show, Financial World, March 19,1991.

Pachuta, Michael J., New Contracts, Products Boost Terex in Mining, Construction, Investors Business Daily, May 6, 1999.

Reiff, Rick, Parlaying the Winnings, Forbes, July 24, 1989.

The Rise and Rise of Terex Corporation, Construction Equipment News, November 1999, pp. 1012.

Sandler, Larry, Lenz, KCS Paid Millions by Terex and Fruehauf, Milwaukee Sentinel, June 11, 1992, p. 1D.

, Terex Ends Control of Fruehauf, Milwaukee Sentinel, March 23, 1993, p. 1D.

, Terex to Close Headquarters in Green Bay: Company to Have Base in Tulsa, Milwaukee Sentinel, March 17, 1993.

The Terex Prescription, Mergers and Acquisitions, January/February 1990.

Terex Rumbles On, Engineering News Review, August 28, 1986.

Verespej, Michael A., From Exile to Profitability, Industry Week, August 15, 1988.

Wiley, Royallen, A Casualty of the Debt-Crazed 80s, Management Accounting, March 1991.

Yengst, Charles R., Once on Shaky Ground, Terex Corp. Now Enjoying Fruits of Well-Managed Turnaround, Diesel Progress North American Edition, September 1997, p. 4.

Dean Boyer
update: David E. Salamie

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Terex Corporation

Terex Corporation

P.O. Box 1009
Green Bay, Wisconsin 54303
U.S.A.
(414) 435-5322
Fax: (414) 432-8094

Public Company
Incorporated: 1925 as Northwest Engineering Co.
Employees: 6,980
Sales: $784 million
Stock Exchanges: New York

SICs: 3715 Truck Trailers; 3531 Construction Machinery; 5082 Construction & Mining Machinery

Terex Corporation designs, manufactures, and markets heavy-duty, off-highway construction, earth-moving, and material-handling equipment. In 1993, Terex and its affiliates also owned more than 50 percent of the Fruehauf Trailer Corporation, the worlds largest manufacturer of truck trailers. Fruehauf operates in 19 countries and manufactures more than 325 models of truck trailers, including van, refrigerated van, platform, tank, liquid and dry-bulk tank trailers. Approximately 19 percent of the new trailer market in the United States belongs to Fruehauf. The truck maker also owns more than 20 percent of Société European de Semi-Remorques, the leading manufacturer of trailers in Europe.

Although founded in the 1920s, Terex Corporation evolved mainly from numerous acquisitions made by Chairman of the Board Randolph W. Lenz in the 1980s. Lenz, who was the companys principal shareholder with 54 percent, continued to buy such distressed or bankrupt companies into the 1990s, adding Mark Industries and the material-handling division of the Clark Equipment Company.

The story of Terex is also the story of Lenz, an ex-Marine with a degree in psychology from the University of Wisconsin. Born in 1947, Lenz began buying and selling real estate in the late 1960s. He served as president of Milwaukee-based Ranmar Enterprises, Inc. and the Network Investment Real Estate Corporation, in Brookfield, Wisconsin. It was in 1981 that Lenz moved into heavy-equipment manufacturing, buying the assets of the FWD Corporation, a bankrupt manufacturer of snowplows and fire trucks in Clintonville, Wisconsin. Lenz continues to hold the position of chairman of FWD.

Based on his success with FWD, Lenz began to follow a calculated strategy of buying distressed companies at fire-sale prices when he bought Northwest Engineering Co. in 1983. Northwest Engineering had been manufacturing cranes, power shovels, and draglines for more than 50 years, but the company had declared bankruptcy and was only three months from liquidation. When Lenz stepped in, however, the companys focus was changed from manufacturing and assembling new equipment to spare parts.

Northwest Engineering, in turn, bought the construction-machinery division of the Pennsylvania-based Bucyrus-Erie Company in March of 1985. At its peak, Bucyrus-Erie had employed more than 700 people, but the company had shut down its production lines in 1983, and the employees that remained were concentrating on spare parts and service. Less than a month out of bankruptcy, Northwest Engineering paid less than $9 million for a company with $20 million a year in sales. Lenz then revived the companys defunct Dynahoe product line: the new Bucyrus Construction Products (BCP) division of Northwest Engineering produced its first backhoe loader in November of 1985. By 1988, Industry Week reported that BCP held a 40 percent share of the market in which its products were sold.

Lenz and Terex came together in 1986 when Northwest Engineering purchased Terex USA from General Motors Corp. GM had acquired Terex, a builder of heavy-duty, earth-moving equipment, in 1953. By 1979, Terex had annual sales in excess of $500 million, and employed more than 5,000 people in the United States, Brazil, and the United Kingdom.

In 1980, in an effort to focus on its automotive business, General Motors agreed to sell Terex to IBH Holding AG, a maker of light- and medium-duty construction equipment in the former Federal Republic of Germany. However, in 1983 IBH Holding filed for bankruptcy, and with pressure from the United Auto Workers, ownership of Terex reverted to General Motors. The company was reorganized as Terex Equipment Limited, a manufacturing subsidiary in Scotland, and Terex USA, a distributor for Terex products in the Western Hemisphere. Terex USA also made some equipment and spare parts at a factory in Ohio.

When Northwest Engineering bought Terex USA in 1986, the agreement included an option to purchase Terex Equipment Limited. Northwest Engineering exercised that option in 1987. Then, in a controversial move, Lenz closed the Terex plant in Ohio, and moved all operations to Scotland. Among the items manufactured by Terex Equipment Limited were articulated dump trucks, wheeled loaders, scrapers, and other large construction vehicles.

In 1987 Northwest Engineering paid $21.9 million for Koehring Cranes & Excavators and Benton Engineering, both acquired from Koehring Co., a subsidiary of AMCA International Finance Corporation. A Financial World correspondent reported that Koehring had been losing almost $1 million a month for five years, and declared Lenz was able to get well-respected Koehring excavators and Lorain crane brand names for a song. Five years later the Terex concern sold what had become the Benton Harbor Engineering Division to pay off debt associated with the Koehring purchase.

The next move for Northwest Engineering came in 1988 when it bought Unit Rig and Equipment Company which was also involved in bankruptcy proceedings. Based in Tulsa, Oklahoma, Unit Rig manufactured Lectra Haul trucks and Dart loaders and haulers. That same year, Lenz changed the companys name to Terex Corporation, and Northwest Engineering became a division of Terex.

A Forbes reporter described Terexs rise: Randolph W. Lenz was an obscure Wisconsin businessman in 1983 when he was struck by a simple idea. Some of the best buy-out values in the country, Lenz reasoned, could be found among bankrupt and near-bankrupt manufacturers of earth-moving equipment companies with low prices, cleansed assets and a newly pragmatic work force of survivors. From such down-and-outers Lenz, in just six years, has built Terex Corp.

A Mergers & Acquisitions correspondentto whom Lenz described his strategy as one of pragmatic opportunityoutlined what happened after a Terex takeover: A typical Terex acquisition means hard work after the deal is completed. Once in-house, the new business, typically in the lower technology end of the equipment field, will be streamlined to achieve production efficiencies, eliminate marginal product lines, improve marketing and reorient the work force toward the revamped operating mode. Forbes analysts were more blunt in their assessment, however, stating, Lenz has methodically consolidated factories, slashed payrolls and shrunk product lines to those few profitable niches that his companies still retain.

In 1989 Terex nearly tripled its size with the acquisition of yet another famous brand name. Debt-ridden Fruehauf Corp.arguably the most recognized brand of trailer in the worldsold its trailer and maritime businesses to Terex for $231 million. Fruehauf had dominated the pre-World War II trucking industry with a market penetration estimated at nearly 90 percent. Despite trucking deregulation, an economic downturn, and increased competition in the early 1980s, Fruehauf was still reporting record annual profits. However, Fruehauf fell victim to the downside of the 1980s practice of funding massive growth with high debt.

In 1986 corporate raider Asher Edelman purchased 9.5 percent of Fruehaufs stockthen selling for little more than $20 a shareand announced his intention to take over the company. In order to block the move, Fruehauf borrowed nearly $1.4 billion to buy back its own stock and take the company private. Stockholders who sold their stock for cash received almost $50 per share because of the attempted takeoverEdelman reportedly made a profit of almost $100 million. This left Fruehauf heavily in debt, with interest adding up to more than $100 million per year, substantially more than pre-buyout profits. By 1989, five years after posting record profits, Fruehauf was losing nearly $1 million a week, despite having raised $750 million by selling several of its smaller subsidiaries.

Terex completed its purchase of what was named the Fruehauf Trailer Corporation in July of 1989. By September, the wholly owned subsidiary was doing well enough for Terex to pre-pay $19 million in debt, and in 1990, Terex opened a new 100,000 square foot manufacturing facility in Indianola, Iowa, to build foam-insulated refrigerated vans.

In 1991 Fruehauf trailer operations accounted for nearly two-thirds of Terexs $784 million in sales. Terex also took Fruehauf public in 1991 with an initial public offering of four million shares, and began a program to convert its most effective company-owned distribution branches in the United States into independent dealerships. However, Fruehauf incurred heavy losses in 1991 and 1992, primarily attributed to a worldwide economic slowdown. In early 1993, it was reported that Terex was considering selling Fruehauf.

Two other Terex acquisitions were completed in the early 1990s. Terex added Mark Industries to its Heavy Equipment Group in 1991. The company, based in Brea, California, manufactured aerial lift equipment, including scissor lifts and boom lifts, used in construction, repair, and maintenance work in many industries. In 1992 Terex added perhaps the best-known brand of forklifts and lift trucks to its Materials Handling Group with the purchase of the material handling division of Clark Equipment Company.

Clark invented the forklift in 1928. When Terex bought the line in 1992, Clark forklifts and lift trucks were the top selling brand in North America. The Clark Materials Handling Company, with a worldwide network of independent dealers, was also a leading manufacturer and distributor of forklifts in the European market.

Soon after the purchase, Terex moved to solidify its leadership in the North American market by moving production of its internal combustion forklift trucks from Korea to Lexington, Kentucky. At the same time, Terex announced plans to invest $25 million between 1992 and 1995 to improve its forklifts and lift-trucks with advanced ergonomic features and reduced noise levels. Clark Materials Handling continued to build forklifts in Koreain a partnership formed with Samsung in 1986to serve the Asian market.

Despite its success in revitalizing financially troubled companies, several financial analysts in the early 1990s were concerned about Terexs ability to cope with the enormous debt it had assumed in amassing its acquisitions. At the end of 1991, Terex had long-term debt of $189.3 million. With the truck trailer industry experiencing its worst year since 1983, along with stiff price competition among manufacturers, Terex also had a net loss for that year of $33.4 million. Some analysts urged Terex to issue more stock and use the proceeds to pay off some if its long-term debt. As Michael K. Ozanian assessed in Financial World, With its track record, Wall Street would love to buy Terex equity, particularly if the proceeds were used to retire debt. However, Lenz reportedly did not want to dilute his own holdings and resisted that measure.

Increased highway construction and renewed interest in mass transit in the United States in 1992 and 1993 were positive signs for Terex. Much of its heavy equipment, such as graders and loaders, is used in highway and mass transit construction, while improved roadways also could increase the trucking industrys efficiency, spurring the demand for trailers.

Principal Subsidiaries

Fruehauf Trailer Corp.; Unit Rig; Terex Equipment Limited; Koehring Cranes & Excavators; Northwest Engineering; BCP Construction Products; Mark Industries; Corporate Data.

Further Reading

Terex Rumbles On, Engineering News Review, August 28, 1986; Verespej, Michael A., From Exile to Profitability, Industry Week, August 15, 1988; Reiff, Rick, Parlaying the Winnings, Forbes, July 24, 1989; Davies, Carole, Good-Bye Fruehauf, Wards Auto World, January 1990; The Terex Prescription, Mergers & Acquisitions, January/February 1990; Terex Corporation Annual Report, 1991; Ozanian, Michael K., Strip Show, Financial World, March 19, 1991; Wiley, Royalien, A Casualty of the Debt-Crazed 80s, Management Accounting, March 1991.

Dean Boyer

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