Domination and profit and loss transfer agreement between Demag Cranes and Terex effective after registration in the commercial register

D├╝sseldorf,   19. April 2012

The domination and profit and loss transfer agreement already signed in January 2012 by Demag Cranes AG and Terex Germany GmbH & Co. KG, an indirect wholly-owned subsidiary of the Terex Corporation, Westport, USA, has become effective on 18 April 2012 after the registration in the commercial register. The ordinary Annual General Meeting of Demag Cranes AG had already approved the agreement on 16 March 2012.

Under the agreement, Terex Germany GmbH & Co. KG offers to acquire the shares of outside shareholders of Demag Cranes AG in return for cash compensation in the amount of EUR 45.52 per no-par value share pursuant to sec. 305 (1) of the German Stock Corporation Act (AktG). Furthermore, the agreement provides for an annual guaranteed dividend payment to outside shareholders of Demag Cranes for the term of the agreement in the gross amount of EUR 3.33 per non-par share (EUR 3.04 net per non-par share). The payment obligations by Terex Germany GmbH & Co. KG under the domination and profit and loss transfer agreement are secured by a comfort letter issued by Terex Corporation.

About Demag Cranes
The Demag Cranes Group is one of the world's leading suppliers of industrial cranes and crane components, harbour cranes and terminal automation technology. Services, in particular maintenance and refurbishment, are another key element of the Group’s business activities. The Group is divided into the business segments Industrial Cranes, Port Technology and Services and has strong and well-established Demag and Gottwald brands. Demag Cranes sees its core competence in the development and construction of technically sophisticated cranes and hoists as well as automated transport and logistics systems in ports and terminals, the provision of services for these products and the manufacture of high-quality components.

As a global supplier, Demag Cranes manufactures in 16 countries on five continents and operates a worldwide sales and service network that is present in over 60 countries through its subsidiaries such as Demag Cranes & Components GmbH and Gottwald Port Technology GmbH, agencies and a joint venture. In financial year 2010/2011, the Group, with its 6,115 employees, generated revenue of EUR 1,062.3 million. Since August 2011, the Terex Group in the United States (www.terex.com) has held a majority share in the company.

Demag Cranes AG. We Can Handle It.

Conditions for forward-looking statements
This press release contains forward-looking statements relating to the business, financial performance and earnings of Demag Cranes AG and its subsidiaries and associates. Forward-looking statements are based on current plans, estimates, projections and expectations and are therefore subject to risks and uncertainties, most of which are difficult to estimate and which in general are beyond the control of Demag Cranes AG. Consequently, actual developments as well as actual earnings and performance may differ materially from those which are explicitly or implicitly assumed in the forward-looking statements. Demag Cranes AG does not intend or accept any obligation to publish updates of these forward-looking statements.

Contact for media representatives
Nikolai Juchem
Senior Vice President
Corporate Communication and External Affairs
Phone: +49 (0) 211 7102-1019
Email: nikolai.juchem@demagcranes-ag.com

Contact for investors and analysts
Horst Thelen
Senior Vice President
Investor Relations
Phone: +49 (0) 211 7102-1210
Email: horst.thelen@demagcranes-ag.com
 


 

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Conditions for forward-looking statements
This press release contains forward-looking statements relating to the business, financial performance and earnings of Terex Material Handling & Port Solutions AG and its subsidiaries and associates. Forward-looking statements are based on current plans, estimates, projections and expectations and are therefore subject to risks and uncertainties, most of which are difficult to estimate and which in general are beyond the control of Terex Material Handling & Port Solutions AG. Consequently, actual developments as well as actual earnings and performance may differ materially from those which are explicitly or implicitly assumed in the forward-looking statements. Terex Material Handling & Port Solutions AG does not intend or accept any obligation to publish updates of these forward-looking statements.

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