NY Post : Google to become Alphabet Inc in structure shakeup

Google has become a soup of diverse businesses — much more than its original search function — so its co-founders moved Monday to change its structure to reflect its broad evolution.
The Mountain View, Calif., company will form a new parent company, called Alphabet, that will be run by Larry Page, co-founder and current CEO of Google — and will house Google, the search company, as well as Nest, its thermostat company, and Calico, a unit devoted to age and longevity, Google X and YouTube.
The radical re-jiggering was announced by Page in a blog post.
The move follows growing criticism that Google’s hodgepodge of businesses has become unwieldy for investors and managers alike.
Insiders speculated that the new holding company could also pave the way for spinoffs.
Page will become CEO of Alphabet, with co-founder Sergey Brin becoming Alphabet’s president. Vice Chairman Eric Schmidt will likewise retain his title for Alphabet.
Sundar Pichai, Google’s head of product and engineering for online businesses, will become CEO of Google Inc., a subsidiary that will include the search engine, YouTube, Android operating system and Chrome browser.
Indeed, Page signaled that he and Brin are looking for more room to focus on the Google X’s moonshot end of the business, which is chasing everything from driverless cars to a reversal of the
human aging process.
“Sergey and I are seriously in the business of starting new things,” Page wrote, noting that Alphabet will include the X lab, the incubator of its drone-delivery project. “We are also stoked about growing our investment arms, Ventures and Capital, as part of this new structure.”
Ruth Porat, who recently joined as chief financial officer from Morgan Stanley, will retain her title at both Alphabet and the Google subsidiary.
Alphabet will replace Google as the publicly traded entity and all shares of Google will automatically convert into the same number of shares of Alphabet. The shares will continue to trade on
Nasdaq as GOOGL and GOOG.

NY Post : New ad tracking software is like legal insider trading

It might be the closest thing to insider trading and still be legal.
Wall Street pros are warming up to one of the newest investment tools to come along — an advertising tracking service promising to correctly predict whether companies will beat or miss forecasts on quarterly results.
Todd Krizelman, CEO of MediaRadar, who started tracking all kinds of advertisements about eight years ago — from magazine spreads to pop-ups on mobile Google searches — feels the data can regularly predict how well a company is faring in a given quarter.
“We found that basically — not always, but often — we can predict business performance, like sales, based on marketing,” he said.
Some companies, he told The Post, especially those that sell clothes and food, tend to ramp-up their ad spending right before the end of their fiscal quarter if they were in danger of missing Wall Street forecasts, as a way to get more customers in the door.
“It’s a little bit like a tell in poker,” Krizelman said. “When you see the signal once, you don’t know what it means. But when you see it over time, you see what it means.”
MediaRadar started testing the data as its own product in December, and is now starting to roll it out more broadly.
For a year’s access to data on more than 3 million companies, Media Radar charges a six-figure fee.
Krizelman wasn’t always aware of this interesting — and potentially profitable — intersection of Wall Street and Madison Avenue.
When he started tracking ad spending on an almost real-time basis, he was hoping to help publications figure out what companies to pitch for buying ad space.
But then about a year ago, Krizelman said, “we started to look at all this advertising data. I showed it to a friend who works at a hedge fund, and he was like ‘Wow, I wonder what signals are in the advertising.’ ”
Over the eight years, Krizelman has amassed data on how nearly 3 million companies spend their money.
Krizelman is not alone in his belief. Private-equity giant Bain Capital believes in the tracking service and has invested in MediaRadar. (The Post is a client of MediaRadar).
One company MediaRadar has recently tracked is Panera Bread — and Krizelman said its ad buying successfully predicted investors would be in for disappointing results when it released its first-quarter results earlier this year.
After Panera reported first-quarter results on April 28, its shares fell 1.7 percent over the next two trading days.
MediaRadar was also able to predict how fashion retailer Michael Kors and Chipotle Mexican Grill would do during their third and fourth quarters last year.
There are limits to what MediaRadar can do, of course.
The advertising data might not be able to tell how much a company could beat or miss analysts estimates, for example, Krizelman said.
While Krizelman claims to have a high batting average in predicting how companies are faring within a quarter, the data is not for everyone.
Just a “a few dozen” hedge funds sophisticated enough to parse it could benefit from the information, said Josh Elwell, a partner at ValueStream Labs who’s currently in talks with MediaRadar on how to advise.

(BarCap) Financials of possible Zurich/RSA tie-up

Financials of possible Zurich/RSA tie-up

Intuitive logic in possible tie-up, but financials have to work: We believe, in theory, a
Zurich/RSA tie-up could create significant value. However, how the deal is funded and
at what price are the key issues. In this note we analyse the two prices indicated in the
press (i.e. FT 27/07/15 and Telegraph 05/08/15) flexing these against Zurich’s key
financial hurdle of a 10% ROI and ensuring Zurich’s solvency remains comfortably
above the bottom of its target range. Our analysis indicates cost saves for a 525p bid
price (per the Daily Telegraph) would need to be around £210m to meet the 10% ROI
hurdle but would be between 6% and 10% accretive to our current base case 18E EPS
(which includes a $3bn buy-back but does not include a transaction with RSA). This
would require $1-2.5bn of new equity (depending on target solvency level). Increasing
the price to 550p (per the FT) would require a further c$400m of new equity and cost
saves of >£300m representing c16% of RSA’s current controllable cost base.

RSA’s negotiating position is fairly limited, we think: We believe Zurich is better
positioned were negotiations to take place. Simply put, Zurich doesn’t have to do this
deal, yet we believe this could be one of the more value creating transactions that RSA
could do given the limited number of potential partners with synergy potential. We think
this could put pressure on RSA to close a deal but would weaken its negotiating position.
The presence of several ex-Zurich management at RSA (Head of UK, Head of Ireland and
the incoming CFO) could reduce execution risk and offer additional appeal for Zurich.

Pre-financing with a possible sale of the LatAm business: The Insurance Insider
(16/03/15) suggested RSA was selling its Latin American business for £500m. Zurich
could use this as ‘pre-financing’ to reduce the absolute level it could pay, reducing the
amount of equity capital it would need.

What about Canada?: While Zurich/RSA has significant potential synergies in the UK
and centrally (e.g. reinsurance costs), Canadian synergies are smaller. They both have
meaningful commercial businesses, but Zurich does not have a personal lines business.
Zurich may be able to exploit RSA’s sum-of-the-parts that RSA cannot do itself. Selling
the personal lines business to a market consolidator could realize between £0.9bn and
£1.6bn ($1.4bn-$2.5bn), which could quickly repay the equity raised.

RSA’s Pension update: We analyse RSA’s UK DB pension and see scope for payments
to fall, with the outcome of the Zurich proposal potentially having an important bearing.

Changes to earnings and price target: Unrelated to our M&A analysis, we reduce Zurich’s
15E/16E EPS as we delay cost benefits, which modestly impacts our PT, but this is offset by
the weakening CHF, causing our PT to rise to CHF342. For RSA we slow the improvement in
underlying loss ratio although our longer term earnings expectations rise modestly as the
full benefits of the current changes flow through causing our PT to rise to 440p.

(BarCap) AutoParts : Future Powertrain: From sail to steam

Global Autos & Auto Parts
Future Powertrain: From sail to steam

We hosted our second annual Future Powertrain Symposium in London last month (July 3) with experts from Ricardo, VW, Valeo, LMC, Neste, RNO, BMW, Bosch and Intelligent Energy. It was notable that many of the discussion points remained similar to the prior year (see Future Powertrain: Premium pain?) and many of the unknown questions, such as the shape of regulations beyond 2021 and the likely speed of consumer’s shift towards a “sharing economy” and Disruptive Mobility remain unanswered. Powertrain questions unsurprisingly crossed over into much wider topics such as connectivity in driving, car sharing and the timeline towards autonomous driving. We hope to discuss many of these themes in more detail at our inaugural Driverless World conference in London 4 Sept. What is clear is that both regulations and changing consumer demands are making the industry more costly
for all and that, just as we saw steam engines in the 19th century taking over from the age of sail, so the internal combustion engine will be displaced over time by electrification, be it battery or fuel cell. The speed of the shift is unclear, but clearly opens up risks of new entrants and innovators entering the auto space and leapfrogging over the existing players by avoiding the costly hybridization phase.

(Citi) Change to Focus List Europe : Adding Capgemini, Removing ARM Holdings

Adding Capgemini, Removing ARM Holdings

What's Changed — Today we launched European Technology – Tech Tones, a
report in which we rank-order the stocks in Citi’s European Technology coverage
within the Citi rating categories of Buy, Neutral and Sell. While we have no specific
formula for allocating the ranks, factors we take into consideration include business
conditions, upcoming catalysts and recent share price volatility. We have three
premises for positioning our overall framework 1) top-down preference for EU (QE)
exposure, over exposure to emerging markets (EM), and particularly China (~25%
of EU Tech sales), 2) focus on capital allocation & market leadership, and 3)
bottom-up view emphasizing earnings momentum and expectations setup. This
analysis triggers our removal of ARM Holding (ARM.L; Buy, £9.51) and addition of
Capgemini to Citi Focus List Europe.


Adding Capgemini — Our Buy recommendation is based on two premises - a)
improving revenue growth underpinned by structural shift toward greater
outsourcing and offshoring in Europe, and b) steady pace of margin expansion
driven by merger synergies and declining average remuneration per employee
(Please see our recent Beyond the Horizon for more detail). Our DCF-based target
price of €100 factors in medium-term top-line growth of 4-6%, reported EBIT margin
of 10-11%, terminal FCF growth of 1% and WACC of 7.4%. Enterprise Value (EV)
adjustment of ~EUR 1.3bn primarily includes pension provisions.

Removing ARM Holding — We retain our Buy recommendation but no longer
consider it as a top pick as slowing demand from China continues to weigh in
across semis. More importantly, emphasis on momentum has meant that impact on
stock has been stronger than the likely cut to earnings. And with our economists
seeing China risks tilted to the downside, near-term setup remains challenged,
despite our positive view on the firm’s long-term licensing and adoption
fundamentals. We value ARM on 32x 2016E EPS to arrive at our TP of 1160p. This
PE multiple reflects EPS CAGR of 20% and PEG multiple of 1.6x.

(BofA-ML) Iran For European equities (Saipem, Eni, Total, OMV, Genel, DNO, Peuge

EU sanctions relief appears more comprehensive than US
Following on from our GEM primer, The Iran Nexus, we focus on what the Iranian nuclear deal could mean for European equities. We present a new timeline of selected key events related to the implementation of the sanctions framework and note that sanctions relief appears more comprehensive on the EU-side than on the US-side. This could lead to more EU business involvement in Iran, in our view.

Europe’s prior trading links a factor
Before the 2012 US/EU sanctions, Europe was a major developed economy end-market for Iran oil and petrochemicals exports and leading source of manufacturing goods, oil services, chemicals and transport equipment. Trade was concentrated in a handful of relationships with major integrated oil companies and multinationals. Those companies
have since withdrawn making straightforward investment opportunities within European equities more of a challenge to identify.

European equities: potential impact if sanctions lifted
We see short-term potential for oil service companies and opportunities for oil majors and E&P companies in the longer-term as oil field developments require significant capital investment and new licenses. Demand for European industrial and consumer goods may also increase if sanctions are lifted and FX reserves are released. Others may be negatively affected. Lower for longer oil and gas prices could add to deflationary pressures and European chemicals companies may face competition from an increase in Iranian petrochemicals production.


Pressure on oil prices and potential gas supply
Iran sits on the world’s most abundant gas reserves and fourth largest oil reserves. The potential return of up to 0.7mdb in production over the next 12 months could add downward pressure on forward oil prices of US$5-10/bbl, in our commodity research team’s view. Meanwhile a lack of investment has seen Iran’s gas supply remain dormant, but we expect the country’s contribution to the global gas supply to be significant with time.

>>> Baxalta/Shire dig in on positions, sources say

Deal Reporter

Baxalta/Shire dig in on positions, sources say 

• No dialogue since public offer
• Dispute over market valuation

Baxalta (NYSE:BXLT) and Shire (LON:SHP) are at odds over the Irish pharma company's unsolicited USD 30bn bid, two sources familiar with the situation said.

Deerfield, Illinois-based Baxalta is not resistant to a sale, but Shire's announced offer will not break the impasse, one of the sources familiar said.

This source familiar said shareholders that Baxalta has met with have indicated they believe its board made the right decision to reject Shire’s offer.

Last week, Shire revealed a stock offer to acquire Baxalta for USD 30bn, a 36% premium to the target's share price the day prior. Baxalta subsequently rejected the offer.

Shire is frustrated with Baxalta’s unwillingness to engage and disclose a valuation it would entertain, the second source familiar said.

The existing Shire offer is not “close enough” on valuation to warrant an engagement with Baxalta, the first source familiar said. He said that Baxalta's board, like any company's board of directors, is focused on fetching the best value for its shareholders.

The UK Sunday Times has reported that Shire is likely to enter takeover negotiations with Baxalta within the next few days. Talks between Baxalta’s major shareholders and Shire CEO Flemming Ornskov have so far made good progress and the two companies could now make initial contact, the report claimed.

Both sources, however, said that neither company has been engaged in any dialogue since Shire took its offer public. Shire did not offer “anything new” that would make the Baxalta board change its mind about the offer, the first source said.

Baxalta, as a new spun-out company, was hoping that after its debut it would find new long-term investors, different from Baxter International’s (NYSE:BAX) shareholder base, the first source familiar said. Also, there may be an uplift in its valuation over time. Shire made an opportunistic move at an artificially low price, “far away from even normal trading price and even further away from the change of control premium price,” he added.

On a call on Monday organized by Cowen & Company, Baxalta CEO Ludwig Hantson said Shire’s proposal “as of today is not the USD 45 per share they are asserting, but given the overall downward pressure on its share price, this morning’s value is more like USD 42 per share, a modest 27% premium off an unseasoned equity price.”

The implied value of Shire’s proposal is “no different from what we think we can achieve on our own in the next six to 12 months, and our investors and analysts agree. Many investors see value well north of Shire’s proposal without any of the risk inherent in taking Shire stock or giving away the control premium that our shareholders can enjoy in the future,” Hantson said.

Baxalta’s assertion that the company has traded only for a short period of time is not the best argument to make, the second source familiar said. He said the market already knew the valuation of the pharma portfolio when it was part of Baxter. Baxalta officially separated from Baxter on 1 July in a tax-free spinoff. Just one day later, Shire requested a meeting with Baxalta to discuss a merger opportunity.

“Everyone knows the company and its appropriate valuation. It’s just a huge song and dance,’’ the second source said.

Baxalta’s board and management is not at all shut off to the idea of objectively considering any offer that is compelling, either from Shire or any other suitor, the first source familiar said. He declined to specify a fair valuation for the company.

To suggest that Baxalta board is not willing to listen to a good offer is a wrong assertion to make, the same source said, but, at the same time, Baxalta is not interested in giving “people access to information without a good offer” on the table.

Baxalta, the first source familiar said, was surprised by Shire CEO’s aggressive move to go public with its one-and-only offer so far.

As a result, Ornskov has created a risk for himself by drawing the attention of other possible interested parties, he added. Last year the Shire's CEO did not cave in to AbbVie’s (NYSE:ABBV) overtures until the valuation was right, the first source familiar pointed out. AbbVie subsequently terminated the USD 54bn Shire deal after the US Treasury Department made inversion deals harder to pull off.

Shire, however, is unlikely to bid against itself unless the company is able to engage with Baxalta and figure out a valuation that could appeal to the target, the second source familiar said. At the same time, Shire will be disciplined in the interest of its own shareholders, he cautioned.

Still, Baxalta believes at this point it is being undervalued, the first source familiar argued, noting that the company’s standalone prospects would unlock more value for its shareholders than the current Shire offer.

Baxalta's objective is to launch 20 new products by 2020, with more than USD 2.5bn of risk-adjusted sales, Hantson said on the call on Monday. “We have a great platform as an independent enterprise," he said.

(BFW) Galenica 1H Ebit CHF200.8m; Est. CHF165.4m; Raises Forecast

Galenica 1H Ebit CHF200.8m; Est. CHF165.4m; Raises Forecast
2015-08-11 05:00:41.711 GMT


By Colin Keatinge
(Bloomberg) -- 1H ebitda CHF240.3m; est. CHF203.4m.

* 1H net sales CHF1.79b; est. CHF1.75b
* 1H net CHF130.8m; est. CHF117m
* Co. to introduce new organisational, management structure
for Sante unit
* Link to announcement


Link to Company News:{GALN VX <Equity> CN <GO>}

For Related News and Information:
First Word scrolling panel: {FIRST<GO>}
First Word newswire: {NH BFW<GO>}

To contact the editor responsible for this story:
Colin Keatinge at +65-6231-3479 or
ckeatinge@bloomberg.net

(BFW) *TEREX AND KONECRANES TO COMBINE IN ALL-STOCK MERGER

BN 08/11 06:00 *TEREX, KONECRANES SEE ANNUAL AFTER-TAX SYNERGIES AT LEAST $119M
BN 08/11 06:00 *KONECRANES CHAIRMAN WILL BECOME, CHAIRMAN OF COMBINED CO
BFW 08/11 06:00 *TEREX AND KONECRANES TO COMBINE IN ALL-STOCK MERGER
BN 08/11 06:00 *TEREX COMBO CO W/ EXPECTED $10.0B IN PRO FORMA '14 REV
BN 08/11 06:00 *TEREX NEW CO PLANS NITIAL ANNUAL DIV OF ABOUT $1.15/SHR
BN 08/11 06:00 *TEREX NEW CO PLANS TO AUTHORIZE A $1.5B SHR REPURCHASE
BN 08/11 06:00 *TEREX AND KONECRANES TO COMBINE IN ALL-STOCK MERGER
BN 08/11 06:00 *TEREX, KONECRANES TO COMBINE IN AN ALL-STOCK MERGER
Terex and Konecranes to Combine in an All-Stock Merger
2015-08-11 06:00:00.178 GMT

Terex and Konecranes to Combine in an All-Stock Merger

Combination of Two Highly Complementary Businesses to Create a Global Leader
in Lifting & Material Handling Solutions

* Creates an industry leader with expected $10.0 billion in pro forma 2014
revenue
* Results in a stronger more competitive global lifting and material
handling company
* Expected to be accretive to both companies' shareholders in first full
year
* Identified annual after-tax synergies of at least $119 million
* New Company plans to authorize a $1.5 billion share repurchase and initial
annual dividend of approximately $1.15 per share

Business Wire

WESTPORT, Conn. & HYVINKAA, Finland -- August 11, 2015

Terex Corporation (NYSE:TEX) ("Terex") and Konecranes Plc (Helsinki: KCR1V.HE)
("Konecranes") today jointly announced that their respective Boards of
Directors have unanimously approved a definitive business combination
agreement and the resulting all-stock merger of equals.

Konecranes and Terex will combine to create a single company with estimated
pro forma 2014 revenues and EBITDA of $10.0 billion and $845 million,
respectively. Upon completion of the transaction, Terex shareholders will own
approximately 60% of the combined company and Konecranes shareholders will own
approximately 40%. The new company will be named Konecranes Terex Plc and will
be incorporated in Finland.

Compelling Strategic Rationale

The combination will bring together two complementary leaders in cranes,
materials handling, and equipment servicing solutions to create a premier
industrial company. The combined company is expected to create enhanced
shareholder value in a variety of ways, among them:

* Increased global scale with enhanced competitiveness to rival low-cost
emerging market players;
* Broader presence in key sectors with greater opportunity to capitalize on
growth trends in the port and industrial sectors as well as services;
* More robust portfolio of complementary products and customer solutions;
* Critical scale for further technology development and enhanced R&D
* Significant operational and corporate synergies and complimentary
geographic profiles; and
* Strong balance sheet and cash flow generation to support growth and return
of capital to shareholders

Terex CEO Ron DeFeo commented “This merger brings together two great
businesses and through synergies provides another lever that is within our
control to deliver value-creation to both the shareholders of Terex and
Konecranes. We have a deep respect for Konecranes and look forward to joining
forces with them to build a stronger and more diverse company that will be in
an excellent position to succeed in a dynamic and highly competitive global
industry.”

"The combination of Konecranes and Terex is a defining step in the history of
both companies," added Stig Gustavson, Chairman of Konecranes. "With a focus
on Lifting and Material Handling solutions, Konecranes Terex will be in an
excellent position to deliver enhanced growth in revenue and margins through
several strategic advantages, including significant cross-selling
opportunities. There is a common culture between the two organizations, with
both companies having long histories of designing competitive and innovative
solutions. Together, we will have the opportunity to expand what Konecranes
and Terex have built and become even stronger in the future."

Governance and Management

Upon close of the transaction, the combined company will appoint nine
Directors comprised of five Terex Directors and four Konecranes Directors. The
Konecranes Chairman and the Terex CEO will become, respectively, the Chairman
and the CEO of the combined company at closing. The combined company will
maintain significant headquarters in Westport, Connecticut USA and Hyvinkää,
Finland. Following completion of the transaction, Konecranes Terex Plc is
expected to have approximately 32,000 employees worldwide. The combined
company is planned to be listed on Nasdaq Helsinki and New York Stock
Exchange.

Approvals and Timing

The transaction is subject to approval by Terex shareholders, by Konecranes
shareholders, regulatory approvals and customary closing conditions. Closing
is expected to occur during the first half of 2016.

Conference Call

Terex Corporation and Konecranes Plc will be hosting a conference call at 8:30
am Eastern on Tuesday, August 11 2015 to provide an overview of the
transaction and answer analysts’ questions.

Investors in North America can access the call by dialing 877-726-6603. For
investors outside of North American can access the call by dialing
706-634-5517. No passcode will be required; referencing the Terex Konecranes
call will be sufficient. The conference call also will be available live on
the company’s website at www.Terex.com. Please log-in or dial-in at least 10
minutes prior to the start time to ensure a connection.

Advisors

Credit Suisse Securities (USA) LLC is serving as exclusive financial advisor
to Terex and Fried Frank Harris Shriver & Jacobson LLP, Bryan Cave LLP and
Avance Attorneys Ltd are acting as legal counsel to Terex. Perella Weinberg
Partners is serving as financial advisor to Konecranes and Skadden, Arps,
Slate, Meagher & Flom LLP and Roschier, Attorneys Ltd. are providing legal
counsel to Konecranes.

About Konecranes

Konecranes is a world-leading group of Lifting Businesses^TM, serving a broad
range of customers, including manufacturing and process industries, shipyards,
ports and terminals. Konecranes provides productivity-enhancing lifting
solutions as well as services for lifting equipment and machine tools of all
makes. In 2014, Group sales totaled $2.7 billion. The Group has approximately
12,000 employees at 626 locations in 48 countries. Konecranes is listed on the
NASDAQ OMX Helsinki (symbol: KCR1V).

About Terex

Terex Corporation is a diversified global manufacturer reporting in five
business segments: Aerial Work Platforms, Construction, Cranes, Material
Handling & Port Solutions and Materials Processing. Terex manufactures a broad
range of equipment for use in various industries, including the construction,
infrastructure, quarrying, manufacturing, mining, shipping, transportation,
refining, energy and utility industries. Terex offers financial products and
services to assist in the acquisition of Terex equipment through Terex
Financial Services. Terex uses its website (www.Terex.com) and its Facebook
page (www.facebook.com/TerexCorporation) to make information available to its
investors and the market.

Important Information For Investors And Shareholders

This document does not constitute an offer to sell or the solicitation of an
offer to buy any securities or a solicitation of any vote or approval. In
connection with the proposed transaction between Terex and Konecranes, Terex
and Konecranes will file relevant materials with the Securities and Exchange
Commission (the “SEC”), including a Konecranes registration statement on Form
F-4 that will include a proxy statement of Terex that also constitutes a
prospectus of Konecranes, and a definitive proxy statement/prospectus will be
mailed to stockholders of Terex. INVESTORS AND SECURITY HOLDERS OF TEREX ARE
URGED TO READ THE PROXY STATEMENT/PROSPECTUS AND OTHER DOCUMENTS THAT WILL BE
FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE
BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION. Investors and security
holders will be able to obtain free copies of the registration statement and
the proxy statement/prospectus (when available) and other documents filed with
the SEC by Terex or Konecranes through the website maintained by the SEC at
http://www.sec.gov. Copies of the documents filed with the SEC by Terex will
be available free of charge on Terex’s internet website at www.Terex.com.

Terex, its directors and certain of its executive officers may be considered
participants in the solicitation of proxies in connection with the proposed
transaction. Information about the directors and executive officers of Terex
is set forth in its proxy statement for its 2015 annual meeting of
stockholders, which was filed with the SEC on April 1, 2015. Other information
regarding the participants in the proxy solicitations and a description of
their direct and indirect interests, by security holdings or otherwise, will
be contained in the proxy statement/prospectus and other relevant materials to
be filed with the SEC when they become available.

Forward Looking Statements

This press release contains forward-looking information based on the current
expectations of Terex Corporation. Because forward-looking statements involve
risks and uncertainties, actual results could differ materially. Such risks
and uncertainties, many of which are beyond the control of Terex, include
those factors that are more specifically set forth in the public filings of
Terex with the Securities and Exchange Commission. Actual events or the actual
future results of Terex and Konecranes may differ materially from any forward
looking statement due to those and other risks, uncertainties and significant
factors. The forward-looking statements speak only as of the date of this
press release.

Terex expressly disclaims any obligation or undertaking to release publicly
any updates or revisions to any forward-looking statement included in this
press release to reflect any changes in expectations with regard thereto or
any changes in events, conditions, or circumstances on which any such
statement is based.

APPENDIX 1: PRELIMINARY COMBINED FINANCIAL INFORMATION

The unaudited financial information presented below is based on adjusted
figures from Konecranes’ IFRS-based and Terex’s US GAAP-based audited
financial statements for the full year 2013 and 2014 as such without adjusting
them in any way to represent uniform accounting principles.

The combined financial information is for illustrative purposes only. The
combined financial information gives an indication of the combined company’s
sales and earnings assuming the activities were included in the same company
from the beginning of each period. The combined financial information is based
on a hypothetical situation and should not be viewed as pro forma financial
information as purchase price allocation, differences in accounting standards,
differences in accounting principles and transaction costs have not been taken
into account. The combined financial information assumes the transaction to be
treated as reverse acquisition for accounting purposes. The difference between
transaction value, which has been calculated based on the closing price of
Konecranes’ shares as of August 7, 2015 and Konecranes’ book equity has been
allocated to non-current assets. The expected synergies have not been
included.

For the purposes of financial reporting, the actual combined financials will,
however, be determined on the basis of IFRS and/or US GAAP, applied
consistently, and will be calculated based on the transaction value and the
fair values of the identifiable assets and liabilities at the closing date of
the company that is ultimately determined to be treated as acquired entity for
accounting purposes. Income statement and balance sheet items could therefore
differ significantly from the combined financial information presented below.

This stock exchange release also contains non-GAAP measures (GAAP being IFRS
for Konecranes and US GAAP for Terex). These non-GAAP measures may not be
comparable to similarly titled measures disclosed by other companies. The
non-GAAP measures of Konecranes and Terex may not be comparable. For a
reconciliation between reported and non-GAAP/adjusted information for Terex
please see the reports and presentations for Q4 2014 and Full Year 2014.

Combined statement of income (reported adjusted numbers for continuing
operations) and statement of cash flow information for illustrative purposes.
No adjustments made to align the accounting principles.

   
  2014   2013
USD        
million Combined Konecranes Terex Combined Konecranes Terex
Company   Adjusted   Adjusted   Company   Adjusted   Adjusted
 
Net 9,981.0   2,672.1   7,308.9   9,872.0   2,788.0   7,084.0
Sales
EBITDA (2) 845.0   215.5   629.5   828.4   205.3   623.1
D&A (1) (205.3)   (57.3)   (148.0)   (194.9)   (51.9)   (143.0)
EBIT (2) 639.7   158.2   481.5   633.5   153.4   480.1
Financial (131.6)   (11.2)   (120.4)   (130.5)   (12.0)   (118.5)
Items
Taxes (2) (137.0)   (44.9)   (92.1)   (154.4)   (48.9)   (105.5)
Non
Controlling (0.5)   -   (0.5)   5.1   -   5.1
Interest
Net 370.6   102.1   268.5   353.7   92.5   261.2
Income
                       
Net cash
from 607.8   197.1   410.7   348.2   159.7   188.5
operating
Capital (137.3)   (55.8)   (81.5)   (159.5)   (76.7)   (82.8)
expenditure
 

Average EUR/USD rates of 1.329 and 1.328 have been used for 2014 and 2013
respectively.

Combined balance sheet for illustrative purposes. No adjustments made to align
the accounting principles.

     
    12/31/2014   12/31/2013
USD Combined   Konecranes   Terex Combined   Konecranes   Terex
million   Company   Adjusted   Adjusted   Company   Adjusted   Adjusted
Non current   4,457.5   607.5   2,571.8   4,773.5   665.7   2,897.3
assets
Inventories   1,868.2   407.3   1,460.9   2,062.1   448.9   1,613.2
Other
current   2,077.0   659.9   1,417.1   2,365.0   746.9   1,618.1
assets
Cash   597.1   118.9   478.2   590.4   182.3   408.1
Total   8,999.8   1,793.7   5,928.0   9,791.1   2,043.9   6,536.7
Assets
                         
Total   3,862.7   545.4   2,039.1   4,038.4   613.0   2,214.8
Equity
Non current   2,589.4   343.6   2,245.8   2,916.4   319.2   2,597.2
liabilities
Current   2,547.7   904.6   1,643.1   2,836.4   1,111.7   1,724.7
liabilities
Total
Equity and   8,999.8   1,793.7   5,928.0   9,791.1   2,043.9   6,536.7
liabilities
                         
Interest-
bearing   2,089.2   300.4   1,788.8   2,417.6   440.9   1,976.7
debt
Interest-
bearing net   1,492.1   181.5   1,310.6   1,826.8   258.2   1,568.6
debt
 

Year-end EUR/USD rates of 1.214 and 1.379 have been used for 2014 and 2013
respectively.

(1) D&A for Terex includes depreciation, amortization, and bank fee
amortization not included in Income (loss) from operations.
(2) Konecranes adjusted EBITDA excludes restructuring costs of $4.3 million in
2014 and $18.7 million in 2013 compared to the corresponding IFRS statement of
income. Adjusted EBIT excludes restructuring costs of $4.3 million in 2014 and
$41.0 million in 2013. The tax effect of the excluded restructuring items have
increased taxes by $1.3 million in 2014 and $14.2 million in 2013 compared to
the IFRS statement of income.

View source version on businesswire.com:
http://www.businesswire.com/news/home/20150810006447/en/

Contact:

Terex Corporation
Tom Gelston, 203-222-5943
Vice President Investor Relations
thomas.gelston@terex.com

-0- Aug/11/2015 06:00 GMT