Konecranes Oyj - Company Announcement

Konecranes has completed the acquisition of MHPS business

KONECRANES PLC  STOCK EXCHANGE RELEASE  January 4, 2017 at 21:00 EET

- Konecranes and Terex Corporation have completed the MHPS transaction

- The combined operations of Konecranes and MHPS start on January 4, 2017

- A focused global leader in industrial lifting and port solutions created

- Synergies of EUR 140 million p.a. targeted at EBIT level, to be implemented
within 3 years 

- Terex Corporation becomes a 25 percent shareholder in Konecranes after
receiving class B shares 

- David Sachs and Oren Shaffer join the Board of Directors as announced in
connection with the Extraordinary General Meeting held on September 15, 2016 


Konecranes Plc (“Konecranes”) has today completed the acquisition of Terex
Corporation’s (“Terex”) MHPS business (“MHPS Acquisition”). The acquisition of
MHPS will improve Konecranes’ position as a focused global leader in the
industrial lifting and port solutions market. Konecranes will achieve
substantial growth opportunities in the service business as well as critical
scale for further technological development. 

Christoph Vitzthum, Chairman of the Board of Konecranes, said: “The MHPS
Acquisition is a milestone in building our future. It is a great achievement to
bring Konecranes and MHPS together and we expect it to create substantial value
for our customers and shareholders. 

Panu Routila, President and CEO of Konecranes, commented: “We are extremely
proud to combine forces with MHPS. We want to provide a home for Demag and Port
Solutions, from which these businesses can grow and become stronger as part of
our joint organization. The MHPS Acquisition makes it possible for us to
realize a long list of synergies. We will be one technology company, ready to
create the next generation of lifting.” 

Konecranes is well prepared to deliver expected synergies based on the
extensive integration planning work carried out jointly with Terex over recent
months. Of the total of EUR 140 million p.a. synergies targeted within three
years, EUR 35 million is expected to be implemented within 12 months from
January 1, 2017, from which date the MHPS Acquisition is deemed effective from
a financial point of view. Overall, synergies will come from procurement,
operations and SG&A. One-time implementation expenses are expected to be EUR
130 million, with EUR 60 million of capex expected. In addition, dynamic
synergies related to new opportunities in global service operations are
expected to lead to significant earnings growth. 

The consideration for the MHPS business is USD 595 million and EUR 200 million
in cash and 19,600,000 new class B shares. Pursuant to the Stock and Asset
Purchase Agreement dated May 16, 2016 (the "SAPA"), the final cash
consideration is subject to post-closing adjustments for cash, debt, working
capital and the closing of the sale of the STAHL CraneSystems business. The
final number of class B shares may be subject to certain adjustments in
accordance with the SAPA. 

Based on 2015 financials, Konecranes and MHPS had aggregated sales of
approximately EUR 3.5 billion, adjusted EBITDA of EUR 267 million and a total
workforce of approximately 19,000. 


New business areas and Group Executive Board

On December 15, 2016, Konecranes announced changes to segment reporting and
Group Executive Board. As of January 1, 2017, Konecranes will report three
business areas: Service, Industrial Equipment and Port Solutions. As of today,
Konecranes Group Executive Board consists of the following members: 

Mr. Panu Routila, President and CEO

Mr. Teo Ottola, CFO and Deputy CEO

Mr. Fabio Fiorino, Executive Vice President, Business Area Service

Mr. Mikko Uhari, Executive Vice President, Business Area Industrial Equipment

Mr. Mika Mahlberg, Executive Vice President, Business Area Port Solutions

Mr. Juha Pankakoski, Executive Vice President, Technologies

Ms. Susanna Schneeberger, Executive Vice President, Strategy

Mr. Timo Leskinen, Senior Vice President, Human Resources

Ms. Sirpa Poitsalo, Senior Vice President, General Counsel



Directed share issue of new class B shares to Terex Deutschland GmbH and new
members of the Board of Directors 

Based on the authorization granted by the Extraordinary General Meeting held on
September 15, 2016 (“General Meeting”), the Board of Directors of Konecranes
decided on December 29, 2016 on a directed share issue of 19,600,000 new class
B shares ("Shares", each a "Share") to Terex Deutschland GmbH (the "Share
Issue"). The subscription price for a Share is EUR 35.01 which was the closing
price of Konecranes' class A share on the Nasdaq Helsinki today i.e., on the
date of closing of the MHPS Acquisition. The subscription price will be fully
recorded in the fund for invested unrestricted equity of Konecranes. 

Konecranes expects to register the Shares with the Finnish Trade Register and
Euroclear Finland Ltd on or about January 5, 2017. The new Shares will entitle
to dividends and other rights as from the registration date. The Shares will
not be applied for public trading. Pursuant to specific provisions of
Konecranes' articles of association, the Shares have the same financial rights
as Konecranes ordinary shares but are subject to voting and transfer
restrictions. 

Following the completion of the Share Issue, Terex will own 25 percent of the
outstanding shares of Konecranes. As approved by the General Meeting, the
number of members of the Board of Directors increases to ten (10). After the
closing of the MHPS Acquisition today, Terex is entitled to elect up to two
members to the Board of Directors of Konecranes as long as Terex’s or its group
companies' shareholding in Konecranes exceeds certain agreed thresholds. Terex
has informed Konecranes that its nominated Board Members are David Sachs and
Oren Shaffer. Further information on Terex nominated Board Members is available
in Appendix 2 of Konecranes' stock exchange release on July 15, 2016. As of the
date of the registration of the Shares, Konecranes Board of Directors consists
of the following members: 

Mr. Christoph Vitzthum, Chairman

Mr. Stig Gustavson, Vice Chairman

Mr. Svante Adde

Mr. Ole Johansson

Ms. Janina Kugel

Mr. Bertel Langenskiöld

Mr. Ulf Liljedahl

Ms. Malin Persson

Mr. David Sachs

Mr. Oren Shaffer



KONECRANES PLC


Miikka Kinnunen
Vice President, Investor Relations



FURTHER INFORMATION
Miikka Kinnunen, Vice President, Investor Relations, Konecranes Plc, tel. +358
(0)20 427 2050 





Konecranes is a world-leading group of Lifting Businesses™, 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 2015, Group sales totaled EUR 2,126 million. The Group has 11,100
employees at 600 locations in 48 countries. Konecranes is listed on Nasdaq
Helsinki (symbol: KCR1V). 



DISTRIBUTION
Nasdaq Helsinki
Major media
www.konecranes.com