【英语财经】中联重科拟以33亿美元收购特雷克斯 China’s Zoomlion bids $3.3bn for Terex

Zoomlion, China’s answer to Caterpillar, has made a $3.3bn attempt to gatecrash a deal between its US and Finnish rivals that would create one of the world’s biggest cranemakers.

The Chinese industrial company, which makes everything from cranes to pile-drivers, has offered to buy US-based Terex, in a move that would scupper its proposed merger with Finland’s Konecranes.

Zoomlion has offered to a pay $30 per Terex share, in a deal that would value the US company’s equity at $3.3bn.

The approach, which happened in the past several weeks, is being evaluated by Terex, even as it continues to work on closing its merger with Konecranes, said people familiar with the situation.

In a statement, Terex said on Tuesday that its board of directors had not changed its recommendation on the proposed merger with Konecranes.

But it added: “Terex has entered into a confidentiality agreement with Zoomlion and is in discussions with Zoomlion regarding the proposal?.?.?.?the Terex board of directors, in consultation with its legal and financial advisers, is carefully reviewing the Zoomlion proposal to determine the course of action that it believes is in the best interests of Terex shareholders.”

One person familiar with the matter said Shenzhen-listed Zoomlion Heavy Industry Science and Technology, the company’s full name, is being advised by Goldman Sachs.

When Terex and Konecranes unveiled their merger last August, the transaction was poised to create a company with a combined market value of $5.7bn and annual revenues of more than $10bn.

Terex shareholders would own 60 per cent of the combined group, while their counterparts at Konecranes would hold the remainder. Stig Gustavson, chairman of Konecranes, would have the same role at the enlarged group.

Importantly, the transaction was structured as a so-called tax inversion. This would allow Terex to reduce its corporate tax rate by redomiciling to Finland, where Konecranes is headquartered.

But shares in Terex and Konecranes had previously fallen 44 and 41 per cent respectively since last August due to concerns about slowing economic growth and the effect that would have on manufacturers of industrial equipment.

On Tuesday, shares in Terex rose 36 per cent to $20.48 in New York after the company’s statement about the Zoomlion offer. Konecranes’ stock had earlier closed 9.1 per cent higher at ￠20.79 in Helsinki.

Before Terex’s statement, Konecranes and Goldman Sachs declined to comment. Zoomlion could not immediately be reached.

Zoomlion’s offer for Terex comes as Chinese companies have been striking foreign deals with increased pace since the start of the year.

For example, China’s Qingdao Haier agreed a $5.4bn deal to buy GE’s appliance business.

Chinese companies’ efforts to acquire US assets, however, have faced regulatory hurdles.

Philips, the Dutch conglomerate, last week abandoned the planned $2.8bn sale of a lighting business to a group of Chinese investors after objections from US authorities.

Zoomlion’s offer to buy Terex would probably face similar scrutiny, according to advisers who have worked on transactions involving Chinese groups acquiring assets in the US.

Zoomlion, like many companies heavily-exposed to Chinese infrastructure and property development, has been impacted by the country’s economic slowdown, pushing it to look for growth overseas.

Its Hong Kong-listed shares have dropped nearly 60 per cent over the past 12 months, giving it a market capitalisation of $4.4bn.

中联重科(Zoomlion)不请自来地介入了其美国和芬兰竞争对手之间的一宗合并交易，这宗交易或将催生全球最大的起重机制造商之一。

这家生产从起重机到打桩机等各种建筑机械的中国工业企业，已提出以33亿美元收购总部位于美国的特雷克斯(Terex)。此举或将让特雷克斯与芬兰科尼集团(Konecranes)拟议中的合并告吹。

中联重科提出以每股30美元收购特雷克斯，这一交易将使后者的股本估值达到33亿美元。

知情人士表示，特雷克斯正在评估过去几周里出现的这一收购努力，尽管该公司仍在努力完成与科尼集团的合并。

周二，特雷克斯在一份声明中表示，公司董事会并未更改其对拟议中的与科尼集团合并的建议。

但该公司补充说：“特雷克斯已与中联重科达成一项保密协议，并正与中联重科就这一收购方案展开磋商……特雷克斯董事会正在公司法务和财务顾问的咨询帮助下，仔细评估中联重科提出的方案，以确定公司心目中最符合特雷克斯股东利益的行动方案。”

一名知情人士表示，在深圳上市的中联重科聘请的顾问是高盛(Goldman Sachs)。

周二，特雷克斯在发布了关于中联重科收购要约的声明后，股价上涨了36%，至每股20.48美元。之前在赫尔辛基，科尼集团的股价收涨9.1%，至每股20.79欧元。

面对特雷克斯的声明，科尼集团和高盛拒绝置评。记者无法立刻联系上中联重科。

自今年初以来，中国企业一直在以更快的脚步在海外达成并购交易。

比如，中国的青岛海尔(Qingdao Haier)达成了一项以54亿美元的价格收购通用电气(GE)家电业务的交易。

不过，中国企业收购美国资产的努力遭遇到了监管障碍。

在遭遇美国当局的反对之后，荷兰综合性企业飞利浦(Philips)上周放弃了以28亿美元的价格将灯泡业务出售给一群中国投资者的计划。

多名参与过中国企业收购美国资产的交易的顾问称，中联重科对特雷克斯发出的收购要约很可能也会面临类似的审查。

与许多严重依赖中国基建和地产开发的企业类似，中联重科也受到了中国经济放缓的影响，这促使该公司寻求在海外实现增长。

过去12个月，该公司在香港上市的股票已下跌近60%，目前市值为44亿美元。

译者/简易