UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
December 10, 2001
-------------------------------
(Date of earliest event reported)
TEREX CORPORATION
-----------------------------------------------------------------------------
(Exact Name of Registrant as Specified in Charter)
Delaware 1-10702 34-1531521
-----------------------------------------------------------------------------
(State or Other Jurisdiction (Commission (IRS Employer
of Incorporation) File Number) Identification No.)
500 Post Road East, Suite 320, Westport, Connecticut 06880
------------------------------------------------------ ----------
(Address of Principal Executive Offices) (Zip Code)
(203) 222-7170
--------------------------------------------------
Registrant's telephone number, including area code
Not Applicable
-----------------------------------------------------------------------------
(Former Name or Former Address, if Changed Since Last Report)
Item 5. Other Events
Terex Corporation ("Terex") announced by press release today that it
intends to issue approximately $200,000,000 principal amount of Senior
Subordinated Notes Due 2011 (the "Notes"). Terex intends to use the net proceeds
from the offering of the Notes to prepay a portion of its existing term loans.
It is intended that Terex will offer the Notes pursuant to Rule 144A
promulgated under the Securities Act of 1933, as amended (the "Act"), and that
they will not initially be registered under the Act. Accordingly, the Notes will
not be able to be offered or sold in the United States absent registration under
the Act or an applicable exemption from the registration requirements. There can
be no assurances at this time as to whether the transaction announced in the
press release will occur, or as to the timing or definitive terms of such
transaction.
Terex also announced today by press release that it has closed on the sale
of 5.75 million shares of its common stock, which includes the exercise of the
over-allotment granted to the underwriter of 750,000 shares. The offering, which
was previously announced on December 5, 2001, was underwritten by Salomon Smith
Barney. The net proceeds to Terex from the common stock offering is $96.3
million and will be used to repay outstanding indebtedness and for general
corporate purposes.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
TEREX CORPORATION
By: /s/ Eric I Cohen
-----------------
Name: Eric I Cohen
Title: Senior Vice President
Date: December 10, 2001