Q3 2025 Earnings Presentation October 30, 2025 Forward Looking Statements Certain information in this presentation includes forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 (the "Exchange Act") and the Private Securities Litigation Reform Act of 1995) regarding future events or our future financial performance that involve certain contingencies and uncertainties, including those discussed in our Annual Report on F ...

AND ESTABLISHING A LEADING SPECIALTY EQUIPMENT MANUFACTURER OCTOBER 30, 2025 E X E C U T E • I N N O V A T E • G R O W 1 Cautionary Statement About Forward-Looking Statements This presentation contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933, which involve risks and uncertainties. Any statements about Terex's and REV Group's, or the combined company's plans, objectives, expectations, strategies, beliefs ...

AND ESTABLISHING A LEADING SPECIALTY EQUIPMENT MANUFACTURER OCTOBER 30, 2025 E X E C U T E • I N N O V A T E • G R O W 1 Cautionary Statement About Forward-Looking Statements This presentation contains forward-looking statements within the meaning of Section 21E of the Securities Exchange Act of 1934 and Section 27A of the Securities Act of 1933, which involve risks and uncertainties. Any statements about Terex's and REV Group's, or the combined company's plans, objectives, expectations, strategies, beliefs ...

Financial Performance - Sales for Q3 2025 were $1.4 billion, representing a 14.4% increase compared to Q3 2024[5] - Net income for Q3 2025 was $65 million, or $0.98 per share, down from $88 million, or $1.31 per share in Q3 2024[6] - Net sales for Q3 2025 reached $1,387 million, a 14.5% increase from $1,212 million in Q3 2024[23] - Gross profit for Q3 2025 was $282 million, compared to $245 million in Q3 2024, reflecting a gross margin of 20.3%[23] - Operating profit for Q3 2025 was $140 million, up from $122 million in Q3 2024, maintaining an operating margin of 10.1%[23] - Net Sales for YTD Q3 2025 reached $4,103 million, with a Gross Profit of $875 million, representing a Gross Margin of 21.3%[36] - Operating Profit for YTD Q3 2025 was $443 million, resulting in an Operating Margin of 10.8%[36] - Net Income for YTD Q3 2025 was $253 million, with Earnings per Share (EPS) of $3.81[36] Bookings and Outlook - Bookings reached $1 billion, reflecting a 57% year-over-year growth on a pro forma basis, with a book-to-bill ratio of 72%[6] - The company maintained its full-year adjusted EPS outlook of $4.70 to $5.10 despite macroeconomic challenges[11] - The full-year net sales outlook is projected between $5.3 billion and $5.5 billion[11] - The company anticipates a 2025 outlook for free cash flow of approximately $325 million, reflecting ongoing operational efficiency[34] Cash Flow and Capital Expenditures - Free cash flow generated was $130 million, achieving a cash conversion rate of 200%[5] - Capital expenditures for Q3 2025 were $24 million, with a total of $87 million returned to shareholders through dividends and share repurchases[10] - Capital expenditures for the first nine months of 2025 totaled $84 million, slightly lower than $88 million in the same period of 2024[27] - Free cash flow for Q3 2025 was $130 million, with a free cash flow conversion rate of 200%[34] Assets and Equity - Total assets increased to $6,166 million as of September 30, 2025, compared to $5,730 million at the end of 2024[25] - Cash and cash equivalents rose to $509 million at the end of Q3 2025, up from $388 million at the end of 2024[25] - Stockholders' equity as reported increased to $2,017 million as of September 30, 2025, up from $1,965 million in the previous quarter[45] - Adjusted stockholders' equity reached $2,166 million, compared to $2,088 million in the prior quarter, indicating robust financial health[45] Margins and Profitability - Operating margin was reported at 10.1%, with an adjusted operating margin of 12.1%[5] - The company reported a year-to-date operating profit margin of 8.2% for the first nine months of 2025, down from 12.2% in the same period of 2024[29] - Adjusted Operating Profit for Q3 2025 was $443 million, with an Adjusted Operating Margin of 10.8%[36] - Adjusted Operating Profit for YTD Q3 2025 was $484 million, with an Adjusted Operating Margin of 12.5%[38] Tax and Income Adjustments - The Effective Tax Rate for YTD Q3 2025 was 19.7%[36] - Income before income taxes for the nine months ended September 30, 2025, was reported at $209 million, with an effective tax rate of 24.5%[45] - Adjusted income before income taxes was $314 million, with a significantly lower effective tax rate of 15.6%[45] - The company recorded restructuring and other adjustments totaling $5 million for the three months ended September 30, 2025[45] - Purchase price accounting adjustments amounted to $20 million for the three months ended September 30, 2025[45] - The company experienced a tax-related benefit from foreign tax legislative changes, contributing to the adjusted income figures[45] - The overall financial adjustments reflect the company's strategic focus on restructuring and optimizing its tax position[45] Segment Performance - Environmental Solutions segment showed strong growth, contributing to overall margin improvements[6]

Core Insights - Terex Corporation reported solid financial performance in Q3 2025, with growth in Environmental Solutions and strong margins, despite challenging market conditions in other segments [2][4] - The company maintained its full-year EPS outlook of $4.70 to $5.10, reflecting resilience amid macroeconomic headwinds and tariff changes [4][6] Financial Performance - Q3 2025 net sales reached $1.4 billion, a 14.4% increase compared to Q3 2024, with adjusted operating profit of $168 million, or 12.1% of net sales [6][7] - Free cash flow for Q3 was $130 million, achieving a cash conversion rate of 200%, supporting capital allocation strategies [4][6] - Year-to-date bookings grew by 57% year-over-year, indicating a healthy backlog and returning to normal seasonal patterns [4][7] Segment Analysis - Aerials segment reported net sales of $537 million, down 13.2% year-over-year, with operating profit of $45 million, or 8.4% of net sales [7][22] - Materials Processing segment had net sales of $417 million, a decline of 6.1% year-over-year, with operating profit of $52 million, or 12.5% of net sales [7][22] - Environmental Solutions segment saw net sales of $435 million, up 13.6% year-over-year, with operating profit of $58 million, or 13.3% of net sales [7][22] Outlook - The company expects higher tariff-related costs in Q4 2025, estimating a full-year net unfavorable impact of tariffs on EPS to be approximately $0.70 [4][5] - Full-year 2025 outlook includes net sales of $5.3 billion to $5.5 billion, EBITDA of approximately $640 million, and free cash flow of $300 million to $350 million [5][6]

Core Viewpoint - Terex Corporation and REV Group have entered into a definitive merger agreement to create a leading specialty equipment manufacturer, enhancing their market position and operational capabilities [1][2][4]. Strategic Rationale and Transaction Benefits - The merger will form a diversified leader in emergency, waste, utilities, environmental, and materials processing equipment, characterized by low cyclicality and resilient demand [2][6]. - The combined organization is expected to unlock significant synergies totaling $75 million in run-rate value by 2028, with approximately 50% of these synergies achieved within 12 months post-closing [3][7][16]. - Terex plans to exit its Aerials segment, further reducing exposure to cyclical markets and enhancing the overall growth profile of the combined company [3][10][16]. Financial Overview - The combined company is projected to have approximately $7.8 billion in net sales and an Adjusted EBITDA margin of around 11% as of year-end 2025, excluding synergies [10]. - The merger implies a total enterprise value of approximately $9 billion, with a net debt to trailing twelve-month pro forma Adjusted EBITDA ratio of about 2.5x, including the anticipated synergies [10][9]. - Excluding the Aerials segment and including the $75 million of synergies, the pro forma Adjusted EBITDA margin is estimated to be approximately 14% for 2025 [10]. Corporate Governance - Post-merger, the board of the combined company will consist of 12 directors, with 7 from Terex and 5 from REV Group [11]. Timing & Approvals - The transaction is expected to close in the first half of 2026, pending shareholder approval and regulatory clearance [12].

Core Viewpoint - Terex Corporation is a key player in the construction and mining manufacturing sector, known for consistently exceeding earnings expectations, which has positively influenced its market position [1] Financial Performance - Wall Street estimates Terex's earnings per share (EPS) for Q3 2025 to be $1.22, with projected revenue of approximately $1.41 billion, while analysts are slightly more optimistic with an EPS projection of $1.30 [2] - Despite an anticipated year-over-year decline in earnings, Terex is expected to report higher revenues for the quarter ending September 2025 [2][6] - In the previous quarter, Terex reported an EPS of $1.49, surpassing the consensus estimate of $1.44, with a positive surprise of 3.47% and revenue of $1.49 billion, exceeding analysts' expectations of $1.46 billion [3][6] Market Valuation - Terex has a price-to-earnings (P/E) ratio of approximately 20.92 and a price-to-sales ratio of about 0.72, indicating how the market values its earnings and revenue [4] - The enterprise value to sales ratio is around 1.15, reflecting the company's total valuation in relation to its sales [4] Upcoming Earnings Call - The sustainability of any immediate price changes following the earnings report will depend on management's discussion of business conditions during the earnings call scheduled for October 30, 2025, at 8:30 AM ET [5]

Core Viewpoint - Terex (TEX) is positioned to potentially continue its earnings-beat streak in the upcoming report, having a strong history of exceeding earnings estimates, particularly in the last two quarters with an average surprise of 36.43% [1][4]. Earnings Performance - In the last reported quarter, Terex achieved earnings of $1.49 per share, surpassing the Zacks Consensus Estimate of $1.44 per share, resulting in a surprise of 3.47% [2]. - In the previous quarter, Terex was expected to report earnings of $0.49 per share but delivered $0.83 per share, leading to a significant surprise of 69.39% [2]. Earnings Estimates and Predictions - Recent estimates for Terex have been trending upward, with a positive Earnings ESP (Expected Surprise Prediction) indicating a strong likelihood of an earnings beat [4][7]. - The current Earnings ESP for Terex is +0.27%, suggesting that analysts have recently become more optimistic about the company's earnings prospects [7]. Zacks Rank and Success Rate - Terex holds a Zacks Rank of 3 (Hold), which, when combined with a positive Earnings ESP, suggests a high probability of beating earnings estimates, with historical data indicating that nearly 70% of stocks with this combination achieve a positive surprise [5][7].

Core Points - Terex Corporation will hold a conference call to review its third quarter 2025 financial results on October 30, 2025, at 8:30 a.m. Eastern Time, hosted by the President and CEO Simon Meester and CFO Jennifer Kong-Picarello [1][4] - Financial results will be available on the company's investor relations website prior to the call, and participants are encouraged to access the webcast 15 minutes early [2] Company Overview - Terex Corporation is a global industrial equipment manufacturer specializing in materials processing machinery, waste and recycling solutions, mobile elevating work platforms (MEWPs), and equipment for the electric utility industry [3] - The company designs, builds, and supports products used across various sectors including maintenance, manufacturing, energy, minerals and materials management, construction, waste and recycling, and entertainment [3] - Terex provides lifecycle support through a global parts and services organization and offers digital solutions to maximize customer investment returns [3] - The company emphasizes environmentally friendly products, including electric and hybrid offerings that are quiet and emission-free, as well as products that support renewable energy and aid in waste recovery [3] - Terex products are manufactured in North America, Europe, and Asia Pacific, and are sold worldwide [3]

Core Points - Terex Corporation will host a conference call to discuss its third quarter 2025 financial results on October 31, 2025, at 8:30 a.m. Eastern Time [1] - The financial results will be available on the company's investor relations website prior to the call [2] Company Overview - Terex Corporation is a global industrial equipment manufacturer specializing in materials processing machinery, waste and recycling solutions, mobile elevating work platforms (MEWPs), and equipment for the electric utility industry [3] - The company focuses on providing lifecycle support and complementary digital solutions to maximize customer investment returns, while also offering products that reduce environmental impact, including electric and hybrid options [3] - Terex products are manufactured in North America, Europe, and Asia Pacific, and are sold worldwide [3]