Terex Corporation (NYSE: TEX) and Rev Group (NYSE: REVG) have just announced a definitive merger agreement to create a leading specialty equipment manufacturer. This strategic merger will result in a scaled organization with complementary, leading brands in attractive, low cyclical, highly resilient, and growing end markets. The combined company is expected to have significant net sales, an attractive combined adjusted EBITDA margin, and a strong financial foundation to support continued investment in growth while maintaining flexibility.
The merger will unlock significant value-creating synergies, totaling $75 million of run-rate value in 2028, with approximately 50% expected to be achieved twelve months after closing. This synergy value is expected to enhance competitiveness and reduce operating costs.
Upon closing of the merger, Terex CEO, Simon Meester, will serve as the President and Chief Executive Officer of the combined company. The board of the combined company will consist of 12 directors, with 7 from the Terex board and 5 from the Rev Group board. The transaction is expected to close in the first half of 2026, subject to approval by both companies’ shareholders, required regulatory clearance, and satisfaction of other customary closing conditions.
Under the terms of the agreement, Rev Group shareholders will receive, for each Rev Group share, 0.9809 of a share of the combined company and $8.71 in cash ($425 million in total). After closing, Terex shareholders will own approximately 58%, while Rev Group shareholders will own approximately 42% of the combined company’s fully diluted shares on a pro forma basis.
The combined company is expected to have approximately $7.8 billion in net sales and an attractive combined adjusted EBITDA margin of approximately 11% as of year-end 2025 excluding the benefit of synergies. Excluding aerials and including $75 million of synergies, it is estimated that the combined company would have a pro forma adjusted EBITDA margin of approximately 14% for 2025. The exchange ratio and the closing share prices for Terex and Rev Group as of October 28, 2025, represent an implied total enterprise value of the combined company of approximately $9 billion.
The transaction is being advised by Barclays as the exclusive financial advisor and legal counsel to Terex. J.P. Morgan is serving as the exclusive financial advisor and Davis Polk & Wardwell LLP is serving as legal counsel to Rev Group.
This merger represents a transformative step for both companies, creating a large-scale, diversified industrial leader well-positioned to capitalize on long-term secular growth trends. It is expected to unlock significant value for both Terex and Rev Group shareholders and create exciting opportunities for team members and customers by strengthening the ability to invest in the combined business, innovate, and deliver quality solutions. Today the company's shares have moved -2.14% to a price of $59.98. For the full picture, make sure to review REV's 8-K report.
