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Zoomlion abandons $3.4bn Terex takeover

worker walks past a Zoomlion Heavy Industry Science & Technology Development Co. machinery in Shanghai, China, on Friday, Feb. 1, 2013. China's services industries grew at the fastest pace since August as gains in retailing and construction aid government efforts to drive a recovery in the worldÕs second-biggest economy. Photographer: Tomohiro Ohsumi/Bloomberg©Bloomberg

China’s Zoomlion has quit its $3.4bn takeover pursuit of Terex, the US construction equipment maker, the latest failed attempt by a Chinese bidder to gatecrash a deal between two western companies.

Zoomlion, which also makes heavy lifting machinery, said on Friday that “no agreement can be reached on the crucial terms” of a deal with Terex and that it had “therefore decided to terminate the negotiation”.

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The Chinese company has pursued Terex since late last year, in a move that would have scuppered the US group’s previously agreed merger with Finnish rival Konecranes.

In March, Zoomlion increased an initial $30-a-share offer for Terex by adding a special dividend of $1m. That $3.4bn offer was rebuffed by Terex, which was holding out for a bid worth $32.75 a share.

Terex shares were down 16 per cent at $20.36 by midday in New York trading on Friday.

In many ways, the Zoomlion offer highlighted the audacious manner in which Chinese groups have made record splashes in the global market for mergers and acquisitions.

In several examples, Chinese companies approached groups with cash offers when they were already involved in other transactions.

Those include a $14bn bid by China’s Anbang Insurance to break up a planned takeover of Starwood Hotels & Resorts by Marriott International and ChemChina’s late attempt to buy BG Group, the British oil and gas company, which was in the final stages of closing a deal with Royal Dutch Shell when an approach was made last December.

Zoomlion’s efforts were partially successful. Terex and Konecranes terminated their plans to merge earlier this month. Instead, Konecranes agreed to pay $1.3bn in cash and non-voting stock to Terex in exchange for a unit of the US company that produces industrial and harbour cranes.

That revised agreement included a May 31 deadline for Terex to be able to walk away from the Konecranes deal in favour of a full takeover by Zoomlion, which was advised by Goldman Sachs.

Since its interest became public in January, Zoomlion faced doubts over its ability to complete a takeover. The lossmaking, part state-owned company is heavily indebted. Zoomlion’s total debt to earnings before interest, tax, depreciation and amortisation in the year to March 31 was 21.4 times compared with 3.6 times at Terex, according to S&P Capital IQ.

Questions were also raised about the chances of Zoomlion gaining approval from the Committee on Foreign Investments in the US, which has the power to review and potentially block transactions that could harm the country’s national security.

Zoomlion could not be reached for comment. Shares in the Chinese company, which were down by a quarter since the start of the year, were 0.7 per cent lower in Shenzhen trading.

Konecranes shares jumped 4.6 per cent to €24.30 in Helsinki. Panu Routila, Konecranes chief executive, said in a statement that its acquisition of the Terex unit “will enhance our position as a focused and global leader in service and equipment in industrial lifting and port solutions”.

Additional reporting by Don Weinland in Hong Kong

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