TEREX CORP
8-K, 1997-02-26
INDUSTRIAL TRUCKS, TRACTORS, TRAILORS & STACKERS
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                       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

       Date of report (Date of earliest event reported) February 24, 1997



                                TEREX CORPORATION
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               (Exact Name of Registrant as Specified in Charter)


        Delaware                    1-10702               34-1531521
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(State or Other Jurisdiction       (Commission            (IRS Employer
      of Incorporation)            File Number)         Identification No.)



500 Post Road East, Suite 320, Westport, Connecticut                    06880
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      (Address of Principal Executive Offices)                       (Zip Code)


        Registrant's telephone number, including area code (203) 222-7170



- --------------------------------------------------------------------------------
          (Former Name or Former Address, if Changed Since Last Report)


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<PAGE>

Item 5.  Other Events.

On February 24, 1997, Terex Corporation  ("Terex" or the "Company")  executed an
Agreement of Purchase and Sale (the "Purchase Agreement") with Simon Engineering
plc and certain subsidiaries  (collectively,  "Simon  Engineering")  pursuant to
which the  Company  has agreed to acquire  the  industrial  businesses  of Simon
Access division ("Simon Access  Division") from Simon Engineering for the sum of
$90 million.

The Simon  Access  Division  to be  acquired  consists  principally  of  several
business  units in the  United  States  and  Europe  which  are  engaged  in the
manufacture  and sale of  access  equipment  designed  to  position  people  and
materials to work at heights.  The Simon Access Division  products include truck
mounted  aerial  devices,  aerial work  platforms and truck mounted cranes (boom
trucks)  which are sold to  utility  companies  as well as to  customers  in the
industrial and construction markets.  Specifically,  Terex has agreed to acquire
100% of the  outstanding  common  stock of (i)  Simon-Telelect  Inc., a Delaware
corporation,  (ii) Simon Aerials, Inc., a Wisconsin corporation,  (iii) Sim-Tech
Management  Limited,  a private limited company  incorporated  under the laws of
Hong Kong, (iv) Simon Cella,  S.r.l., a company  incorporated  under the laws of
Italy, and (v) Simon Aerials Limited,  a company  incorporated under the laws of
Ireland;  and 60% of the  outstanding  common stock of  Simon-Tomen  Engineering
Company Limited,  a limited  liability stock company organized under the laws of
Japan.  Not  included  in the  businesses  to be acquired  are the Simon  Access
Division's fire fighting equipment businesses.

The  consummation of the acquisition is expected to take place in April 1997 and
is subject  principally  to (i)  expiration  or  termination  of the  applicable
waiting period under the Hart-Scott-Rodino  Antitrust  Improvements Act of 1976,
as  amended,  and (ii) the  approval  of the  transactions  contemplated  by the
shareholders of Simon Engineering plc.


<PAGE>




                                   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.

Date: February 26, 1997

                                    TEREX CORPORATION


                                    By: /s/ Joseph F. Apuzzo
                                        Joseph F. Apuzzo
                                        Vice President Finance and Controller
                                        (Principal Accounting Officer)





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