UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13D/A
(AMENDMENT NO. 25)
Terex Corporation
(Name of Issuer)
Common Stock, $0.01 par value per share
(Title of Class of Securities)
880779 10 3
(CUSIP Number)
Randolph W. Lenz With copies to:
c/o Equity Merchant Banking Corp. Stacie K. Daley, Esq.
5401 North Federal Highway 5401 N. Federal Highway
Fort Lauderdale, Florida 33308 Fort Lauderdale, Florida 33308
(Name, Address and Telephone Number of Person Authorized to
Receive Notices and Communications)
June 19, 1999
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report
the acquisition which is the subject of this Schedule 13D, and is filing this
schedule because of Rule 13d-1(b)(3) or (4), check the following box o.
Note: Six copies of this statement, including all exhibits, should be filed
with the Commission. See Rule 13d-1(a) for other parties
to whom copies are to be sent.
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the
Notes).
Page 1 of 4 pages
<PAGE>
CUSIP NO. 880779 10 3 SCHEDULE 13D/A
Page 2 of 4 Pages
1 NAME OF REPORTING PERSON S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE
PERSON
Randolph W. Lenz
2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) / / (b) / /
3 SEC USE ONLY
4 SOURCE OF FUNDS* PF
5 CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED
PURSUANT TO ITEMS 2(d) or 2(e)
/ /
6 CITIZENSHIP OR PLACE OF ORGANIZATION
United States
NUMBER OF 7 SOLE VOTING POWER
SHARES
BENEFICIALLY 1,323,678
OWNED BY
EACH 8 SHARED VOTING POWER
REPORTING
PERSON 9 SOLE DISPOSITIVE POWER
WITH
1,323,678
10 SHARED DISPOSITIVE POWER
11 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING
PERSON
1,323,678
12 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES
CERTAIN SHARES*
/ /
13 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11)
6.18% of the Common Stock outstanding as of the date hereof.
14 TYPE OF REPORTING PERSON*
IN
<PAGE>
Terex Corporation
Schedule 13D/A
ITEM 1 SECURITY AND ISSUER.
This Statement relates to shares of common stock(the "Common Stock") of Terex
Corporation and its predecessor, Northwest Engineering Company(the
"Company").The address of the Company's principal executive offices is 500 Post
Road East, Suite 320,Westport, CT 06880. In 1988, Northwest Engineering Company
merged into the Company, with the Company being the surviving entity and the
issuer of the Company's registered securities.
ITEM 2. IDENTITY AND BACKGROUND.
(a) - (c) This Statement is being filed by Randolph W. Lenz ("Reporting
Person" or "Mr. Lenz"). Mr. Lenz is a citizen of the United States.
The business and office address of the Reporting Person is 5401 North Federal
Highway, Fort Lauderdale, Florida 33308.
(d)- (f) No change from information set forth in amendment Number 23
ITEM 3. SOURCE AND AMOUNT OF FUNDS OR OTHER CONSIDERATION.
Not applicable.
ITEM 4. PURPOSE OF TRANSACTION.
Not applicable.
Page 3 of 4 pages
<PAGE>
Terex Corporation
Schedule 13D/A
ITEM 5. INTEREST IN SECURITIES OF THE COMPANY.
On June 19, 1999, Mr. Lenz sold 326,500 shares of Company Common stock for
$30.00 per share for a total of $9,795,000.00. This transaction was sold in the
open market through broker-dealers. Subsequent to these sales, Mr. Lenz owns
beneficially 1,323,678 shares of Company Common Stock, or 6.18% of the total
number of shares of Company Common Stock outstanding.
ITEM 6. CONTRACTS, ARRANGEMENTS, UNDERSTANDINGS OR RELATIONSHIPS WITH RESPECT
TO SECURITIES OF THE COMPANY.
ITEM 7. MATERIAL TO BE FILED AS EXHIBITS.
Exhibit A Power of Attorney
SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I certify
that the information set forth in this statement is true, complete and correct.
Dated: June 23, 1999 By: /s/Randolph W. Lenz
RANDOLPH W. LENZ
By: /s/Stacie K. Daley, Esq.
By: Stacie K. Daley, Esq.
Attorney-in-Fact
Pursuant to Power of Attorney,
dated June 23, 1999
(attached as Exhibit A to Mr.
Lenz's Schedule 13D/A No.25 for
Terex Corporation, dated June 23, 1999
and incorporated herein by reference)
Page 4 of 4 Pages
<PAGE>
EXHIBIT A
to Terex Corporation Schedule 13D/A 13D
POWER OF ATTORNEY
I, Randolph W. Lenz, hereby appoint Stacie K. Daley, Esq., as my
attorney-in-fact to execute in my name and stead any and all documents,
schedules or other filings as may be required under the Securities Exchange Act
of 1934, as amended, and the rules and regulations promulgated thereunder,
including, but not limited to, any Schedule 13D, Schedule 13G, and Forms 3, 4 or
5, along with any and all amendments thereto, and to file such documents,
schedules or other filings or amendments thereto, on my behalf, with the U.S.
Securities and Exchange Commission and any pertinent securities exchange.
This Power of Attorney shall continue in effect until terminated in writing by
the undersigned.
IN WITNESS WHEREOF, the undersigned has executed and delivered this Power of
Attorney as of this 23rd day of June, 1999.
RANDOLPH W. LENZ
/s/Randolph W. Lenz
- -----------------------------
State of Florida }
}ss:
County of Broward }
On this 23rd day of June, 1999, before me personally appeared Randolph W. Lenz
to me known and known to me to be the individual described in and who executed
the foregoing instrument, and he duly acknowledged to me that he executed the
same.
/s/__________________
Notary Public
My Commission expires: ________
