September 16, 2014

Morgan Stanley 2nd Annual Laguna Conference

Forward-Looking Statements & Non-GAAP Measures

This presentation contains forward-looking information regarding future events or the Company’s future financial performance based on the current expectations of Terex Corporation. In addition, when included in this presentation, the words “may,” “expects,” “intends,” “anticipates,” “plans,” “projects,” “estimates” and the negatives thereof and analogous or similar expressions are intended to identify forward-looking statements. However, the absence of these words does not mean that the statement is not forward-looking. The Company has based these forward-looking statements on current expectations and projections about future events. These statements are not guarantees of future performance.

Because forward-looking statements involve risks and uncertainties, actual results could differ materially. Such risks and uncertainties,

many of which are beyond the control of Terex, include among others: Our business is cyclical and weak general economic conditions

affect the sales of our products and financial results; our ability to successfully integrate acquired businesses; the need to comply with

restrictive covenants contained in our debt agreements; our ability to generate sufficient cash flow to service our debt obligations and

operate our business; our ability to access the capital markets to raise funds and provide liquidity; our business is sensitive to government

spending; our business is very competitive and is affected by our cost structure, pricing, product initiatives and other actions taken by

competitors; our ability to timely manufacture and deliver products to customers; our retention of key management personnel; the financial

condition of suppliers and customers, and their continued access to capital; our providing financing and credit support for some of our

customers; we may experience losses in excess of recorded reserves; impairment in the carrying value of goodwill and other indefinite-

lived intangible assets; our ability to obtain parts and components from suppliers on a timely basis at competitive prices; our business is

global and subject to changes in exchange rates between currencies, regional economic conditions and trade restrictions; our operations

are subject to a number of potential risks that arise from operating a multinational business, including compliance with changing

regulatory environments, the Foreign Corrupt Practices Act and other similar laws and political instability; a material disruption to one of

our significant facilities; possible work stoppages and other labor matters; compliance with changing laws and regulations, particularly

environmental and tax laws and regulations; litigation, product liability claims, patent claims, class action lawsuits and other liabilities; our

ability to comply with an injunction and related obligations resulting from the settlement of an investigation by the United States Securities

and Exchange Commission (“SEC”); our implementation of a global enterprise resource planning system and its performance; and other

factors, risks and uncertainties that are more specifically set forth in our public filings with the SEC. Non-GAAP Measures: Terex from time to time refers to various non-GAAP (generally accepted accounting principles) financial measures in this presentation. Terex believes that this information is useful to understanding its operating results and the ongoing performance of its underlying businesses without the impact of special items. See the appendix at the end of this presentation as well as the Terex second quarter 2014 earnings release on the Investor Relations section of our website www.terex.com for a description and/or reconciliation of these measures.

2

Defining Who We Are

Lifting & Material Handling Solutions Company

Focused on Operational Improvement

Leader in Product Categories

Geographically Diverse

Cash Generator

Profitable

3

Why Invest in Terex?

• Growth in sales is expected to

accelerate in the next 2 to 3 years

• Margins should continue to improve

through initiatives and volume

• Committed to deploying capital

intelligently and efficiently

• Near term performance

expectations are positive

4

5

Second Quarter Results

Q2 EPS of $0.76 for continuing operations, $0.59 compared to prior year EPS

of $0.17 and $0.12 compared to prior year adjusted EPS

Performance was mixed in the quarter

• Overall sales growth 10.4% versus prior year period

• Another strong growth quarter for AWP; margins impacted by product mix and

manufacturing start-up costs

• Improved Construction and MHPS performance was roughly in line with our

expectations

• Cranes performance was down year over year but order intake improving, supporting

stronger 2nd half of 2014

• MP business up slightly versus prior year quarter but below our expectations

Free cash flow of $(19) million in the quarter

2014 guidance of $2.35 to $2.50 EPS, and free cash flow of $200 to $250 million

Free cash flow = net cash provided by (used in) operating activities less capital expenditures

Significant Sales Growth Expected

• Terex net sales are at 65% of prior peak…. Significant growth potential ahead

as markets improve

Note: Includes history for businesses acquired during the period (based on best-available data from predecessor companies)

and excludes the results of any divested businesses

• AWP category is growing worldwide. Is at 90% of prior peak in

2013, but Europe only at ~40% and ROW is growing

• Percentage of prior peak: MP 57%, Cranes 59%, MHPS 70%,

Construction 45%

6

Global Reach – Positioned for Growth

• Improvement in North America driving general improvement in results

• Well positioned in Europe in advance of expected recovery

• Continuing focus on U.S. recovery and on steady, higher margin growth in

other regions

$-

$500

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

2005 2006 2007 2008 2009 2010 2011 2012 2013

North America : Pro Forma Sales by Year ($M)

24% CAGR since '09

$-

$500

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

$4,000

$4,500

$5,000

2005 2006 2007 2008 2009 2010 2011 2012 2013

Western Europe: Pro Forma Sales by Year ($M)

Finding Bottom after"Double Dip"

$-

$500

$1,000

$1,500

$2,000

$2,500

$3,000

$3,500

2005 2006 2007 2008 2009 2010 2011 2012 2013

ROW: Pro Forma Sales by Year ($M)

Continuing to focus on profitable growth

Sales shown are on a pro forma basis to show underlying trends in all current businesses over time; data are per best available historical information

7

8

North America

15%

Western Europe

35%

Asia/ Oceania

(3)%

Other

(8)%

LATAM

(27)%

Total Terex Sales by Geography %

Sales by Geography Q2-14 vs. Q2-13

44% 29%

11% 10%

6%

North America

Western Europe

Asia/ Oceania

Other

LATAM

Latest 2014 Segment Outlook (Guidance as of 9/16/2014)

Note: Outlook excludes restructuring and other unusual items.

9

Net Sales Operating Margin

Initial Guidance Updated Guidance Initial Guidance Updated Guidance

AWP High single /

low double digit growth

Low / mid double digit

growth Stable

Mid-teens

Stable Mid-teens

Construction Flat sales Flat sales Continued Improvement

Break even

Continued Improvement Break even

Cranes Low single digit growth Mid single digit

decline Moderate Improvement Mid / upper single digits

Mid single digits

MHPS Low double digit growth High single / low double

digit growth Solid Improvement

Low / mid single digits

Solid Improvement Low single digits

MP Mid single digit growth Low single digit growth Stable

Low double digits

Stable Low double digits

Goals – Where We Are Heading

• Continued strong performance expected from AWP

• Improving market conditions and performance

expected for Construction, MHPS and MP

• Global crane market continues to be challenging to

forecast, though macro indicators are positive

• Remain focused on execution of internal initiatives to

drive EPS and ROIC growth

• Significant upside potential to performance with end

market improvement in North America and Europe

10

APPENDIX

Terex Book-to-Bill Trend (USD Millions)

12

$349 $304 $637 $571 $517 $342 $451 $799 $603

68%

70%

177%

114%

87%

65%

97%

139%

85%

0%

20%

40%

60%

80%

100%

120%

140%

160%

180%

$-

$100

$200

$300

$400

$500

$600

$700

$800

$900

Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13 Q4 '13 Q1 '14 Q2 '14

AWP

Net Bookings Book-to-Bill Ratio

$186 $164 $237 $184 $194 $139 $224 $223 $183

72%

82%

130%

95%

93%

82%

127%

126%

89%

0%

20%

40%

60%

80%

100%

120%

140%

160%

180%

$-

$50

$100

$150

$200

$250

Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13 Q4 '13 Q1 '14 Q2 '14

Construction

Net Bookings Book-to-Bill Ratio

$552 $357 $473 $458 $460 $363 $512 $533 $499

113%

70% 93% 98%

89% 81%

108%

138%

100.0%

0%

20%

40%

60%

80%

100%

120%

140%

160%

180%

$-

$100

$200

$300

$400

$500

$600

Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13 Q4 '13 Q1 '14 Q2 '14

Cranes

Net Bookings Book-to-Bill Ratio

$631 $396 $374 $496 $393 $510 $375 $398 $418

144%

90%

90%

148%

107%

112%

71%

109%

98%

0%

20%

40%

60%

80%

100%

120%

140%

160%

180%

$-

$100

$200

$300

$400

$500

$600

$700

Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13 Q4 '13 Q1 '14 Q2 '14

MHPS

Net Bookings Book-to-Bill Ratio

$1,894 $1,360 $1,880 $1,879 $1,718 $1,499 $1,740 $2,125 $1,911

99%

78%116%

114%

92%

85%

96%

128%

93%

0%

20%

40%

60%

80%

100%

120%

140%

160%

180%

$-

$500

$1,000

$1,500

$2,000

$2,500

Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13 Q4 '13 Q1 '14 Q2 '14

Terex

Net Bookings Book-to-Bill Ratio

$170 $131 $155 $168 $151 $139 $159 $163 $174

90%

87%

103%

110%

86%

94%

106%

109%

96%

0%

20%

40%

60%

80%

100%

120%

140%

160%

180%

$-

$20

$40

$60

$80

$100

$120

$140

$160

$180

$200

Q2 '12 Q3 '12 Q4 '12 Q1 '13 Q2 '13 Q3 '13 Q4 '13 Q1 '14 Q2 '14

MP

Net Bookings Book-to-Bill Ratio

13

Backlog Trend (USD Millions)

14

Q2 2013 Adjustments

USD Millions, except Earnings per Share Q2 2013 Q2 2013

As Reported As Adjusted

Net Sales $1,861.5 - $1,861.5

Gross Profit $351.2 $41.4 $392.6

SG&A ($267.7) $23.5 ($244.2)

Income From Operations $83.5 $64.9 $148.4

Interest Income/ (Expense) ($29.6) - ($29.6)

Other Income/ (Expense) ($7.5) $6.6 ($0.9)

Income/ (Loss) from Cont. Ops before Taxes $46.4 $71.5 $117.9

Provision for Income Taxes ($27.7) ($17.1) ($44.8)

Non Controlling Interest $1.7 $1.7

Income/ (Loss) from Continuing Operations $20.4 $54.4 $74.8

Earnings per Share $0.17 $0.47 $0.64

Restructuring

& Related

15

YTD 2013 Adjustments

USD Millions, except Earnings per Share YTD 2013 YTD 2013

As Reported As Adjusted

Net Sales $3,515.2 - - - $3,515.2

Gross Profit $672.4 $3.2 - $41.4 $717.0

SG&A ($523.3) $0.2 $2.7 $23.5 ($496.9)

Income From Operations $149.1 $3.4 $2.7 $64.9 $220.1

Interest Income/ (Expense) ($61.3) - - - ($61.3)

Other Income/ (Expense) ($9.1) $2.7 - $6.6 $0.2

Income/ (Loss) from Continuing Operations BT $78.7 $6.1 $2.7 $71.5 $159.0

Provision for Income Taxes ($42.3) ($2.2) ($0.8) ($17.1) ($62.4)

Non Controlling Interest $3.3 - - $3.3

Income/ (Loss) from Continuing Operations $39.7 $3.9 $1.9 $54.4 $99.9

Earnings per Share $0.34 $0.03 $0.02 $0.47 $0.86

Restructuring

& Related

Sale of

Roadbuilding

MHPS

Charge

16

Adjusted OP by Segment – Q2 2013

USD in millions Q2 2013 Q2 2013

As Reported As Adjusted

AWP $101.2 - $101.2

Construction ($5.2) $3.4 ($1.8)

Cranes $23.4 $15.0 $38.4

MHPS ($57.2) $46.5 ($10.7)

MP $24.5 - $24.5

Corporate ($3.2) - ($3.2)

Consolidated $83.5 $64.9 $148.4

Restructuring

& Related

Q2 2013 ROIC Calculation

17

See reconciliation of adjusted amounts below on table following ROIC table. Amounts are as of and for the three months ended for the periods referenced in

the table below.

Provision for (benefit from) income taxes $ 27.7 $ 14.6 $ (9.2) $ 7.4

Divided by: Income (loss) before income taxes 46.4 32.3 (40.7) 32.9

Effective tax rate 59.7% 45.2% 22.6% 22.5%

 

Income (loss) from operations as adjusted $ 83.8 $ 66.1 $ 21.4 $ 127.8

Multiplied by: 1 minus Effective tax rate 40.3% 54.8% 77.4% 77.5%

Adjusted net operating income (loss) after tax $ 33.8 $ 36.2 $ 16.6 $ 99.0

 

Debt (as defined above) $ 1,870.4 $ 2,082.5 $ 2,098.7 $ 2,063.8 $ 2,402.8

Less: Cash and cash equivalents (548.2) (729.7) (678.0) (542.6) (841.5)

Debt less Cash and cash equivalents $ 1,322.2 $ 1,352.8 $ 1,420.7 $ 1,521.2 $ 1,561.3

 

Total Terex Corporation stockholders’ equity as adjusted $ 2,042.7 $ 2,053.8 $ 2,103.7 $ 2,149.2 $ 2,089.2

 

Debt less Cash and cash equivalents plus Total Terex

Corporation stockholders’ equity as adjusted $ 3,364.9 $ 3,406.6 $ 3,524.4 $ 3,670.4 $ 3,650.5

June 30, 2013 ROIC 5.3%

Adjusted net operating income (loss) after tax (last 4 quarters)$ 185.6

Average Debt less Cash and cash equivalents plus Total Terex

Corporation stockholders’ equity as adjusted (5 quarters) $ 3,523.4

Reconciliation of income (loss) from operations:

Income (loss) from operations as reported $ 83.5 $ 65.6 $ 23.0 $ 127.1

(Income) loss from operations for TFS 0.3 0.5 (1.6) 0.7

Income (loss) from operations as adjusted $ 83.8 $ 66.1 $ 21.4 $ 127.8

 

Reconciliation of Terex Corporation stockholders’ equity:

Terex Corporation stockholders’ equity as reported $ 1,955.8 $ 1,957.5 $ 2,007.7 $ 2,054.6 $ 1,989.6

TFS assets (139.7) (147.5) (150.9) (142.3) (129.9)

Redeemable noncontrolling interest 226.6 243.8 246.9 236.9 229.5

Terex Corporation stockholders’ equity as adjusted $ 2,042.7 $ 2,053.8 $ 2,103.7 $ 2,149.2 $ 2,089.2

Sep '12 Jun '12

Sep '12 Jun '12Jun '13 Mar '13 Dec '12

Jun '13 Mar '13 Dec '12