• Sales of $1.4 billion and operating margin of 10.1% and 12.1% as adjusted¹
• EPS of $0.98 and adjusted¹ EPS of $1.50
• Free Cash Flow of $130 million, cash conversion of 200%
• Maintaining full-year adjusted¹ EPS outlook of $4.70 to $5.10

Terex Corporation has announced its results for the third quarter 2025.

Third Quarter Operational and Financial Highlights

• Bookings of $1 billion grew 57% year over year on a pro forma basis and reflects a book-to-bill of 72%, consistent with historical seasonal booking patterns.
• Net sales of $1.4 billion were 14.4% higher than the third quarter of 2024. Excluding ESG, our legacy revenue declined by 8.2% year over year in line with our expectation driven by lower demand in Aerials and MP.
• Operating profit was $140 million, or 10.1% of net sales, compared to $122 million, or 10.1% of net sales in the prior year. Adjusted¹ operating profit was $168 million, or 12.1% of net sales for the third quarter of 2025, compared to $127 million, or 10.5% of net sales in the prior year. The year-over-year change was primarily due to the addition of ESG partially offset by lower operating performance in Aerials and MP.
• Net income was $65 million, or $0.98 per share, compared to $88 million, or $1.31 per share, in the third quarter of 2024. The current quarter included a favorable impact from a discrete item in Aerials of approximately $18 million, or $0.21 per share. Adjusted¹ net income was $100 million, or $1.50 per share for the third quarter of 2025, compared to $98 million, or $1.46 per share, in the third quarter of 2024.
• Return on invested capital of 11.9% continues to exceed our cost of capital.

Business Segment Review

Aerials

• Net sales of $537 million were down 13.2% or $82 million year over year, primarily due to lower volume in North America as rental customers deployed less capital expenditure, focusing primarily on replacement requirements.
• Operating profit of $45 million, or 8.4% of net sales, was down from $63 million, or 10.2% of net sales, in the prior year. Adjusted operating profit was $50 million, or 9.2% of net sales for the third quarter of 2025, compared to $65 million, or 10.5% of net sales in the prior year. The change was primarily due to lower sales volume, unfavorable mix and tariffs, partially offset by a discrete item of approximately $18 million pertaining to the release of a customs-related contingency and cost reduction actions.

Materials Processing

• Net sales of $417 million were down 6.1% or $27 million year over year in line with expectations, primarily due to lower volume in our North America concrete business.
• Operating profit was $52 million, or 12.5% of net sales, compared to $56 million, or 12.6% of net sales, in the prior year. Adjusted operating profit was $51 million, or 12.4% of net sales for the third quarter of 2025, compared to $59 million, or 13.3% of net sales in the prior year. The change was primarily due to lower sales volume, partially offset by cost reduction actions.

Environmental Solutions

• Net sales of $435 million were up 13.6% on a pro forma basis compared to Q3 2024, driven by strong throughput and delivery of refuse collection vehicles (RCVs).
• Operating profit was $58 million or 13.3% of net sales. Adjusted¹ operating profit was $79 million or 18.3% of net sales for the third quarter of 2025, a 160 basis point improvement over the pro forma results in Q3 2024², reflecting continued margin improvements in both ESG and Terex Utilities.

Strong Liquidity

• Strong free cash flow generation of $130 million, up from $88 million in the prior year period, representing a cash conversion rate of 200%.
• As of September 30, 2025, liquidity (cash and availability under our revolving line of credit) was $1.3 billion.
• During the third quarter of 2025, Terex deployed $24 million in capital expenditures and investments to support future business growth and operational improvements.
• Through September 30, 2025, Terex has returned $87 million to shareholders through dividends and the repurchase of 1.4 million shares of common stock at an average price of $38.74 per share leaving approximately $183 million available for repurchase under our share repurchase programs.

CFO Com mentary
“I was very pleased with our strong cash flow generation in Q3, achieving 200% cash conversion in the quarter and 100% year-to-date, which supported continued execution of our differentiated capital allocation strategy, returning value to shareholders while continuing to invest for longer-term organic growth,” commented Jennifer Kong-Picarello, Senior Vice President and Chief Financial Officer.  “Looking ahead, bookings across the company have returned to normal seasonal patterns with year-over-year pro forma growth of 57% and healthy backlog supports our Q4 sales outlook.  We expect higher tariff-related costs in Q4 largely due to the expanded scope of the 232 steel and aluminum tariff that was announced in mid-August.  We now expect the full year net unfavorable impact of tariffs on EPS to be approximately $0.70.  Assuming that tariffs broadly remain at current rates, we continue to maintain our full year EPS outlook of $4.70 to $5.10.”

Full-Year 2025 Outlook
(in millions, except per share data)

Non-GAAP Measures and Other Items

Results of operations reflect continuing operations. All per share amounts are on a fully diluted basis.  A comprehensive review of the quarterly financial performance is contained in the presentation that will accompany the Company’s earnings conference call.

In this press release, Terex refers to various GAAP (U.S. generally accepted accounting principles) and non-GAAP financial measures. These non-GAAP measures may not be comparable to similarly titled measures being disclosed by other companies. Management believes that presenting these non-GAAP financial measures provide investors with additional analytical tools which are useful in evaluating our operating results and the ongoing performance of our underlying businesses because they (i) provide meaningful supplemental information regarding financial performance by excluding impact of one-time items and other items affecting comparability between periods, (ii) permit investors to view performance using the same tools that management uses to budget, make operating and strategic decisions, and evaluate our core operating performance across periods, and (iii) otherwise provide supplemental information that may be useful to investors in evaluating our financial results. We do not, nor do we suggest that investors, consider such non-GAAP financial measures in isolation from, or as a substitute for, financial information prepared in accordance with GAAP.

The Glossary at the end of this press release contains further details about this subject.

Forward-Looking Statements
Certain information in this press release includes forward-looking statements (within the meaning of Section 27A of the Securities Act of 1933, Section 21E of the Securities Exchange Act of 1934 (the “Exchange Act”) and the Private Securities Litigation Reform Act of 1995) regarding future events or our future financial performance that involve certain contingencies and uncertainties, including those discussed in our Annual Report on Form 10-K for the year ended December 31, 2024, and subsequent reports we file with the U.S. Securities and Exchange Commission from time to time, in the sections entitled “Management’s Discussion and Analysis of Financial Condition and Results of Operations – Contingencies and Uncertainties.”  In addition, when included in this press release, the words “may,” “expects,” “should,” “intends,” “anticipates,” “believes,” “plans,” “projects,” “estimates,” “will” 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.  We have based these forward-looking statements on current expectations and projections about future events.  These statements are not guarantees of future performance.  Such statements are inherently subject to a variety of risks and uncertainties that could cause actual results to differ materially from those reflected in such forward-looking statements.  Such risks and uncertainties, many of which are beyond our control, include, among others:

• the imposition of new, postponed or increased international tariffs;
• our business is sensitive to general economic conditions, government spending priorities and the cyclical nature of markets we serve;
• we have a significant amount of debt outstanding and need to comply with 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 consolidated financial results are reported in United States (“U.S.”) dollars while certain assets and other reported items are denominated in the currencies of other countries, creating currency exchange and translation risk;
• the financial condition of customers and their continued access to capital;
• exposure from providing credit support for some of our customers;
• we may experience losses in excess of recorded reserves;
• we may be unable to successfully integrate acquired businesses, including the Environmental Solutions Group business;
• we may not realize expected benefits for any acquired businesses within the timeframe anticipated or at all;
• our ability to successfully implement our strategy and the actual results derived from such strategy;
• our industry is highly competitive and subject to pricing pressure;
• our operations are subject to a number of potential risks that arise from operating a multinational business, including political and economic instability and compliance with changing regulatory environments;
• changes in the availability and price of certain materials and components, which may result in supply chain disruptions;
• consolidation within our customer base and suppliers;
• our business may suffer if our equipment fails to perform as expected;
• a material disruption to one of our significant facilities;
• increased cybersecurity threats and more sophisticated computer crime;
• issues related to the development, deployment and use of artificial intelligence technologies in our business operations, information systems, products and services;
• increased regulatory focus on privacy and data security issues and expanding laws;
• litigation, product liability claims and other liabilities;
• our compliance with environmental regulations and failure to meet sustainability requirements or expectations;
• our compliance with the U.S. Foreign Corrupt Practices Act and similar worldwide anti-corruption laws;
• our ability to comply with an injunction and related obligations imposed by the U.S. Securities and Exchange Commission (“SEC”);
• our ability to attract, develop, engage and retain qualified team members;
• possible work stoppages and other labor matters; and
• other factors.