Deal Flow
Letter · prints on one page
Transaction tear sheetData as of Nov 7, 2026
M&A · Industrials · Motor Vehicles & Passenger Car Bodies

Terex Corp to acquire REV Group, Inc.

Announced Oct 30, 2025 · Closed Feb 2, 2026

Deal value—
Premium—To unaffected price
EV / Adj. EBITDA—
ConsiderationAll cash

Transaction

Acquirer
Terex Corp (TEX)
Target
REV Group, Inc. (REVG)
Buyer type
Strategic
Offer price per share
—
Enterprise value
—
Status
Closed Feb 2, 2026

Deal protections

Break fee (target pays)
$128M
Reverse fee (buyer pays)
$128M
Go-shop
—
Financing
—

Advisors

To the acquirer
Barclays
To the target
JPMorgan
Barclays fee
$2.0M
JPMorgan fee
$34.0M

Sector context · Industrials

Comparable deals
95 in the prior 24 months
Premium
Sector median 37.0%
EV / Adj. EBITDA
Sector median 9.2x
Break fee
Sector median 2.6%

Timeline

  1. AnnouncedOct 30, 2025
  2. Proxy filedDec 23, 2025
  3. Definitive proxyDec 23, 2025
  4. Shareholder voteJan 28, 2026
  5. ClosedFeb 2, 2026

Valuation · fairness opinions

Trading comparablesBarclays$44.00$65.00
Trading comparablesBarclays$45.00$70.00
Trading comparablesBarclays$54.00$66.00
Trading comparablesBarclays$61.00$76.00
Discounted cash flowBarclays$71.00$98.00
Discounted cash flowJPMorgan$73.00$111.50
Other analysisJPMorgan$71.80$106.90

Implied value per REV Group, Inc. share by analysis, from Barclays and JPMorgan.

Sources
  • 8-K (EX-99.1) · Oct 30, 2025
  • 425 (EX-99.1) · Oct 30, 2025

Adj. EBITDA is operating income + D&A + impairment, restructuring, deal costs and stock compensation, less any large gain on a sale, last twelve months, from the target's filings. Calculated by Castle, so it can differ from a bank's adjusted figure.

Prepared with Castle from public SEC EDGAR filings. Figures are extracted automatically; verify against the source documents. Not investment advice.