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Share Name | Share Symbol | Market | Type |
---|---|---|---|
Manitowoc Company | NYSE:MTW | NYSE | Common Stock |
Price Change | % Change | Share Price | High Price | Low Price | Open Price | Shares Traded | Last Trade | |
---|---|---|---|---|---|---|---|---|
-0.04 | -0.32% | 12.43 | 12.80 | 12.38 | 12.72 | 192,380 | 01:00:00 |
Wisconsin
|
|
39-0448110
|
(State or other jurisdiction
|
|
(I.R.S. Employer
|
of incorporation or organization)
|
|
Identification Number)
|
2400 South 44th Street,
|
|
|
Manitowoc, Wisconsin
|
|
54220
|
(Address of principal executive offices)
|
|
(Zip Code)
|
Large accelerated filer
x
|
|
Accelerated filer
o
|
|
|
|
Non-accelerated filer
o
|
|
Smaller reporting company
o
|
(Do not check if a smaller reporting company)
|
|
|
|
|
Emerging growth company
o
|
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net sales
|
$
|
394.6
|
|
|
$
|
457.7
|
|
|
$
|
700.4
|
|
|
$
|
885.1
|
|
Cost of sales
|
318.3
|
|
|
370.4
|
|
|
572.2
|
|
|
718.1
|
|
||||
Gross profit
|
76.3
|
|
|
87.3
|
|
|
128.2
|
|
|
167.0
|
|
||||
Operating costs and expenses:
|
|
|
|
|
|
|
|
||||||||
Engineering, selling and administrative expenses
|
60.4
|
|
|
73.4
|
|
|
123.7
|
|
|
145.8
|
|
||||
Amortization of intangible assets
|
0.3
|
|
|
0.8
|
|
|
0.7
|
|
|
1.5
|
|
||||
Restructuring expense
|
5.9
|
|
|
8.8
|
|
|
17.6
|
|
|
13.2
|
|
||||
Other operating (income) expense - net
|
(0.2
|
)
|
|
0.4
|
|
|
—
|
|
|
1.8
|
|
||||
Total operating costs and expenses
|
66.4
|
|
|
83.4
|
|
|
142.0
|
|
|
162.3
|
|
||||
Operating income (loss)
|
9.9
|
|
|
3.9
|
|
|
(13.8
|
)
|
|
4.7
|
|
||||
Other income (expense):
|
|
|
|
|
|
|
|
|
|
||||||
Interest expense
|
(9.7
|
)
|
|
(9.9
|
)
|
|
(19.8
|
)
|
|
(19.6
|
)
|
||||
Amortization of deferred financing fees
|
(0.4
|
)
|
|
(0.4
|
)
|
|
(0.9
|
)
|
|
(1.3
|
)
|
||||
Loss on debt extinguishment
|
—
|
|
|
—
|
|
|
—
|
|
|
(76.3
|
)
|
||||
Other income - net
|
3.2
|
|
|
2.1
|
|
|
3.0
|
|
|
3.2
|
|
||||
Total other expense
|
(6.9
|
)
|
|
(8.2
|
)
|
|
(17.7
|
)
|
|
(94.0
|
)
|
||||
Income (loss) from continuing operations before taxes
|
3.0
|
|
|
(4.3
|
)
|
|
(31.5
|
)
|
|
(89.3
|
)
|
||||
Provision for taxes on income
|
2.3
|
|
|
0.7
|
|
|
3.8
|
|
|
108.4
|
|
||||
Income (loss) from continuing operations
|
0.7
|
|
|
(5.0
|
)
|
|
(35.3
|
)
|
|
(197.7
|
)
|
||||
Discontinued operations:
|
|
|
|
|
|
|
|
|
|
||||||
Loss from discontinued operations, net of income taxes of $0.0, $0.0, $0.0 and $(1.3), respectively
|
(0.2
|
)
|
|
(0.8
|
)
|
|
(0.2
|
)
|
|
(4.0
|
)
|
||||
Net income (loss)
|
$
|
0.5
|
|
|
$
|
(5.8
|
)
|
|
$
|
(35.5
|
)
|
|
$
|
(201.7
|
)
|
|
|
|
|
|
|
|
|
||||||||
Per Share Data
|
|
|
|
|
|
|
|
||||||||
Basic income (loss) per common share:
|
|
|
|
|
|
|
|
|
|
||||||
Income (loss) from continuing operations
|
$
|
0.00
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.25
|
)
|
|
$
|
(1.44
|
)
|
Loss from discontinued operations, net of income taxes
|
(0.00
|
)
|
|
(0.01
|
)
|
|
(0.00
|
)
|
|
(0.03
|
)
|
||||
Basic income (loss) per common share
|
$
|
0.00
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.25
|
)
|
|
$
|
(1.47
|
)
|
|
|
|
|
|
|
|
|
||||||||
Diluted income (loss) per common share:
|
|
|
|
|
|
|
|
|
|
||||||
Income (loss) from continuing operations
|
$
|
0.00
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.25
|
)
|
|
$
|
(1.44
|
)
|
Loss from discontinued operations, net of income taxes
|
(0.00
|
)
|
|
(0.01
|
)
|
|
(0.00
|
)
|
|
(0.03
|
)
|
||||
Diluted income (loss) per common share
|
$
|
0.00
|
|
|
$
|
(0.04
|
)
|
|
$
|
(0.25
|
)
|
|
$
|
(1.47
|
)
|
|
|
|
|
|
|
|
|
||||||||
Weighted average shares outstanding - basic
|
140,437,702
|
|
|
137,138,220
|
|
|
140,260,690
|
|
|
136,869,066
|
|
||||
Weighted average shares outstanding - diluted
|
142,618,685
|
|
|
137,138,220
|
|
|
140,260,690
|
|
|
136,869,066
|
|
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30,
|
||||||||||||
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||||||
Net income (loss)
|
$
|
0.5
|
|
|
$
|
(5.8
|
)
|
|
$
|
(35.5
|
)
|
|
$
|
(201.7
|
)
|
Other comprehensive income (loss), net of tax
|
|
|
|
|
|
|
|
||||||||
Unrealized income (loss) on derivatives, net of income tax provision of $0.0, $0.0, $0.0 and $1.1, respectively
|
0.1
|
|
|
(0.1
|
)
|
|
0.6
|
|
|
1.5
|
|
||||
Employee pension and postretirement benefits, net of income tax provision of $0.4, $0.0, $0.8 and $0.0, respectively
|
0.5
|
|
|
1.2
|
|
|
1.1
|
|
|
2.4
|
|
||||
Foreign currency translation adjustments
|
23.1
|
|
|
(17.4
|
)
|
|
33.2
|
|
|
31.8
|
|
||||
Total other comprehensive income (loss), net of tax
|
23.7
|
|
|
(16.3
|
)
|
|
34.9
|
|
|
35.7
|
|
||||
Comprehensive income (loss)
|
$
|
24.2
|
|
|
$
|
(22.1
|
)
|
|
$
|
(0.6
|
)
|
|
$
|
(166.0
|
)
|
|
June 30,
2017 |
|
December 31,
2016 |
||||
Assets
|
|
|
|
|
|
||
Current Assets:
|
|
|
|
|
|
||
Cash and cash equivalents
|
$
|
26.3
|
|
|
$
|
69.9
|
|
Accounts receivable, less allowances of $11.0 and $11.1, respectively
|
181.6
|
|
|
134.4
|
|
||
Inventories — net
|
476.2
|
|
|
429.0
|
|
||
Notes receivable — net
|
47.0
|
|
|
62.4
|
|
||
Other current assets
|
55.4
|
|
|
54.0
|
|
||
Total current assets
|
786.5
|
|
|
749.7
|
|
||
|
|
|
|
||||
Property, plant and equipment — net
|
313.7
|
|
|
308.8
|
|
||
Goodwill
|
312.5
|
|
|
299.6
|
|
||
Other intangible assets — net
|
118.7
|
|
|
114.1
|
|
||
Other long-term assets
|
44.3
|
|
|
45.6
|
|
||
Total assets
|
$
|
1,575.7
|
|
|
$
|
1,517.8
|
|
Liabilities and Stockholders' Equity
|
|
|
|
|
|
||
Current Liabilities:
|
|
|
|
|
|
||
Accounts payable and accrued expenses
|
$
|
370.9
|
|
|
$
|
321.2
|
|
Short-term borrowings and current portion of long-term debt
|
11.0
|
|
|
12.4
|
|
||
Product warranties
|
32.5
|
|
|
36.5
|
|
||
Customer advances
|
23.0
|
|
|
21.0
|
|
||
Product liabilities
|
22.3
|
|
|
21.7
|
|
||
Total current liabilities
|
459.7
|
|
|
412.8
|
|
||
Non-Current Liabilities:
|
|
|
|
|
|
||
Long-term debt
|
278.1
|
|
|
269.1
|
|
||
Deferred income taxes
|
41.3
|
|
|
36.6
|
|
||
Pension obligations
|
86.0
|
|
|
86.4
|
|
||
Postretirement health and other benefit obligations
|
36.4
|
|
|
38.0
|
|
||
Long-term deferred revenue
|
19.0
|
|
|
20.3
|
|
||
Other non-current liabilities
|
59.1
|
|
|
64.1
|
|
||
Total non-current liabilities
|
519.9
|
|
|
514.5
|
|
||
Commitments and contingencies (Note 14)
|
|
|
|
|
|
||
Stockholders' Equity:
|
|
|
|
|
|
||
Preferred stock (authorized 3,500,000 shares of $.01 par value; none outstanding)
|
—
|
|
|
—
|
|
||
Common stock (300,000,000 shares authorized, 163,175,928 shares issued, 140,605,924 and 139,841,214 shares outstanding, respectively)
|
1.4
|
|
|
1.4
|
|
||
Additional paid-in capital
|
571.7
|
|
|
567.6
|
|
||
Accumulated other comprehensive loss
|
(128.0
|
)
|
|
(162.9
|
)
|
||
Retained earnings
|
211.8
|
|
|
247.3
|
|
||
Treasury stock, at cost (22,570,004 and 23,334,714 shares, respectively)
|
(60.8
|
)
|
|
(62.9
|
)
|
||
Total stockholders' equity
|
596.1
|
|
|
590.5
|
|
||
Total liabilities and stockholders' equity
|
$
|
1,575.7
|
|
|
$
|
1,517.8
|
|
|
Six Months Ended
June 30, |
||||||
|
2017
|
|
2016
|
||||
Cash Flows from Operations:
|
|
|
|
|
|
||
Net loss
|
$
|
(35.5
|
)
|
|
$
|
(201.7
|
)
|
Adjustments to reconcile net loss to cash used for operating activities of continuing operations:
|
|
|
|
|
|
||
Discontinued operations, net of income taxes
|
0.2
|
|
|
4.0
|
|
||
Depreciation
|
19.9
|
|
|
23.6
|
|
||
Amortization of intangible assets
|
0.7
|
|
|
1.5
|
|
||
Amortization of deferred financing fees
|
0.9
|
|
|
1.3
|
|
||
Deferred income taxes
|
—
|
|
|
111.4
|
|
||
Loss on early debt extinguishment
|
—
|
|
|
15.4
|
|
||
Gain (loss) on sale of property, plant and equipment
|
(1.0
|
)
|
|
1.7
|
|
||
Other
|
4.4
|
|
|
(4.5
|
)
|
||
Changes in operating assets and liabilities, excluding effects of business acquisitions and divestitures:
|
|
|
|
|
|
||
Accounts receivable
|
(40.2
|
)
|
|
(33.3
|
)
|
||
Inventories
|
(34.6
|
)
|
|
(39.9
|
)
|
||
Notes receivable
|
9.5
|
|
|
7.5
|
|
||
Other assets
|
(4.4
|
)
|
|
(9.7
|
)
|
||
Accounts payable
|
46.8
|
|
|
(40.8
|
)
|
||
Accrued expenses and other liabilities
|
(11.1
|
)
|
|
(15.3
|
)
|
||
Net cash used for operating activities of continuing operations
|
(44.4
|
)
|
|
(178.8
|
)
|
||
Net cash used for operating activities of discontinued operations
|
(0.2
|
)
|
|
(47.7
|
)
|
||
Net cash used for operating activities
|
(44.6
|
)
|
|
(226.5
|
)
|
||
|
|
|
|
||||
Cash Flows from Investing:
|
|
|
|
|
|
||
Capital expenditures
|
(11.9
|
)
|
|
(24.7
|
)
|
||
Proceeds from sale of fixed assets
|
5.3
|
|
|
0.9
|
|
||
Other
|
1.3
|
|
|
0.3
|
|
||
Net cash used for investing activities of continuing operations
|
(5.3
|
)
|
|
(23.5
|
)
|
||
Net cash used for investing activities of discontinued operations
|
—
|
|
|
(2.4
|
)
|
||
Net cash used for investing activities
|
(5.3
|
)
|
|
(25.9
|
)
|
||
|
|
|
|
||||
Cash Flows from Financing:
|
|
|
|
|
|
||
Proceeds from revolving credit facility
|
10.3
|
|
|
—
|
|
||
Payments on long-term debt
|
(4.8
|
)
|
|
(1,365.9
|
)
|
||
Proceeds from long-term debt
|
—
|
|
|
261.1
|
|
||
Payments on notes financing - net
|
(2.9
|
)
|
|
(5.0
|
)
|
||
Debt issuance costs
|
—
|
|
|
(8.3
|
)
|
||
Exercises of stock options
|
2.9
|
|
|
2.5
|
|
||
Dividend from spun-off subsidiary
|
—
|
|
|
1,361.7
|
|
||
Cash transferred to spun-off subsidiary
|
—
|
|
|
(17.7
|
)
|
||
Net cash provided by financing activities of continuing operations
|
5.5
|
|
|
228.4
|
|
||
Net cash provided by financing activities of discontinued operations
|
—
|
|
|
0.2
|
|
||
Net cash provided by financing activities
|
5.5
|
|
|
228.6
|
|
||
|
|
|
|
||||
Effect of exchange rate changes on cash
|
0.8
|
|
|
1.2
|
|
||
|
|
|
|
||||
Net decrease in cash and cash equivalents
|
(43.6
|
)
|
|
(22.6
|
)
|
||
Balance at beginning of period, including cash of discontinued operations of $0.0 and $31.9
|
69.9
|
|
|
63.4
|
|
||
Balance at end of period
|
$
|
26.3
|
|
|
$
|
40.8
|
|
|
|
Three Months Ended June 30, 2016
|
|
Six Months Ended June 30, 2016
|
||||||||||||||||||||
|
|
As previously presented
|
|
Impact of change to FIFO
|
|
As revised
|
|
As previously presented
|
|
Impact of change to FIFO
|
|
As revised
|
||||||||||||
Cost of sales
|
|
$
|
369.5
|
|
|
$
|
0.9
|
|
|
$
|
370.4
|
|
|
$
|
715.0
|
|
|
$
|
3.1
|
|
|
$
|
718.1
|
|
Operating income (loss)
|
|
4.8
|
|
|
(0.9
|
)
|
|
3.9
|
|
|
7.8
|
|
|
(3.1
|
)
|
|
4.7
|
|
||||||
Loss on debt extinguishment
|
|
—
|
|
|
|
|
—
|
|
|
(76.3
|
)
|
|
—
|
|
|
(76.3
|
)
|
|||||||
Loss from continuing operations before taxes on income
|
|
(3.4
|
)
|
|
(0.9
|
)
|
|
(4.3
|
)
|
|
(86.2
|
)
|
|
(3.1
|
)
|
|
(89.3
|
)
|
||||||
Provision (benefit) for taxes on income
|
|
0.7
|
|
|
—
|
|
|
0.7
|
|
|
122.2
|
|
|
(13.8
|
)
|
|
108.4
|
|
||||||
Loss from continuing operations
|
|
(4.1
|
)
|
|
(0.9
|
)
|
|
(5.0
|
)
|
|
(208.4
|
)
|
|
10.7
|
|
|
(197.7
|
)
|
||||||
Discontinued operations:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Loss from discontinued operations, net of income taxes
|
|
(0.8
|
)
|
|
—
|
|
|
(0.8
|
)
|
|
(4.0
|
)
|
|
—
|
|
|
(4.0
|
)
|
||||||
Net loss
|
|
$
|
(4.9
|
)
|
|
$
|
(0.9
|
)
|
|
$
|
(5.8
|
)
|
|
$
|
(212.4
|
)
|
|
$
|
10.7
|
|
|
$
|
(201.7
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Loss per common share - basic and diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Loss from continuing operations
|
|
$
|
(0.03
|
)
|
|
$
|
(0.01
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
(1.52
|
)
|
|
$
|
0.08
|
|
|
$
|
(1.44
|
)
|
Loss from discontinued operations
|
|
(0.01
|
)
|
|
—
|
|
|
(0.01
|
)
|
|
(0.03
|
)
|
|
—
|
|
|
(0.03
|
)
|
||||||
Loss per common share
|
|
$
|
(0.04
|
)
|
|
$
|
(0.01
|
)
|
|
$
|
(0.04
|
)
|
|
$
|
(1.55
|
)
|
|
$
|
0.08
|
|
|
$
|
(1.47
|
)
|
Major classes of line items constituting earnings from discontinued operations before income taxes related to MFS
|
|
|
|
|
|
||||
($ in millions)
|
|
Three Months Ended
June 30, 2016
|
|
Six Months Ended
June 30, 2016
|
|
||||
Net sales
|
|
$
|
—
|
|
|
$
|
219.6
|
|
|
|
|
|
|
|
|
||||
Cost of sales
|
|
—
|
|
|
141.5
|
|
|
||
Engineering, selling and administrative expenses
|
|
—
|
|
|
48.3
|
|
|
||
Amortization expense
|
|
—
|
|
|
5.2
|
|
|
||
Restructuring expense
|
|
—
|
|
|
0.3
|
|
|
||
Separation expense
|
|
0.7
|
|
|
27.7
|
|
|
||
Total operating costs and expenses
|
|
0.7
|
|
|
223.0
|
|
|
||
Loss from operations
|
|
(0.7
|
)
|
|
(3.4
|
)
|
|
||
Other expense
|
|
—
|
|
|
(1.8
|
)
|
|
||
Loss from discontinued operations before income taxes
|
|
(0.7
|
)
|
|
(5.2
|
)
|
|
||
Benefit for taxes on earnings
|
|
—
|
|
|
(1.3
|
)
|
|
||
Loss from discontinued operations, net of income taxes
|
|
$
|
(0.7
|
)
|
|
$
|
(3.9
|
)
|
|
($ in millions)
|
|
June 30,
2017 |
|
December 31,
2016 |
||||
Inventories:
|
|
|
|
|
|
|
||
Raw materials
|
|
$
|
123.9
|
|
|
$
|
109.3
|
|
Work-in-process
|
|
127.9
|
|
|
88.4
|
|
||
Finished goods
|
|
269.1
|
|
|
270.9
|
|
||
Total inventories
|
|
520.9
|
|
|
468.6
|
|
||
Excess and obsolete inventory reserve
|
|
(44.7
|
)
|
|
(39.6
|
)
|
||
Inventories — net
|
|
$
|
476.2
|
|
|
$
|
429.0
|
|
($ in millions)
|
|
Total
|
||
Balance as of January 1, 2016
|
|
$
|
306.5
|
|
Foreign currency impact
|
|
(6.9
|
)
|
|
Balance as of December 31, 2016
|
|
299.6
|
|
|
Foreign currency impact
|
|
12.9
|
|
|
Balance as of June 30, 2017
|
|
$
|
312.5
|
|
|
|
June 30, 2017
|
|
December 31, 2016
|
||||||||||||||||||||
($ in millions)
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Book
Value
|
|
Gross
Carrying
Amount
|
|
Accumulated
Amortization
|
|
Net
Book
Value
|
||||||||||||
Trademarks and tradenames
|
|
$
|
96.8
|
|
|
$
|
—
|
|
|
$
|
96.8
|
|
|
$
|
92.4
|
|
|
$
|
—
|
|
|
$
|
92.4
|
|
Customer relationships
|
|
10.6
|
|
|
(8.6
|
)
|
|
2.0
|
|
|
10.3
|
|
|
(7.8
|
)
|
|
2.5
|
|
||||||
Patents
|
|
29.8
|
|
|
(28.8
|
)
|
|
1.0
|
|
|
28.5
|
|
|
(27.4
|
)
|
|
1.1
|
|
||||||
Engineering drawings
|
|
10.5
|
|
|
(10.4
|
)
|
|
0.1
|
|
|
10.0
|
|
|
(9.9
|
)
|
|
0.1
|
|
||||||
Distribution network
|
|
18.9
|
|
|
(0.1
|
)
|
|
18.8
|
|
|
18.0
|
|
|
—
|
|
|
18.0
|
|
||||||
Other intangibles
|
|
0.3
|
|
|
(0.3
|
)
|
|
—
|
|
|
0.2
|
|
|
(0.2
|
)
|
|
—
|
|
||||||
Total
|
|
$
|
166.9
|
|
|
$
|
(48.2
|
)
|
|
$
|
118.7
|
|
|
$
|
159.4
|
|
|
$
|
(45.3
|
)
|
|
$
|
114.1
|
|
($ in millions)
|
|
June 30,
2017 |
|
December 31,
2016 |
||||
Trade accounts payable
|
|
$
|
215.2
|
|
|
$
|
157.7
|
|
Employee-related expenses
|
|
35.4
|
|
|
28.1
|
|
||
Accrued vacation
|
|
24.0
|
|
|
21.8
|
|
||
Miscellaneous accrued expenses
|
|
96.3
|
|
|
113.6
|
|
||
Total
|
|
$
|
370.9
|
|
|
$
|
321.2
|
|
($ in millions)
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
Revolving credit facility
|
|
$
|
10.3
|
|
|
$
|
—
|
|
Senior secured second lien notes due 2021
|
|
250.9
|
|
|
249.8
|
|
||
Other
|
|
31.4
|
|
|
35.7
|
|
||
Deferred financing costs
|
|
(3.5
|
)
|
|
(4.0
|
)
|
||
Total debt
|
|
289.1
|
|
|
281.5
|
|
||
Short-term borrowings and current portion of long-term debt
|
|
(11.0
|
)
|
|
(12.4
|
)
|
||
Long-term debt
|
|
$
|
278.1
|
|
|
$
|
269.1
|
|
|
|
Three Months Ended
June 30,
|
|
Six Months Ended
June 30,
|
||||||||
|
|
2017
|
|
2016
|
|
2017
|
|
2016
|
||||
Basic weighted average common shares outstanding
|
|
140,437,702
|
|
|
137,138,220
|
|
|
140,260,690
|
|
|
136,869,066
|
|
Effect of dilutive securities
|
|
2,180,983
|
|
|
—
|
|
|
—
|
|
|
—
|
|
Diluted weighted average common shares outstanding
|
|
142,618,685
|
|
|
137,138,220
|
|
|
140,260,690
|
|
|
136,869,066
|
|
($ in millions)
|
|
Retained Earnings
|
||
Balance at December 31, 2016
|
|
$
|
247.3
|
|
Net loss
|
|
(35.5
|
)
|
|
Balance at June 30, 2017
|
|
$
|
211.8
|
|
($ in millions)
|
|
Retained Earnings
|
||
Balance at December 31, 2015
|
|
$
|
562.3
|
|
Net loss
|
|
(201.7
|
)
|
|
Distribution of MFS
|
|
51.2
|
|
|
Balance at June 30, 2016
|
|
$
|
411.8
|
|
($ in millions)
|
|
Gains and Losses on Cash Flow Hedges
|
|
Pension & Postretirement
|
|
Foreign Currency Translation
|
|
Total
|
||||||||
Balance at December 31, 2016
|
|
$
|
(0.3
|
)
|
|
$
|
(51.8
|
)
|
|
$
|
(110.8
|
)
|
|
$
|
(162.9
|
)
|
Other comprehensive income before reclassifications
|
|
0.3
|
|
|
—
|
|
|
10.1
|
|
|
10.4
|
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
|
0.2
|
|
|
0.6
|
|
|
—
|
|
|
0.8
|
|
||||
Net current period other comprehensive income
|
|
0.5
|
|
|
0.6
|
|
|
10.1
|
|
|
11.2
|
|
||||
Balance at March 31, 2017
|
|
0.2
|
|
|
(51.2
|
)
|
|
(100.7
|
)
|
|
(151.7
|
)
|
||||
Other comprehensive income before reclassifications
|
|
—
|
|
|
—
|
|
|
23.1
|
|
|
23.1
|
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
|
0.1
|
|
|
0.5
|
|
|
—
|
|
|
0.6
|
|
||||
Net current period other comprehensive income
|
|
0.1
|
|
|
0.5
|
|
|
23.1
|
|
|
23.7
|
|
||||
Balance at June 30, 2017
|
|
$
|
0.3
|
|
|
$
|
(50.7
|
)
|
|
$
|
(77.6
|
)
|
|
$
|
(128.0
|
)
|
($ in millions)
|
|
Gains and Losses on Cash Flow Hedges
|
|
Pension & Postretirement
|
|
Foreign Currency Translation
|
|
Total
|
||||||||
Balance at December 31, 2015
|
|
$
|
(3.8
|
)
|
|
$
|
(82.6
|
)
|
|
$
|
(121.4
|
)
|
|
$
|
(207.8
|
)
|
Other comprehensive income (loss) before reclassifications
|
|
(2.7
|
)
|
|
—
|
|
|
20.3
|
|
|
17.6
|
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
|
4.3
|
|
|
1.2
|
|
|
—
|
|
|
5.5
|
|
||||
Net current period other comprehensive income
|
|
1.6
|
|
|
1.2
|
|
|
20.3
|
|
|
23.1
|
|
||||
Distribution of MFS
|
|
2.1
|
|
|
44.5
|
|
|
31.0
|
|
|
77.6
|
|
||||
Balance at March 31, 2016
|
|
(0.1
|
)
|
|
(36.9
|
)
|
|
(70.1
|
)
|
|
(107.1
|
)
|
||||
Other comprehensive loss before reclassifications
|
|
—
|
|
|
—
|
|
|
(17.4
|
)
|
|
(17.4
|
)
|
||||
Amounts reclassified from accumulated other comprehensive loss
|
|
(0.1
|
)
|
|
1.2
|
|
|
—
|
|
|
1.1
|
|
||||
Net current period other comprehensive income (loss)
|
|
(0.1
|
)
|
|
1.2
|
|
|
(17.4
|
)
|
|
(16.3
|
)
|
||||
Balance at June 30, 2016
|
|
$
|
(0.2
|
)
|
|
$
|
(35.7
|
)
|
|
$
|
(87.5
|
)
|
|
$
|
(123.4
|
)
|
|
Fair Value as of June 30, 2017
|
||||||||||||||
($ in millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Current Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency exchange contracts
|
$
|
—
|
|
|
$
|
0.3
|
|
|
$
|
—
|
|
|
$
|
0.3
|
|
Commodity contracts
|
—
|
|
|
0.2
|
|
|
—
|
|
|
0.2
|
|
||||
Total current assets at fair value
|
$
|
—
|
|
|
$
|
0.5
|
|
|
$
|
—
|
|
|
$
|
0.5
|
|
|
|
|
|
|
|
|
|
||||||||
Current Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Commodity contracts
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
Total current liabilities at fair value
|
$
|
—
|
|
|
$
|
0.1
|
|
|
$
|
—
|
|
|
$
|
0.1
|
|
|
Fair Value as of December 31, 2016
|
||||||||||||||
($ in millions)
|
Level 1
|
|
Level 2
|
|
Level 3
|
|
Total
|
||||||||
Current Assets:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency exchange contracts
|
$
|
—
|
|
|
$
|
0.2
|
|
|
$
|
—
|
|
|
$
|
0.2
|
|
Commodity contracts
|
—
|
|
|
0.2
|
|
|
—
|
|
|
0.2
|
|
||||
Total current assets at fair value
|
$
|
—
|
|
|
$
|
0.4
|
|
|
$
|
—
|
|
|
$
|
0.4
|
|
|
|
|
|
|
|
|
|
||||||||
Current Liabilities:
|
|
|
|
|
|
|
|
|
|
|
|
||||
Foreign currency exchange contracts
|
$
|
—
|
|
|
$
|
1.0
|
|
|
$
|
—
|
|
|
$
|
1.0
|
|
Total current liabilities at fair value
|
$
|
—
|
|
|
$
|
1.0
|
|
|
$
|
—
|
|
|
$
|
1.0
|
|
Level 1
|
Unadjusted quoted prices in active markets for identical assets or liabilities
|
|
|
Level 2
|
Unadjusted quoted prices in active markets for similar assets or liabilities, or
|
|
|
|
Unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or
|
|
|
|
Inputs other than quoted prices that are observable for the asset or liability
|
|
|
Level 3
|
Unobservable inputs for the asset or liability
|
($ in millions)
|
|
Six Months Ended June 30, 2017
|
|
Year Ended
December 31, 2016
|
||||
Balance at beginning of period
|
|
$
|
28.6
|
|
|
$
|
32.4
|
|
Accruals for warranties issued during the period
|
|
16.3
|
|
|
20.4
|
|
||
Settlements made (in cash or in kind) during the period
|
|
(16.4
|
)
|
|
(23.7
|
)
|
||
Currency translation
|
|
1.1
|
|
|
(0.5
|
)
|
||
Balance at end of period
|
|
$
|
29.6
|
|
|
$
|
28.6
|
|
|
|
Three Months Ended June 30, 2017
|
|
Six Months Ended June 30, 2017
|
||||||||||||||||||||
|
|
|
|
|
|
Postretirement
|
|
|
|
|
|
Postretirement
|
||||||||||||
|
|
U.S.
|
|
Non-U.S.
|
|
Health and
|
|
U.S.
|
|
Non-U.S.
|
|
Health and
|
||||||||||||
|
|
Pension
|
|
Pension
|
|
Other
|
|
Pension
|
|
Pension
|
|
Other
|
||||||||||||
($ in millions)
|
|
Plans
|
|
Plans
|
|
Plans
|
|
Plans
|
|
Plans
|
|
Plans
|
||||||||||||
Service cost - benefits earned during the period
|
|
$
|
—
|
|
|
$
|
0.5
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.9
|
|
|
$
|
0.1
|
|
Interest cost of projected benefit obligations
|
|
1.4
|
|
|
0.4
|
|
|
0.3
|
|
|
2.7
|
|
|
1.0
|
|
|
0.5
|
|
||||||
Expected return on plan assets
|
|
(1.3
|
)
|
|
(0.3
|
)
|
|
—
|
|
|
(2.5
|
)
|
|
(0.7
|
)
|
|
—
|
|
||||||
Amortization of prior service cost
|
|
—
|
|
|
—
|
|
|
(0.4
|
)
|
|
—
|
|
|
—
|
|
|
(0.7
|
)
|
||||||
Amortization of actuarial net loss
|
|
0.8
|
|
|
0.4
|
|
|
0.1
|
|
|
1.6
|
|
|
0.8
|
|
|
0.2
|
|
||||||
Net periodic benefit costs
|
|
$
|
0.9
|
|
|
$
|
1.0
|
|
|
$
|
—
|
|
|
$
|
1.8
|
|
|
$
|
2.0
|
|
|
$
|
0.1
|
|
|
|
Three Months Ended June 30, 2016
|
|
Six Months Ended June 30, 2016
|
||||||||||||||||||||
|
|
|
|
|
|
Postretirement
|
|
|
|
|
|
Postretirement
|
||||||||||||
|
|
U.S.
|
|
Non-U.S.
|
|
Health and
|
|
U.S.
|
|
Non-U.S.
|
|
Health and
|
||||||||||||
|
|
Pension
|
|
Pension
|
|
Other
|
|
Pension
|
|
Pension
|
|
Other
|
||||||||||||
($ in millions)
|
|
Plans
|
|
Plans
|
|
Plans
|
|
Plans
|
|
Plans
|
|
Plans
|
||||||||||||
Service cost - benefits earned during the period
|
|
$
|
—
|
|
|
$
|
0.4
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.9
|
|
|
$
|
0.1
|
|
Interest cost of projected benefit obligations
|
|
1.7
|
|
|
0.6
|
|
|
0.4
|
|
|
3.9
|
|
|
2.2
|
|
|
0.9
|
|
||||||
Expected return on plan assets
|
|
(1.4
|
)
|
|
(0.5
|
)
|
|
—
|
|
|
(3.2
|
)
|
|
(1.7
|
)
|
|
—
|
|
||||||
Amortization of actuarial net loss
|
|
0.9
|
|
|
0.3
|
|
|
—
|
|
|
2.1
|
|
|
0.7
|
|
|
—
|
|
||||||
Net periodic benefit costs
|
|
1.2
|
|
|
0.8
|
|
|
0.4
|
|
|
2.8
|
|
|
2.1
|
|
|
1.0
|
|
||||||
Net periodic benefit costs associated with MFS
|
|
—
|
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|
0.4
|
|
|
0.1
|
|
||||||
Net periodic benefit costs included in continuing operations
|
|
$
|
1.2
|
|
|
$
|
0.8
|
|
|
$
|
0.4
|
|
|
$
|
2.4
|
|
|
$
|
1.7
|
|
|
$
|
0.9
|
|
|
Restructuring Reserve
Balance as of
December 31, 2016
|
|
Restructuring
Expenses
|
|
Cash Use of Reserve
|
|
Non-Cash Use of Reserve
|
|
Restructuring Reserve
Balance as of
June 30, 2017
|
||||||||||
Total
|
$
|
8.2
|
|
|
$
|
17.6
|
|
|
$
|
16.6
|
|
|
$
|
4.7
|
|
|
$
|
4.5
|
|
($ in millions)
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
Revolving credit facility
|
|
$
|
10.3
|
|
|
$
|
—
|
|
Senior notes due 2021
|
|
250.9
|
|
|
249.8
|
|
||
Other
|
|
31.4
|
|
|
35.7
|
|
||
Deferred financing costs
|
|
(3.5
|
)
|
|
(4.0
|
)
|
||
Total debt
|
|
289.1
|
|
|
281.5
|
|
||
Less current portion and short-term borrowings
|
|
(11.0
|
)
|
|
(12.4
|
)
|
||
Long-term debt
|
|
$
|
278.1
|
|
|
$
|
269.1
|
|
(in millions)
|
|
June 30, 2017
|
|
December 31, 2016
|
||||
Cash and cash equivalents
|
|
$
|
26.3
|
|
|
$
|
69.9
|
|
Revolver borrowing capacity
|
|
168.9
|
|
|
160.4
|
|
||
Less: Borrowings on revolver
|
|
(10.3
|
)
|
|
—
|
|
||
Less: Outstanding letters of credit
|
|
(14.4
|
)
|
|
(16.4
|
)
|
||
Total liquidity
|
|
$
|
170.5
|
|
|
$
|
213.9
|
|
|
Three Months Ended
|
|
Six Months Ended
|
||||||||||||
($ in millions)
|
June 30, 2017
|
|
June 30, 2016
|
|
June 30, 2017
|
|
June 30, 2016
|
||||||||
Net income (loss)
|
$
|
0.5
|
|
|
$
|
(5.8
|
)
|
|
$
|
(35.5
|
)
|
|
$
|
(201.7
|
)
|
Loss from discontinued operations, net of income taxes
|
0.2
|
|
|
0.8
|
|
|
0.2
|
|
|
4.0
|
|
||||
Interest expense and amortization of deferred financing fees
|
10.1
|
|
|
10.3
|
|
|
20.7
|
|
|
20.9
|
|
||||
Provision for income taxes
|
2.3
|
|
|
0.7
|
|
|
3.8
|
|
|
108.4
|
|
||||
Depreciation expense
|
9.3
|
|
|
11.4
|
|
|
19.9
|
|
|
23.6
|
|
||||
Amortization of intangible assets
|
0.3
|
|
|
0.8
|
|
|
0.7
|
|
|
1.5
|
|
||||
EBITDA
|
22.7
|
|
|
18.2
|
|
9.8
|
|
|
(43.3
|
)
|
|||||
Restructuring expense
|
5.9
|
|
|
8.8
|
|
|
17.6
|
|
|
13.2
|
|
||||
Other (income) expense - net (1)
|
(3.4
|
)
|
|
(1.7
|
)
|
|
(3.0
|
)
|
|
74.9
|
|
||||
Adjusted EBITDA
|
25.2
|
|
|
25.3
|
|
|
24.4
|
|
|
44.8
|
|
||||
Depreciation expense
|
(9.3
|
)
|
|
(11.4
|
)
|
|
(19.9
|
)
|
|
(23.6
|
)
|
||||
Non-GAAP adjusted operating income
|
15.9
|
|
|
13.9
|
|
|
4.5
|
|
|
21.2
|
|
||||
Restructuring expense
|
(5.9
|
)
|
|
(8.8
|
)
|
|
(17.6
|
)
|
|
(13.2
|
)
|
||||
Amortization of intangible assets
|
(0.3
|
)
|
|
(0.8
|
)
|
|
(0.7
|
)
|
|
(1.5
|
)
|
||||
Other operating costs and expenses
|
0.2
|
|
|
(0.4
|
)
|
|
—
|
|
|
(1.8
|
)
|
||||
GAAP operating income (loss)
|
$
|
9.9
|
|
|
$
|
3.9
|
|
|
$
|
(13.8
|
)
|
|
$
|
4.7
|
|
(1)
|
) Other (income) expense - net includes foreign currency translation adjustments, loss on debt extinguishment and other miscellaneous items.
|
|
|
Trailing Twelve Months
|
||
(in millions)
|
|
June 30, 2017
|
||
Net loss
|
|
$
|
(209.6
|
)
|
Loss from discontinued operations
|
|
3.4
|
|
|
Interest expense and amortization of deferred financing fees
|
|
41.6
|
|
|
Provision for income taxes
|
|
(4.1
|
)
|
|
Depreciation expense
|
|
41.9
|
|
|
Amortization of intangible assets
|
|
2.2
|
|
|
EBITDA
|
|
(124.6
|
)
|
|
Restructuring expense
|
|
27.8
|
|
|
Asset impairment expense (1)
|
|
96.9
|
|
|
Other income - net (2)
|
|
(2.3
|
)
|
|
Adjusted EBITDA
|
|
$
|
(2.2
|
)
|
(2)
|
Other (income) expense - net includes foreign currency translation adjustments and other miscellaneous items.
|
•
|
unanticipated changes in revenues, margins, costs and capital expenditures;
|
•
|
the ability to significantly improve profitability;
|
•
|
potential delays or failures to implement specific initiatives within the restructuring program;
|
•
|
issues relating to the ability to timely and effectively execute on manufacturing strategies, including issues relating to plant closings, new plant start-ups, and/or consolidations of existing facilities and operations, and its ability to achieve the expected benefits from such actions, as well as general efficiencies and capacity utilization of our facilities;
|
•
|
the ability to direct resources to those areas that will deliver the highest returns;
|
•
|
uncertainties associated with new product introductions, the successful development and market acceptance of new and innovative products that drive growth;
|
•
|
the ability to focus on customers, new technologies and innovation;
|
•
|
the ability to focus and capitalize on product quality and reliability;
|
•
|
the ability to increase operational efficiencies across Manitowoc’s businesses and to capitalize on those efficiencies;
|
•
|
the ability to capitalize on key strategic opportunities and the ability to implement Manitowoc’s long-term initiatives;
|
•
|
the ability to generate cash and manage working capital consistent with Manitowoc’s stated goals;
|
•
|
the ability to convert orders and order activity into sales and the timing of those sales;
|
•
|
pressure of financing leverage;
|
•
|
foreign currency fluctuation and its impact on reported results and hedges in place with Manitowoc;
|
•
|
changes in raw material and commodity prices;
|
•
|
unexpected issues associated with the quality and availability of materials, components and products sourced from third parties and the ability to successfully resolve those issues;
|
•
|
unexpected issues associated with the availability, operations and viability of suppliers;
|
•
|
the risks associated with growth or contraction;
|
•
|
geographic factors and political and economic conditions and risks;
|
•
|
actions of competitors;
|
•
|
changes in economic or industry conditions generally or in the markets served by Manitowoc;
|
•
|
unanticipated changes in customer demand, including changes in global demand for high-capacity lifting equipment, changes in demand for lifting equipment in emerging economies and changes in demand for used lifting equipment;
|
•
|
global expansion of customers;
|
•
|
the replacement cycle of technologically obsolete cranes;
|
•
|
the ability of Manitowoc's customers to receive financing;
|
•
|
issues related to workforce reductions and potential subsequent rehiring;
|
•
|
work stoppages, labor negotiations, labor rates and temporary labor costs;
|
•
|
government approval and funding of projects and the effect of government-related issues or developments;
|
•
|
the ability to complete and appropriately integrate restructurings, consolidations, acquisitions, divestitures, strategic alliances, joint ventures and other strategic alternatives;
|
•
|
realization of anticipated earnings enhancements, cost savings, strategic options and other synergies, and the anticipated timing to realize those savings, synergies and options;
|
•
|
impairment of goodwill and/or intangible assets;
|
•
|
unanticipated issues affecting the effective tax rate for the year;
|
•
|
unanticipated changes in the capital and financial markets;
|
•
|
risks related to actions of activist shareholders;
|
•
|
changes in laws throughout the world;
|
•
|
natural disasters disrupting commerce in one or more regions of the world;
|
•
|
risks associated with data security and technological systems and protections;
|
•
|
acts of terrorism; and
|
•
|
risks and other factors cited in Manitowoc's 2016 Annual Report on Form 10-K and its other filings with the United States Securities and Exchange Commission.
|
Date: August 8, 2017
|
The Manitowoc Company, Inc.
|
|
(Registrant)
|
|
|
|
|
|
/s/ Barry L. Pennypacker
|
|
Barry L. Pennypacker
|
|
President and Chief Executive Officer
|
|
|
|
|
|
/s/ David J. Antoniuk
|
|
David J. Antoniuk
|
|
Senior Vice President and Chief Financial Officer
|
Exhibit No.
|
|
Description
|
|
Filed/Furnished
Herewith
|
|
|
|
|
|
|
|
|
|
31
|
|
|
Rule 13a - 14(a)/15d - 14(a) Certifications
|
|
X
|
(1)
|
|
|
|
|
|
|
|
32.1
|
|
|
Certification of CEO pursuant to 18 U.S.C. Section 1350
|
|
X
|
(2)
|
|
|
|
|
|
|
|
32.2
|
|
|
Certification of CFO pursuant to 18 U.S.C. Section 1350
|
|
X
|
(2)
|
|
|
|
|
|
|
|
101
|
|
|
The following materials from the Company’s Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, formatted in Extensible Business Reporting Language (XBRL): (i) the Condensed Consolidated Statements of Operations, (ii) the Condensed Consolidated Statements of Comprehensive Income, (iii) the Condensed Consolidated Balance Sheets, (iv) the Condensed Consolidated Statements of Cash Flows and (v) related notes.
|
|
X
|
(1)
|
1 Year Manitowoc Chart |
1 Month Manitowoc Chart |
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