Skip to main content

MANITOWOC CO INC

For the period ended Mar 31, 2025. Filed May 7, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2025 · Filed May 7, 2025

MTW$22.41+3.4%Stored close · as of Nov 6, 2026
See the whole filing, with its images and exhibits

Item 1. Financial Statements

Condensed Consolidated Statements of Operations

(In millions, except per share and share amounts)

Three Months EndedMarch 31,
20252024
Net sales$470.9$495.1
Cost of sales381.1402.6
Gross profit89.892.5
Operating costs and expenses:
Engineering, selling, and administrative expenses82.976.0
Amortization of intangible assets0.80.7
Restructuring expense0.80.6
Total operating costs and expenses84.577.3
Operating income5.315.2
Other income (expense):
Interest expense(8.7)(9.2)
Amortization of deferred financing fees(0.4)(0.3)
Other income (expense) - net(5.0)0.7
Total other expense(14.1)(8.8)
Income (loss) before income taxes(8.8)6.4
Provision (benefit) for income taxes(2.5)1.9
Net income (loss)$(6.3)$4.5
Per Share Data and Share Amounts
Basic net income (loss) per common share$(0.18)$0.13
Diluted net income (loss) per common share$(0.18)$0.12
Weighted average shares outstanding - basic35,273,78335,265,449
Weighted average shares outstanding - diluted35,273,78336,060,640

Condensed Consolidated Statements of Comprehensive Income (Loss)

Three Months EndedMarch 31,
20252024
Net income (loss)$(6.3)$4.5
Other comprehensive income (loss), net of income tax:
Unrealized gains (losses) on derivatives, net of income tax provision of $0.8 and $0.0, respectively2.5(1.6)
Employee pension and postretirement benefit income (expense), net of income tax benefit of $0.0 and $0.0, respectively(0.4)0.1
Foreign currency translation adjustments, net of income tax (provision) benefit of $(2.7) and $0.6, respectively15.8(11.0)
Total other comprehensive income (loss), net of income tax17.9(12.5)
Comprehensive income (loss)$11.6$(8.0)

Condensed Consolidated Balance Sheets

As of March 31, 2025 and December 31, 2024

(In millions, except par value and share amounts)

March 31,2025December 31,2024
Assets
Current Assets:
Cash and cash equivalents$41.4$48.0
Accounts receivable, less allowances of $5.4 and $5.9, respectively267.9260.3
Inventories - net701.7609.4
Other current assets43.541.2
Total current assets1,054.5958.9
Property, plant, and equipment - net344.4346.2
Operating lease right-of-use assets67.559.3
Goodwill78.077.8
Intangible assets - net122.4118.5
Other non-current assets97.099.3
Total assets$1,763.8$1,660.0
Liabilities and Stockholders' Equity
Current Liabilities:
Accounts payable and accrued expenses$456.0$389.4
Customer advances24.918.0
Short-term borrowings and current portion of long-term debt17.613.1
Product warranties38.337.0
Other liabilities18.016.8
Total current liabilities554.8474.3
Non-Current Liabilities:
Long-term debt381.4377.1
Operating lease liabilities54.647.0
Deferred income taxes2.22.1
Pension obligations48.147.1
Postretirement health and other benefit obligations4.54.7
Long-term deferred revenue17.117.5
Other non-current liabilities49.550.1
Total non-current liabilities557.4545.6
Commitments and contingencies (Note 18)
Stockholders' Equity:
Preferred stock (3,500,000 shares authorized of $.01 par value; none outstanding)——
Common stock (75,000,000 shares authorized, 40,793,983 shares issued, 35,443,463 and 35,134,245 shares outstanding, respectively)0.40.4
Additional paid-in capital611.3615.1
Accumulated other comprehensive loss(89.7)(107.6)
Retained earnings193.0199.3
Treasury stock, at cost (5,350,520 and 5,659,738 shares, respectively)(63.4)(67.1)
Total stockholders' equity651.6640.1
Total liabilities and stockholders' equity$1,763.8$1,660.0

Condensed Consolidated Statements of Cash Flows

Three Months EndedMarch 31,
20252024
Cash Flows from Operating Activities:
Net income (loss)$(6.3)$4.5
Adjustments to reconcile net income (loss) to cash provided by (used for) operating activities:
Depreciation expense14.814.7
Amortization of intangible assets0.80.7
Stock-based compensation expense2.63.7
Amortization of deferred financing fees0.40.3
Loss on sale of property, plant, and equipment0.10.2
Changes in operating assets and liabilities:
Accounts receivable(3.6)(15.3)
Inventories(66.0)(89.1)
Other assets1.22.6
Accounts payable61.456.6
Accrued expenses and other liabilities7.5(9.5)
Net cash provided by (used for) operating activities12.9(30.6)
Cash Flows from Investing Activities:
Capital expenditures(10.8)(12.2)
Proceeds from sale of fixed assets0.10.2
Purchase of assets(12.9)—
Net cash used for investing activities(23.6)(12.0)
Cash Flows from Financing Activities:
Payments on revolving credit facility(15.0)—
Proceeds from revolving credit facility17.914.0
Proceeds from other debt - net3.329.1
Other financing activities(3.0)(2.9)
Net cash provided by financing activities3.240.2
Effect of exchange rate changes on cash and cash equivalents0.9(0.5)
Net decrease in cash and cash equivalents(6.6)(2.9)
Cash and cash equivalents at beginning of period48.034.4
Cash and cash equivalents at end of period$41.4$31.5
Supplemental Cash Flow Information
Interest paid$1.5$2.1
Income taxes paid2.41.8
Operating right-of-use assets obtained11.02.9
Finance right-of-use assets obtained0.61.4

Condensed Consolidated Statements of Equity

March 31,2025March 31,2024
Common Stock - Par Value
Balance at beginning of period$0.4$0.4
Balance at end of period$0.4$0.4
Additional Paid-in Capital
Balance at beginning of period$615.1$613.1
Stock compensation plans(6.4)(8.3)
Stock-based compensation expense2.63.7
Balance at end of period$611.3$608.5
Accumulated Other Comprehensive Loss
Balance at beginning of period$(107.6)$(86.4)
Other comprehensive income (loss)17.9(12.5)
Balance at end of period$(89.7)$(98.9)
Retained Earnings
Balance at beginning of period$199.3$143.5
Net income (loss)(6.3)4.5
Balance at end of period$193.0$148.0
Treasury Stock
Balance at beginning of period$(67.1)$(67.3)
Stock compensation plans3.75.3
Balance at end of period$(63.4)$(62.0)
Total stockholders' equity$651.6$596.0

The accompanying notes are an integral part of these Condensed Consolidated Financial Statements.

Notes to Unaudited Condensed Consolidated Financial Statements

  1. Company and Basis of Presentation

The Manitowoc Company, Inc. (“Manitowoc” or the “Company”)was founded in 1902 and has over a 120-year tradition of providing high-quality, customer-focused products and support services to its markets. Headquartered in Milwaukee, Wisconsin, United States, Manitowoc is one of the world's leading providers of engineered lifting products and services. Manitowoc, through its wholly-owned subsidiaries, designs, manufactures, markets, distributes, and supports comprehensive product lines of mobile hydraulic cranes, lattice-boom crawler cranes, boom trucks, and tower cranes under the Aspen Equipment, Grove, Manitowoc, MGX Equipment Services, National Crane, Potain, and Shuttlelift brand names. The Company serves a wide variety of customers, including dealers, rental companies, contractors, and government entities, across the petrochemical, industrial, commercial construction, power and utilities, infrastructure, and residential construction end markets. Due to the ongoing and predictable maintenance needed by cranes, as well as the high cost of crane downtime, Manitowoc’s aftermarket support operations provide the Company with a consistent stream of recurring revenue.

The Company hasthree reportable segments, the Americas segment, the Europe and Africa ("EURAF") segment, and the Middle East and Asia Pacific (“MEAP”) segment. The Americas segment includes the North America and South America continents. The EURAF reporting segment includes the Europe and Africa continents, excluding the Middle East region. The MEAP reporting segment includes the Asia and Australia continents and the Middle East region. The segments were identified using the “management approach,” which designates the internal organization that is used by management for making operating decisions and assessing performance. Refer to Note 17, “Segments,” for additional information.

In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments necessary for a fair statement of the results of operations for the three months ended March 31, 2025 and 2024, the cash flows for the same three-month periods, and the financial position as of March 31, 2025 and December 31, 2024, and except as otherwise discussed, such adjustments consist of only those of a normal recurring nature. The balance sheet as of December 31, 2024, was derived from the audited annual financial statements. The interim results are not necessarily indicative of results for a full year and do not contain information included in the Company’s annual consolidated financial statements and notes for the year ended December 31, 2024. Certain information and footnote disclosures, normally included in financial statements prepared in accordance with accounting principles generally accepted in the United States (“GAAP”), have been condensed or omitted pursuant to Securities and Exchange Commission rules and regulations dealing with interim financial statements. However, the Company believes that the disclosures made in the Condensed Consolidated Financial Statements included herein are adequate to make the information presented not misleading. It is suggested that these financial statements be read in conjunction with the financial statements and the notes thereto included in the Company’s latest annual report on Form 10-K.

All amounts, except per share data and share amounts, are in millions throughout the tables in these notes unless otherwise indicated.

  1. Recent Accounting Changes and Pronouncements

In December 2023, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2023-09, "Income Taxes (Topic 740): Improvements to Income Tax Disclosures”. The amendments in this ASU enhance the transparency and decision usefulness of income tax disclosures. The standard is effective for annual periods beginning after December 15, 2024. Early adoption is permitted. The adoption of this ASU will not have a material impact on the Company’s consolidated financial statements.

In November 2024, the FASB issued ASU No. 2024-03, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expense". The amendments in this ASU require public companies to disclose more information about their expenses in their financial statements. The standard is effective for annual periods beginning after December 15, 2026 and interim periods within annual reporting periods beginning after December 15, 2027. Early adoption is permitted. The Company is evaluating the impact the adoption of this ASU will have on its consolidated financial statements.

  1. Acquisition of Assets

Effective February 4, 2025, the Company acquired certain assets and distribution rights in Georgia, North Carolina, and South Carolina from Ring Power Corporation for total cash consideration of $12.9 million. The acquisition did not meet the definition of a business under Accounting Standards Codification (“ASC") 805, “Business Combinations,” and has therefore been accounted for as an asset acquisition.

The purchase price was allocated to the underlying assets acquired based upon their estimated fair value at the date of the acquisition as follows:

Inventory$7.2
Intangible assets2.0
Property, plant, and equipment3.7
Total Consideration$12.9
  1. Net Sales

The Company defers revenue when cash payments are received in advance of satisfying the related performance obligation. These amounts are recorded as customer advances in the Condensed Consolidated Balance Sheets. The table below shows the change in the customer advances balance for thethree months ended March 31, 2025 and 2024.

Three Months EndedMarch 31,
20252024
Balance at beginning of period$18.0$19.2
Cash received in advance of satisfying performance obligations30.339.1
Revenue recognized(23.9)(37.7)
Currency translation0.5(0.3)
Balance at end of period$24.9$20.3

The Company recognizes a contract asset for certain remanufacturing, repair, and field service work when service is completed but unbilled as of the end of the period. Contract assets are recorded in other current assets in the Condensed Consolidated Balance Sheets. Contract assets were $8.2 million and $8.8 million as of March 31, 2025 and December 31, 2024, respectively.

  1. Fair Value of Financial Instruments

The following table sets forth the Company’s financial assets and liabilities related to foreign currency exchange contracts ("FX Forward Contracts") and The Manitowoc Company, Inc. Deferred Compensation Plan (the "Deferred Compensation Plan") that were accounted for at fair value as of March 31, 2025 and December 31, 2024.

Level 1Level 2Level 3TotalRecognized Location
Current Assets:
FX Forward Contracts$—$0.9$—$0.9Other current assets
Deferred Compensation Plan - Program B8.6——8.6Other non-current assets
Total current assets at fair value$8.6$0.9$—$9.5
Current Liabilities:
FX Forward Contracts$—$0.1$—$0.1Accounts payable and accrued expenses
Level 1Level 2Level 3TotalRecognized Location
Current Assets:
FX Forward Contracts$—$0.1$—$0.1Other current assets
Deferred Compensation Plan - Program B8.8——8.8Other non-current assets
Total current assets at fair value$8.8$0.1$—$8.9
Current Liabilities:
FX Forward Contracts$—$3.4$—$3.4Accounts payable and accrued expenses

The fair value of the $300.0 million senior secured second lien notes due on October 1, 2031, with an annual coupon rate of 9.25% (the “2031 Notes”), was $308.8 million as of March 31, 2025. Refer to Note 11, “Debt,” for a description of the 2031 Notes and the related carrying value.

The Company endeavors to utilize the best available information in measuring fair value. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company estimates the fair value of its 2031 Notes based on quoted market prices of the instruments; because these markets are typically actively traded, the liabilities are classified as Level 1 within the valuation hierarchy. The carrying values of cash and cash equivalents, accounts receivable, accounts payable, and short-term variable debt, including any amounts outstanding under the Company's revolving credit facility, approximate fair value, without being discounted as of March 31, 2025, due to the short-term nature of these instruments.

FX Forward Contracts are valued through an independent valuation source which uses an industry standard data provider, with resulting valuations periodically validated through third-party or counterparty quotes. As such, these derivative instruments are classified within Level 2. Refer to Note 6, “Derivative Financial Instruments,” for additional information.

The Deferred Compensation Plan utilizes a rabbi trust to hold assets intended to satisfy the Company’s corresponding future benefit obligations. The plan assets and corresponding obligations for Program B under the Deferred Compensation Plan are classified within Level 1.

  1. Derivative Financial Instruments

The Company’s risk management objective is to ensure that business exposures to risks are minimized using the most effective and efficient methods to eliminate, reduce, or transfer such exposures. Operating decisions consider these associated risks and, whenever possible, transactions are structured to avoid or mitigate these risks.

From time to time, the Company enters into FX Forward Contracts to manage the exposure on forecasted transactions denominated in non-functional currencies and to manage the risk of transaction gains and losses associated with assets/liabilities in currencies other than the functional currency of certain subsidiaries. Certain of these FX Forward Contracts are designated as cash flow hedges. To the extent these derivatives are effective in offsetting the variability of the hedged cash flows, changes in the derivatives’ fair value are not included in current earnings but are included in accumulated other comprehensive income (loss) ("AOCI"). These changes in fair value are reclassified into earnings as a component of cost of sales, as applicable, when the forecasted transaction impacts earnings. In addition, if the forecasted transaction is no longer probable, the cumulative change in the derivatives’ fair value is recorded as a component of other income (expense) – net in the period in which the transaction is no longer considered probable of occurring. No amounts were recorded related to forecasted transactions no longer being probable during the three months ended March 31, 2025 and 2024.

The Company had FX Forward Contracts with aggregate notional amountsof $73.7 million and $129.7 million in U.S. dollar equivalent as of March 31, 2025 and December 31, 2024, respectively. The FX Forward Contracts purchased are denominated in various foreign currencies. The aggregate notional amount outstanding as of March 31, 2025, is scheduled to mature within oneyear. Net unrealized gains (losses), net of income tax, recorded in AOCI for FX Forward Contracts were $0.8 million and ($1.7) million as of March 31, 2025 and December 31, 2024, respectively.

The net gains (losses) recorded in the Condensed Consolidated Statements of Operations for FX Forward Contracts for the three months ended March 31, 2025 and 2024 are summarized as follows:

Three Months EndedMarch 31,
Recognized Location20252024
DesignatedCost of sales$(0.6)$(0.9)
Non-DesignatedOther income (expense) - net$1.3$1.4
  1. Inventories

The components of inventories as of March 31, 2025 and December 31, 2024 are summarized as follows:

March 31,2025December 31,2024
Raw materials$164.8$121.4
Work-in-process159.8114.8
Finished goods377.1373.2
Total Inventories$701.7$609.4
  1. Property, Plant, and Equipment

The components of property, plant, and equipment as of March 31, 2025 and December 31, 2024 are summarized as follows:

March 31,2025December 31,2024
Land$14.7$14.3
Building and improvements207.2203.3
Machinery, equipment, and tooling328.4318.3
Furniture and fixtures13.613.3
Computer hardware and software130.8129.6
Rental cranes185.0185.7
Construction in progress7.66.9
Total cost887.3871.4
Less: accumulated depreciation(542.9)(525.2)
Property, plant, and equipment - net$344.4$346.2

Property, plant, and equipment is depreciated over the estimated useful life of the asset using the straight-line depreciation method for financial reporting and accelerated methods for income tax purposes.

Additions to property, plant, and equipment included in accounts payable and accrued expenses in the Condensed Consolidated Balance Sheets as of March 31, 2025 and December 31, 2024 were $1.5 million and $5.3 million, respectively.

  1. Goodwill and Intangible Assets

The changes in the carrying amount of goodwill for the three months ended March 31, 2025 are summarized as follows:

Americas - DistributionMEAPConsolidated
Balance as of December 31, 2024$14.4$63.4$77.8
Foreign currency impact—0.20.2
Balance as of March 31, 2025$14.4$63.6$78.0

The gross carrying amount, accumulated impairment and net book value of the Company's goodwill balances by reportable segment as of March 31, 2025 and December 31, 2024, are summarized as follows:

March 31, 2025December 31, 2024
Gross Carrying AmountAccumulated Impairment AmountNet Book ValueGross Carrying AmountAccumulated Impairment AmountNet Book Value
Americas$180.9$(166.5)$14.4$180.9$(166.5)$14.4
EURAF82.2(82.2)—82.2(82.2)—
MEAP63.6—63.663.4—63.4
Total$326.7$(248.7)$78.0$326.5$(248.7)$77.8

The Company performs its annual goodwill impairment test during the fourth quarter, or more frequently if events or changes in circumstances indicate that there might be an impairment of the assets. The Company will continue to monitor changes in circumstances and test more frequently if those changes indicate that assets might be impaired. The Company determined there was no triggering event for the three months ended March 31, 2025.

The gross carrying amount, accumulated amortization, and net book value of the Company’s intangible assets other than goodwill as of March 31, 2025 and December 31, 2024, are summarized as follows:

March 31, 2025December 31, 2024
GrossCarryingAmountAccumulatedAmortizationAmountNetBookValueGrossCarryingAmountAccumulatedAmortizationAmountNetBookValue
Definite lived intangible assets:
Customer relationships$28.3$(13.5)$14.8$26.3$(13.0)$13.3
Patents28.8(28.5)0.328.1(27.8)0.3
Noncompetition agreements4.2(3.0)1.24.2(2.8)1.4
Trademarks and tradenames2.2(1.6)0.62.2(1.5)0.7
Total$63.5$(46.6)$16.9$61.5$(45.8)$15.7
Indefinite-lived intangible assets:
Trademarks and tradenames$91.4$—$91.4$89.2$—$89.2
Distribution network14.1—14.113.6—13.6
Total105.5—105.5102.8—102.8
Total intangible assets$169.0$(46.6)$122.4$164.3$(45.8)$118.5

The Company performs its annual indefinite-lived intangible assets impairment testing during the fourth quarter, or more frequently if events or changes in circumstances indicate that there might be an impairment of the asset. The Company will continue to monitor changes in circumstances and test more frequently if those changes indicate that assets might be impaired. The Company determined there was no triggering event for the three months ended March 31, 2025.

Definite lived intangible assets and long-lived assets are subject to impairment testing whenever events or circumstances indicate that the carrying value of the assets may not be recoverable. The Company determined there was no triggering event for the three months ended March 31, 2025.

Other intangible assets with definite lives are amortized over their estimated useful lives. Amortization expense for the three months ended March 31, 2025 and 2024 was $0.8 million and $0.7 million, respectively.

  1. Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses as of March 31, 2025 and December 31, 2024 are summarized as follows:

March 31, 2025December 31, 2024
Trade accounts payable$268.4$205.5
Employee-related expenses44.743.2
Accrued vacation25.523.3
Miscellaneous accrued expenses117.4117.4
Total accounts payable and accrued expenses$456.0$389.4
  1. Debt

Outstanding debt as of March 31, 2025 and December 31, 2024 is summarized as follows:

March 31, 2025December 31, 2024
Borrowings under senior secured asset-based revolving credit facility$83.3$79.0
Senior secured second lien notes due 2031300.0300.0
Other debt20.716.4
Deferred financing costs(5.0)(5.2)
Total debt399.0390.2
Short-term borrowings and current portion of long-term debt(17.6)(13.1)
Long-term debt$381.4$377.1

On March 25, 2019, the Company and certain subsidiaries of the Company (the “Loan Parties”) entered into a credit agreement (the “ABL Credit Agreement”) with JP Morgan Chase Bank, N.A. as administrative and collateral agent, and certain financial institutions party thereto as lenders, providing for a senior secured asset-based revolving credit facility (the “ABL Revolving Credit Facility”) of up to $275.0 million. The borrowing capacity under the ABL Revolving Credit Facility is based on the value of inventory, accounts receivable and certain fixed assets of the Loan Parties. The Loan Parties’ obligations under the ABL Revolving Credit Facility are secured on a first-priority basis, subject to certain exceptions and permitted liens, by substantially all of the personal property and fee-owned real property of the Loan Parties. The liens securing the ABL Revolving Credit Facility are senior in priority to the second-priority liens securing the obligations under the 2031 Notes and the related guarantees. The ABL Revolving Credit Facility includes a $75.0 million letter of credit sub-facility, $10.0 million of which is available to the Company’s German subsidiary that is a borrower under the ABL Revolving Credit Facility (the “German Borrower”).

On June 17, 2021, the Company amended the ABL Credit Agreement to adjust certain negative covenants which reduced restrictions on the Company’s ability to expand its rental business. On May 19, 2022, the Company further amended the ABL Credit Agreement to (i) extend the maturity date to May 19, 2027 (subject to a springing maturity date of December 30, 2025 if our senior secured lien notes due April 1, 2026 have not been repaid in full or refinanced prior to December 30, 2025), (ii) permit the inclusion, subject to certain limitations, of the crane rental assets of certain subsidiaries in the borrowing base used to calculate availability under the ABL Credit Agreement, (iii) permit separate financing of crane rental assets not included in the borrowing base and (iv) replace U.S. dollar London Inter-bank Offered Rate with interest rates based on the secured overnight financing rate plus a credit spread adjustment (“SOFR”).

On September 18, 2024, the Company further amended the ABL Credit Agreement to (i) increase the aggregate commitment by $50.0 million to a total aggregate commitment of up to $325.0 million, of which $100.0 million is available to the German Borrower, (ii) increase the swingline sublimit by $20.0 million to an aggregate $50.0 million, of which $20.0 million is available to the German Borrower, and (iii) extend the maturity date to September 18, 2029.

Borrowings under the ABL Revolving Credit Facility bear interest at a variable rate using either the Alternate Base Rate or Term Benchmark, Applicable Overnight Rate, Central Bank Rate ("CBR") or RFR rate (each as defined in the ABL Credit Agreement) plus the applicable spread set forth below. The variable interest rate is based upon the average availability as of the most recent determination date as follows:

Average quarterly availabilityAlternative base rate spreadSOFR spread
Category 1≥ 66% of Aggregate Commitment0.25%1.25%
Category 2< 66% but ≥ 33% of Aggregate Commitment0.50%1.50%
Category 3< 33% of Aggregate Commitment0.75%1.75%

As of March 31, 2025 and December 31, 2024, the Company had$83.3 million and$79.0 million, respectively, of borrowings outstanding under the ABL Revolving Credit Facility. During the period from September 18, 2024 to March 31, 2025, the spreads for Term Benchmark, Applicable Overnight Rate, CBR and RFR spread and Alternative Base Rate borrowings are deemed to be in Category 2 as defined in the amended ABL Credit Agreement. Excess availability as of March 31, 2025 was $238.3 million, which represents available revolver borrowing capacity of $325.0 million less$83.3 million of borrowings outstanding and $3.4 million of U.S. letters of credit outstanding.

As of March 31, 2025, the Company had $20.7 million of other indebtedness outstanding that has a weighted-average interest rate of 4.2%. This debt includes balances on local credit lines, overdraft facilities, and other financing arrangements.

On September 19, 2024, the Company and certain of its subsidiaries entered into an indenture with U.S. Bank Trust Company, National Association as trustee and notes collateral agent, pursuant to which the Company issued $300.0 million aggregate principal amount of the 2031 Notes with an annual coupon rate of 9.25%. Interest on the 2031 Notes is payable in cash semi-annually in arrears on April 1 and October 1 of each year. The 2031 Notes are fully and unconditionally guaranteed on a senior secured second lien basis, jointly and severally, by each of the Company’s existing and future domestic subsidiaries that is either a guarantor or a borrower under the ABL Revolving Credit Facility or that guarantees certain other debt of the Company or a guarantor. The 2031 Notes and the related guarantees are secured on a second-priority basis, subject to certain exceptions andpermitted liens, by pledges of capital stock and other equity interests and other security interests in substantially all of the personal property and fee-owned real property of the Company and of the guarantors that secure obligations under the ABL Revolving Credit Facility. The Company used the net proceeds from this offering, together with cash on hand, to redeem all of its outstanding 9.00% senior secured second lien notes due 2026.

Both the ABL Revolving Credit Facility and the 2031 Notes include customary covenants which include, without limitation, restrictions on the Company’s ability and the ability of the Company’s restricted subsidiaries to incur, assume or guarantee additional debt or issue certain preferred shares, pay dividends on or make other distributions in respect of the Company’s capital stock or make other restricted payments, make certain investments, sell or transfer certain assets, create liens on certain assets to secure debt, consolidate, merge, sell, or otherwise dispose of all or substantially all of the Company’s assets, enter into certain transactions with affiliates and designate the Company’s subsidiaries as unrestricted. Both the ABL Revolving Credit Facility and the 2031 Notes also include customary events of default. The ABL Revolving Credit Facility has customary representations and warranties including, as a condition to borrowing, that all such representations and warranties are true and correct, in all material respects, on the date of the borrowing, including representations as to no material adverse change in the Company’s business or financial condition since December 31, 2021.

Additionally, the ABL Revolving Credit Facility contains a covenant requiring the Company to maintain a minimum fixed charge coverage ratio under certain circumstances set forth in the ABL Credit Agreement.

As of March 31, 2025, the Company was in compliance with all affirmative and negative covenants in its debt instruments, inclusive of the financial covenants pertaining to the ABL Revolving Credit Facility and 2031 Notes. Based upon management’s current plans and outlook, the Company believes it will be able to comply with these covenants during the subsequent twelve months.

  1. Accounts Receivable Factoring

The Company has two non-U.S. accounts receivable financing programs withno maximum availability. Transactions under the non-U.S. programs were accounted for as sales in accordance with ASC Topic 860, “Transfers and Servicing.” Under these financing programs, the Company has the ability to sell eligible receivables up to the customer's maximum limit.

For the three months ended March 31, 2025 and 2024, cash proceeds from the factoring of accounts receivable qualifying as sales were $52.6 and $36.0 million, respectively.

Financing charges incurred from the factoring of accounts receivable qualifying as sales for the three months ended March 31, 2025 and 2024 were immaterial.

  1. Income Taxes

The Company’s income (loss) before income taxes includes amounts from both U.S. and foreign jurisdictions. The annual effective tax rate varies from the U.S. federal statutory rate of 21% due to results of foreign operations that are subject to income taxes at different statutory rates. In addition, tax expense is impacted by losses in jurisdictions where no tax benefit can be realized.

For the three months ended March 31, 2025 and 2024, the Company recorded a benefit for income taxes of $2.5 million and a provision for income taxes of $1.9 million, respectively.

As of March 31, 2025 and December 31, 2024, the Company’s unrecognized tax benefits, excluding interest and penalties, were $14.0 million and $13.9 million, respectively.

  1. Net Income (Loss) Per Common Share

The following is a reconciliation of the weighted average shares outstanding used to compute basic anddiluted net income (loss) per common share:

Three Months EndedMarch 31,
20252024
Basic weighted average common shares outstanding35,273,78335,265,449
Effect of dilutive securities - equity compensation awards—795,191
Diluted weighted average common shares outstanding35,273,78336,060,640

Equity compensation awards for which total employee proceeds from exercise exceed the average fair value of the same equity incentive instrument over the period have an anti-dilutive effect on earnings per share during periods with net income, and accordingly, are excluded from diluted weighted average common shares outstanding. Due to the net loss incurred during the three months ended March 31, 2025, the assumed exercise of all equity instruments was anti-dilutive and, therefore, not included in the net diluted income (loss) per share calculations for the period. Anti-dilutive equity instruments of 497,801 common shares were excluded from the computation of diluted net earnings per share for the three months ended March 31,2024.

No cash dividends were declared or paid during thethree months ended March 31, 2025 and 2024.

  1. Equity

Authorized capital consists of 75.0 million shares of $0.01 par value common stock and 3.5 million shares of $0.01 par value preferred stock. None of the preferred shares have been issued.

As of March 31, 2025, the Company has $29.3 million remaining under the authorization from the Board of Directors to purchase up to $35.0 million of the Company’s common stock at management’s discretion.

A reconciliation of the changes in accumulated other comprehensive income (loss), net of income tax, by component for the three months ended March 31, 2025 and 2024 are summarized as follows:

Cash Flow HedgesPension &PostretirementForeign CurrencyTranslationTotal
Balance as of December 31, 2023$1.3$(10.3)$(77.4)$(86.4)
Other comprehensive loss before reclassifications(2.5)—(11.0)(13.5)
Amounts reclassified from accumulated other comprehensive income (loss)0.90.1—1.0
Net other comprehensive income (loss)(1.6)0.1(11.0)(12.5)
Balance as of March 31, 2024$(0.3)$(10.2)$(88.4)$(98.9)
Balance as of December 31, 2024$(1.7)$(7.7)$(98.2)$(107.6)
Other comprehensive income (loss) before reclassifications2.0(0.4)15.817.4
Amounts reclassified from accumulated other comprehensive income (loss)0.5——0.5
Net other comprehensive income (loss)2.5(0.4)15.817.9
Balance as of March 31, 2025$0.8$(8.1)$(82.4)$(89.7)

A reconciliation of the reclassifications out of accumulated other comprehensive loss, net of income taxes for the three months ended March 31, 2025 and 2024 are summarized as follows:

Amount Reclassified from Accumulated Other Comprehensive Loss
Three Months Ended March 31,2025Three Months Ended March 31,2024RecognizedLocation
Gains (losses) on cash flow hedges
FX Forward Contracts$(0.6)$(0.9)Cost of sales
Total before income taxes(0.6)(0.9)
Benefit for income taxes0.1—
Total, net of income taxes$(0.5)$(0.9)
Amortization of pension and postretirement items
Actuarial losses$—$(0.1)(a)Other income (expense) - net
Amortization of prior service cost——(a)Other income (expense) - net
Total before income taxes—(0.1)
Provision for income taxes——
Total, net of income taxes$—$(0.1)
Total reclassifications for the period, net of income taxes$(0.5)$(1.0)

(a) These accumulated other comprehensive income (loss) components are components of net periodic pension cost (refer to Note 20, “Employee Benefit Plans,” for further details)

  1. Stock-Based Compensation

Equity compensation awards may be granted to certain eligible employees or non-employee directors. A detailed description of the awards granted prior to 2025 is included in the Company’s 2024 Annual Report on Form 10-K.

During the three months ended March 31, 2025, the Company modified certain 2023 and 2024 restricted stock units and performance share units to settle them in cash in lieu of stock. The performance conditions, if applicable, and vesting schedules remain unchanged for these awards.

Total stock-based compensation expense, including cash-settled liability awards, was $2.6 million for the three months ended March 31, 2025 and $3.7 million for the three months ended March 31,2024. The Company reports stock-based compensation expense within engineering, selling, and administrative expenses in the Condensed Consolidated Statements of Operations. The Company recognizes stock-based compensation expense over the award’s vesting period, subject to the retirement, death, or disability provisions of the 2013 Omnibus Incentive Plan.

The Company grantedno restricted stock units and performance share units to employees or non-employee directors during the three months ended March 31, 2025.

  1. Segments

The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by the President & CEO, who is also the Company’s Chief Operating Decision Maker (“CODM”), for making decisions about the allocation of resources and assessing performance as the source of the Company’s reportable operating segments.

The Company hasthree reportable segments: Americas, EURAF, and MEAP. The Americas reporting segment includes the North America and South America continents. The EURAF reporting segment includes the Europe and Africa continents, excluding the Middle East region. The MEAP reporting segment includes the Asia and Australia continents and the Middle East region.

The CODM evaluates the performance of its reportable segments based on net sales and operating income. Segment net sales are recognized in the geographic region the product is sold. Each reportable segment has new and non-new machine sales. Operating income for each segment includes net sales to third parties, cost of sales directly attributable to the segment, selling and administrative costs directly attributable to the segment, and engineering costs directly attributable to the segment. Manufacturing variances generated by the manufacturing locations within each operating segment are maintained in each segment’s operating income. Operating income for each segment excludes other income and expense and certain expenses managed outside the operating segments. Costs excluded from segment operating income include various corporate expenses such as stock-based compensation expenses, income taxes and other separately managed general, and administrative costs. The Company does not include intercompany sales between segments for management reporting purposes. The CODM does not evaluate performance of the reportable segments based on total assets.

The following table shows information by reportable segment for thethree months ended March 31, 2025 and 2024:

Three Months Ended March 31, 2025 · Three Months Ended March 31, 2024
Americas · EURAF · MEAP · Total · Americas · EURAF · MEAP · Total
Revenues from external customers$259.3$145.6$66.0$470.9$283.2$143.0$68.9$495.1
Less: (a)
Cost of sales208.3124.148.7381.1222.8124.655.2402.6
Engineering, selling, and administration costs32.432.25.970.529.930.15.365.3
Other segment items (b)0.90.6—1.51.00.10.21.3
Segment operating income (loss)17.7(11.3)11.417.829.5(11.8)8.225.9
Reconciliation of segment operating income (loss)
Interest expense(8.7)(9.2)
Amortization of deferred financing fees(0.4)(0.3)
Other (income) expense - net(5.0)0.7
Unallocated amounts:
Other corporate expenses(12.5)(10.7)
Income (loss) before income taxes$(8.8)$6.4
Other Segment Disclosures
Depreciation and amortization (c)8.85.30.714.87.95.90.814.6
Capital expenditures5.83.61.010.44.27.20.812.2

(a)

The significant expense categories and amounts align with the segment-level information that is regularly provided to the CODM.

(b)

Other segment items for each reportable segment includes:

Americas — amortization expense and restructuring expense.

EURAF — restructuring expense.

MEAP — restructuring expense.

(c)

The amount of depreciation and amortization disclosed by reportable segment are included within cost of sales or engineering, selling, and administration costs, as applicable.

Net sales by geographic area for thethree months ended March 31, 2025 and 2024 are summarized as follows:

Three Months EndedMarch 31,
20252024
United States$241.2$249.2
Europe141.5138.2
Other88.2107.7
Total net sales$470.9$495.1

New machine and non-new machine sales for thethree months ended March 31, 2025 and 2024 are summarized as follows:

Three Months EndedMarch 31,
20252024
New machine sales$310.3$349.9
Non-new machine sales160.6145.2
Total net sales$470.9$495.1
  1. Commitments and Contingencies

The Company is subject to various legal proceedings and claims that have arisen in the ordinary course of business which have not been fully resolved. The outcome of any litigation is inherently uncertain. When a loss related to a legal proceeding or claim is probable and reasonably estimable, the Company accrues its best estimate for the ultimate resolution of the matter.

As of March 31, 2025, various product-related lawsuits were pending. To the extent permitted under applicable law, all of these lawsuits are insured with self-insurance retention levels. The Company’s self-insurance retention levels have varied over the last 10 years. As of March 31, 2025, the largest self-insured retention level for new occurrences currently maintained by the Company is $3.0 million per occurrence and applies to product liability claims arising in North America.

As of March 31, 2025, current and long-term product liability reserves were $1.8 million and $5.6 million, respectively. As of December 31, 2024, current and long-term product liability reserves were $1.4 million and $5.0 million, respectively. Current product liability reserves are included within other liabilities and long-term product liability reserves are included within other non-current liabilities in the Condensed Consolidated Balance Sheets. These amounts are not reduced for insurance recoveries for claims above the Company's self-insured retention level. As of March 31, 2025 and December 31, 2024, the Company hadzero estimated insurance recoveries included in other current assets in the Condensed Cons olidated Balance Sheets.

Reserves for product-related lawsuits were estimated using a combination of actual case reserves and actuarial methods. Based on the Company’s experience in defending product liability claims, management believes the reserves are adequate for estimated case resolutions on aggregate self-insured claims and insured claims. Any recoveries from insurance carriers are dependent upon the legal sufficiency of claims and solvency of insurance carriers.

As of March 31, 2025 and December 31, 2024, the Company had reserves of$45.6 million and$45.3 million, respectively, for warranty and other related claims included in product warranties and other non-current liabilities in the Condensed Consolidated Balance Sheets. Certain of these warranty and other related claims involve matters in dispute that ultimately are resolved by negotiation, arbitration, or litigation. Refer to Note 19, “Guarantees,” for further information.

It is reasonably possible that the estimates for warranty and other related claims, product liability, asbestos-related claims, and other various legal matters may change based upon new information that may arise or matters that are beyond the scope of the Company’s historical experience. Presently, there are no reliable methods to estimate the amount of any such potential changes. The ultimate resolution of these matters, individually and in the aggregate, is not expected to have a material adverse effect on the Company’s financial condition, results of operations or cash flows.

In July 2017, the Company received an Information Request from the United States Environmental Protection Agency (“U.S. EPA”) relating to the sales of cranes manufactured between January 1, 2014 and July 31, 2017 and the Company’s related participation in the Transition Program for Equipment Manufacturers (the “TPEM” program). The TPEM program allowed equipment manufacturers to delay installing engines meeting Tier 4 final emission standards in their products, subject to certain percentage allowance restrictions.

As of March 31, 2025, the Company agreed to the terms of a Consent Decree with the U.S. EPA and the U.S. Department of Justice regarding alleged violations of the TPEM program. The Consent Decree was entered by the federal district court for the Eastern District of Wisconsin and provides that the Company pay a civil penalty of $42.6 million, excluding accrued interest from the date of the Consent Decree, and complete an emissions mitigation project upgrading a short-line locomotive engine in Maryland. Completion of the terms in the Consent Decree will settle this matter and release the Company from civil claims under the Clean Air Act related to the Company’s participation in the TPEM program.

The total recorded liability in accounts payable and accrued expenses in the Company’s Condensed Consolidated Balance Sheets was $45.0 million as of March 31, 2025, which accounts for the civil penalty and emissions mitigation project. On April 25, 2025, the Company paid the civil penalty amounting to $43.2 million, which includes $0.6 million of accrued interest from the date of the Consent Decree.

  1. Guarantees

The Company periodically enters into transactions with customers that provide for buyback commitments. The Company evaluates each agreement at inception to determine if the customer has a significant economic incentive to exercise the buyback option. If it is determined that the customer has a significant economic incentive to exercise that right, the revenue is deferred, and the agreement is accounted for as a lease in accordance with ASC Topic 842 – “Leases” (“Topic 842”). If it is determined that the customer does not have a significant economic incentive to exercise that right, then revenue is recognized when control of the product is transferred to the customer. The revenue deferred related to buyback obligations accounted for under Topic

842 included in other current and non-current liabilities as of March 31, 2025 and December 31, 2024 was $14.6 million and $14.9 million, respectively. The total amount of buyback commitments given by the Company and outstanding as of March 31, 2025 and December 31, 2024 was $24.8 million and $29.9 million, respectively. These amounts are not reduced for amounts the Company would recover from the repossession and subsequent resale of the cranes. The buyback commitments expire at various times through 2031. The Company also has various loss guarantees with maximum liabilities of $24.7 million and $14.3 million as of March 31, 2025 and December 31, 2024, respectively. These amounts are not reduced for amounts the Company would recover from the repossession and subsequent resale of the cranes securing the related guarantees.

In the normal course of business, the Company provides its customers a warranty covering workmanship, and in some cases materials, on products manufactured by the Company. Such warranties generally provide that products will be free from defects for periods ranging from 12 months to 60 months. In addition, the Company may incur other warranty related costs outside of its standard warranty period. Costs for other warranty-related work are recorded in the period a loss is probable and can be reasonably estimated. Below is a table summarizing the warranty and other warranty related work for thethree months ended March 31, 2025 and 2024.

Three Months EndedMarch 31,
20252024
Balance at beginning of period$45.3$56.8
Adjustments to accruals for warranties6.05.3
Settlements made (in cash or in kind) during the period(6.5)(8.8)
Currency translation0.8(0.7)
Balance at end of period$45.6$52.6

The long-term portion of the warranty liability is recorded in other non-current liabilities in the Condensed Consolidated Balance Sheets.

The Company sells extended warranty contracts, which it accounts for as a service type warranty under ASC Topic 606 – “Revenue from Contracts with Customers.” Revenue associated with extended warranty contracts is deferred and amortized on a straight-line basis over the duration of the extended warranty period. As of March 31, 2025 and December 31, 2024 there was$9.2 million and $8.6 million, respectively, of deferred revenue included in other current and non-current liabilities in the Condensed Consolidated Balance Sheets.

  1. Employee Benefit Plans

The Company provides certain pension, health care, and death benefits to eligible retirees and their dependents. The funding mechanism for such benefits varies based on the country where the plan is located and the related plan. Eligibility for pension coverage is based on retirement qualifications. Healthcare benefits may be subject to deductibles, co-payments, and other limitations. The Company reserves the right to modify benefits unless prohibited by local laws or regulations.

The components of net periodic benefit cost (income) for thethree months ended March 31, 2025 and 2024 are summarized as follows:

Postretirement
U.S.Non-U.S.Health and
PensionPensionOther
PlanPlansPlans
Service cost - benefits earned during the period$—$0.3$—
Interest cost of projected benefit obligations1.30.60.1
Expected return on plan assets(1.1)(0.4)—
Amortization of prior service cost———
Amortization of actuarial net loss0.30.1(0.4)
Net periodic benefit cost (income)$0.5$0.6$(0.3)
Postretirement
U.S.Non-U.S.Health and
PensionPensionOther
PlanPlansPlans
Service cost - benefits earned during the period$—$0.3$—
Interest cost of projected benefit obligations1.30.70.1
Expected return on plan assets(1.0)(0.4)—
Amortization of prior service cost———
Amortization of actuarial net (gain) loss0.5—(0.4)
Net periodic benefit cost (income)$0.8$0.6$(0.3)

The components of net periodic benefit cost (income) other than the service cost component are included in other income (expense) - net in the Condensed Consolidated Statements of Operations.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.