[10-Q] The Manitowoc Company, Inc. Quarterly Earnings Report
Manitowoc reported mixed results for the quarter ended June 30, 2025. Consolidated net sales were $539.5 million for the quarter and $1,010.4 million for the six months, down 4.0% and 4.4% versus prior-year periods. The company recorded a small quarterly net income of $1.5 million (diluted EPS $0.04) but a year-to-date net loss of $4.8 million (diluted loss per share $0.14). Gross profit margins held near prior-year levels, while engineering, selling and administrative expenses rose due to bauma trade show and higher employee and product development costs.
Balance sheet and cash flow items of note include cash and equivalents of $32.9 million, total debt of $470.5 million (long-term debt $459.8 million), inventories of $782.5 million (up from $609.4 million at year-end), and net cash used in operations of $54.8 million for the six months. Orders increased year-over-year (6.0% quarter, 8.3% six months) and backlog was $729.3 million (up 12.2% from Dec. 31, 2024). The company also paid a civil penalty of $42.6 million (plus $0.6 million interest) under a Consent Decree and has an accrued $2.4 million for an emissions mitigation project.
Manitowoc ha riportato risultati misti per il trimestre chiuso il 30 giugno 2025. Le vendite nette consolidate sono state di $539.5 milioni per il trimestre e di $1,010.4 milioni per i sei mesi, in calo del 4,0% e del 4,4% rispetto ai periodi dell'anno precedente. La società ha registrato un modesto utile netto trimestrale di $1.5 milioni (utile diluito per azione $0.04), mentre il risultato da inizio anno è stata una perdita netta di $4.8 milioni (perdita diluita per azione $0.14). I margini lordi sono rimasti sostanzialmente in linea con l'anno precedente, mentre le spese per ingegneria, vendita e amministrazione sono aumentate per effetto della fiera Bauma e di maggiori costi del personale e di sviluppo prodotto.
Tra gli elementi patrimoniali e di cassa rilevanti si segnalano liquidità e equivalenti per $32.9 milioni, debito totale di $470.5 milioni (debito a lungo termine $459.8 milioni), rimanenze per $782.5 milioni (in aumento rispetto a $609.4 milioni a fine esercizio) e flusso di cassa operativo netto negativo per $54.8 milioni nei sei mesi. Gli ordini sono cresciuti su base annua (6.0% nel trimestre, 8.3% nei sei mesi) e l'arretrato ordini ammontava a $729.3 milioni (in rialzo del 12.2% rispetto al 31 dic. 2024). La società ha inoltre pagato una sanzione civile di $42.6 milioni (più $0.6 milioni di interessi) ai sensi di un Consent Decree e ha accantonato $2.4 milioni per un progetto di mitigazione delle emissioni.
Manitowoc informó resultados mixtos para el trimestre finalizado el 30 de junio de 2025. Las ventas netas consolidadas fueron de $539.5 millones en el trimestre y $1,010.4 millones en los seis meses, una disminución del 4.0% y 4.4% frente a los períodos del año anterior. La compañía registró un pequeño beneficio neto trimestral de $1.5 millones (beneficio diluido por acción $0.04), pero una pérdida neta acumulada de $4.8 millones (pérdida diluida por acción $0.14). Los márgenes brutos se mantuvieron cerca de los niveles del año anterior, mientras que los gastos de ingeniería, ventas y administración aumentaron debido a la feria Bauma y a mayores costes de personal y desarrollo de producto.
Entre los puntos destacados del balance y del flujo de caja figuran efectivo y equivalentes por $32.9 millones, deuda total de $470.5 millones (deuda a largo plazo $459.8 millones), inventarios por $782.5 millones (desde $609.4 millones a cierre de año) y efectivo neto usado en operaciones de $54.8 millones en los seis meses. Los pedidos aumentaron interanualmente (6.0% en el trimestre, 8.3% en seis meses) y la cartera de pedidos era de $729.3 millones (un 12.2% más que al 31 de dic. de 2024). La compañía también pagó una multa civil de $42.6 millones (más $0.6 millones de intereses) en virtud de un Consent Decree y tiene provisionados $2.4 millones para un proyecto de mitigación de emisiones.
Manitowoc은 2025년 6월 30일로 종료된 분기에 대해 엇갈린 실적을 보고했습니다. 연결 순매출은 분기 기준 $539.5백만, 상반기 기준 $1,010.4백만으로 전년 동기 대비 각각 4.0%와 4.4% 감소했습니다. 회사는 분기별로 소액의 순이익 $1.5백만(희석 주당순이익 $0.04)을 기록했으나, 연초 이후 순손실은 $4.8백만(희석 주당손실 $0.14)이었습니다. 매출총이익률은 전년 수준에 근접했으나, bauma 박람회 개최 및 인건비와 제품 개발비 증가로 엔지니어링·판매·관리비가 상승했습니다.
대차대조표 및 현금흐름 관련 주요 항목으로는 현금 및 현금성자산 $32.9백만, 총부채 $470.5백만(장기부채 $459.8백만), 재고자산 $782.5백만(연말 $609.4백만에서 증가), 상반기 영업활동으로 사용된 순현금 $54.8백만 등이 있습니다. 수주는 전년 대비 증가했으며(분기 6.0%, 상반기 8.3%) 수주잔고는 $729.3백만(2024년 12월 31일 대비 12.2% 증가)이었습니다. 또한 회사는 합의명령(Consent Decree)에 따라 $42.6백만의 민사벌금(이자 $0.6백만 포함)을 납부했고, 배출 저감 프로젝트를 위해 $2.4백만을 충당해 두었습니다.
Manitowoc a publié des résultats mitigés pour le trimestre clos le 30 juin 2025. Le chiffre d'affaires net consolidé s'est élevé à $539.5 millions pour le trimestre et $1,010.4 millions pour les six mois, en baisse de 4.0% et 4.4% par rapport aux périodes de l'année précédente. La société a enregistré un petit bénéfice net trimestriel de $1.5 millions (bénéfice dilué par action $0.04), mais une perte nette cumulée de $4.8 millions (perte diluée par action $0.14) depuis le début de l'exercice. Les marges brutes sont restées proches des niveaux de l'an passé, tandis que les charges d'ingénierie, commerciales et administratives ont augmenté en raison du salon Bauma et de coûts plus élevés de personnel et de développement produit.
Points notables du bilan et des flux de trésorerie: trésorerie et équivalents $32.9 millions, dette totale $470.5 millions (dette à long terme $459.8 millions), stocks $782.5 millions (en hausse par rapport à $609.4 millions à la clôture de l'exercice) et flux de trésorerie net utilisé par les activités opérationnelles de $54.8 millions pour les six mois. Les commandes ont augmenté en glissement annuel (6.0% au trimestre, 8.3% sur six mois) et l'encours de commandes s'élevait à $729.3 millions (en hausse de 12.2% par rapport au 31 déc. 2024). La société a également payé une pénalité civile de $42.6 millions (plus $0.6 million d'intérêts) dans le cadre d'un Consent Decree et a provisionné $2.4 millions pour un projet d'atténuation des émissions.
Manitowoc meldete gemischte Ergebnisse für das Quartal zum 30. Juni 2025. Der konsolidierte Nettoumsatz belief sich auf $539.5 Mio. im Quartal und $1,010.4 Mio. in den sechs Monaten, ein Rückgang von 4,0% bzw. 4,4% gegenüber den Vorjahreszeiträumen. Das Unternehmen erzielte einen kleinen Quartalsnettogewinn von $1.5 Mio. (verwässertes Ergebnis je Aktie $0.04), weist jedoch für das Jahr bis dato einen Nettoverlust von $4.8 Mio. (verwässerter Verlust je Aktie $0.14) aus. Die Bruttomargen lagen in etwa auf Vorjahresniveau, während die Aufwendungen für Technik, Vertrieb und Verwaltung aufgrund der Bauma-Messe sowie höherer Personal- und Produktentwicklungskosten gestiegen sind.
Wesentliche Bilanz- und Cashflow-Punkte: Zahlungsmittel und Zahlungsmitteläquivalente $32.9 Mio., Gesamtschulden $470.5 Mio. (Langfristige Schulden $459.8 Mio.), Vorräte $782.5 Mio. (gestiegen gegenüber $609.4 Mio. zum Jahresende) sowie ein Nettoabfluss aus operativer Tätigkeit von $54.8 Mio. für die sechs Monate. Die Bestellungen stiegen im Jahresvergleich (Quartal +6.0%, sechs Monate +8.3%) und der Auftragsbestand belief sich auf $729.3 Mio. (ein Anstieg von 12.2% seit dem 31. Dez. 2024). Außerdem zahlte das Unternehmen eine zivilrechtliche Geldstrafe in Höhe von $42.6 Mio. (zuzüglich $0.6 Mio. Zinsen) im Rahmen einer Consent Decree und hat $2.4 Mio. für ein Emissionsminderungsprojekt zurückgestellt.
- Orders growth: Orders increased 6.0% in the three months and 8.3% for the six months ended June 30, 2025 versus prior-year periods.
- Backlog expansion vs year-end: Total backlog rose to $729.3 million, a 12.2% increase from December 31, 2024, indicating future revenue visibility.
- Q2 profitability: The company reported a quarterly net income of $1.5 million (diluted EPS $0.04).
- H1 net loss: Six-month net loss of $4.8 million (diluted loss per share $0.14).
- Regulatory penalty and remediation: Paid a $42.6 million civil penalty (plus $0.6 million interest) under a Consent Decree and accrued $2.4 million for an emissions mitigation project.
- Working capital pressure: Inventories increased to $782.5 million from $609.4 million at year-end, tying up capital.
- Operating cash use and leverage: Net cash used in operating activities was $54.8 million for the six months, and total debt rose to $470.5 million with $156.9 million drawn on the ABL facility.
Insights
TL;DR: Revenue fell modestly, Q2 shows small profit but H1 net loss; orders and backlog trending mixed—operational recovery signs offset by working capital strain.
Revenue for Q2 was $539.5 million, down 4.0% year-over-year, while quarterly net income was $1.5 million. Orders increased 6.0% in the quarter and 8.3% year-to-date, and backlog rose to $729.3 million from $650.2 million at year-end, indicating demand for future periods. However, inventories rose materially to $782.5 million (from $609.4 million), and operating cash flow used $54.8 million in H1, reflecting working capital absorption. The operating results and margin stability are positive signals, but the H1 net loss and cash consumption temper near-term financial flexibility.
Impact assessment: Impactful for near-term liquidity and margin monitoring.
TL;DR: Material compliance cost and rising leverage increase risk; Consent Decree payment and higher debt levels are primary near-term risks.
Manitowoc paid a $42.6 million civil penalty (plus $0.6 million interest) under a Consent Decree and has an accrued $2.4 million for a mitigation project. Total debt increased to $470.5 million with $156.9 million drawn on the ABL revolver and long-term debt of $459.8 million. The company states compliance with covenants but noted working capital pressures (notably higher inventories) and negative operating cash flow for the six months ended June 30, 2025. These items raise liquidity and compliance focus for the next twelve months.
Impact assessment: Impactful—heightened financial and regulatory risk.
Manitowoc ha riportato risultati misti per il trimestre chiuso il 30 giugno 2025. Le vendite nette consolidate sono state di $539.5 milioni per il trimestre e di $1,010.4 milioni per i sei mesi, in calo del 4,0% e del 4,4% rispetto ai periodi dell'anno precedente. La società ha registrato un modesto utile netto trimestrale di $1.5 milioni (utile diluito per azione $0.04), mentre il risultato da inizio anno è stata una perdita netta di $4.8 milioni (perdita diluita per azione $0.14). I margini lordi sono rimasti sostanzialmente in linea con l'anno precedente, mentre le spese per ingegneria, vendita e amministrazione sono aumentate per effetto della fiera Bauma e di maggiori costi del personale e di sviluppo prodotto.
Tra gli elementi patrimoniali e di cassa rilevanti si segnalano liquidità e equivalenti per $32.9 milioni, debito totale di $470.5 milioni (debito a lungo termine $459.8 milioni), rimanenze per $782.5 milioni (in aumento rispetto a $609.4 milioni a fine esercizio) e flusso di cassa operativo netto negativo per $54.8 milioni nei sei mesi. Gli ordini sono cresciuti su base annua (6.0% nel trimestre, 8.3% nei sei mesi) e l'arretrato ordini ammontava a $729.3 milioni (in rialzo del 12.2% rispetto al 31 dic. 2024). La società ha inoltre pagato una sanzione civile di $42.6 milioni (più $0.6 milioni di interessi) ai sensi di un Consent Decree e ha accantonato $2.4 milioni per un progetto di mitigazione delle emissioni.
Manitowoc informó resultados mixtos para el trimestre finalizado el 30 de junio de 2025. Las ventas netas consolidadas fueron de $539.5 millones en el trimestre y $1,010.4 millones en los seis meses, una disminución del 4.0% y 4.4% frente a los períodos del año anterior. La compañía registró un pequeño beneficio neto trimestral de $1.5 millones (beneficio diluido por acción $0.04), pero una pérdida neta acumulada de $4.8 millones (pérdida diluida por acción $0.14). Los márgenes brutos se mantuvieron cerca de los niveles del año anterior, mientras que los gastos de ingeniería, ventas y administración aumentaron debido a la feria Bauma y a mayores costes de personal y desarrollo de producto.
Entre los puntos destacados del balance y del flujo de caja figuran efectivo y equivalentes por $32.9 millones, deuda total de $470.5 millones (deuda a largo plazo $459.8 millones), inventarios por $782.5 millones (desde $609.4 millones a cierre de año) y efectivo neto usado en operaciones de $54.8 millones en los seis meses. Los pedidos aumentaron interanualmente (6.0% en el trimestre, 8.3% en seis meses) y la cartera de pedidos era de $729.3 millones (un 12.2% más que al 31 de dic. de 2024). La compañía también pagó una multa civil de $42.6 millones (más $0.6 millones de intereses) en virtud de un Consent Decree y tiene provisionados $2.4 millones para un proyecto de mitigación de emisiones.
Manitowoc은 2025년 6월 30일로 종료된 분기에 대해 엇갈린 실적을 보고했습니다. 연결 순매출은 분기 기준 $539.5백만, 상반기 기준 $1,010.4백만으로 전년 동기 대비 각각 4.0%와 4.4% 감소했습니다. 회사는 분기별로 소액의 순이익 $1.5백만(희석 주당순이익 $0.04)을 기록했으나, 연초 이후 순손실은 $4.8백만(희석 주당손실 $0.14)이었습니다. 매출총이익률은 전년 수준에 근접했으나, bauma 박람회 개최 및 인건비와 제품 개발비 증가로 엔지니어링·판매·관리비가 상승했습니다.
대차대조표 및 현금흐름 관련 주요 항목으로는 현금 및 현금성자산 $32.9백만, 총부채 $470.5백만(장기부채 $459.8백만), 재고자산 $782.5백만(연말 $609.4백만에서 증가), 상반기 영업활동으로 사용된 순현금 $54.8백만 등이 있습니다. 수주는 전년 대비 증가했으며(분기 6.0%, 상반기 8.3%) 수주잔고는 $729.3백만(2024년 12월 31일 대비 12.2% 증가)이었습니다. 또한 회사는 합의명령(Consent Decree)에 따라 $42.6백만의 민사벌금(이자 $0.6백만 포함)을 납부했고, 배출 저감 프로젝트를 위해 $2.4백만을 충당해 두었습니다.
Manitowoc a publié des résultats mitigés pour le trimestre clos le 30 juin 2025. Le chiffre d'affaires net consolidé s'est élevé à $539.5 millions pour le trimestre et $1,010.4 millions pour les six mois, en baisse de 4.0% et 4.4% par rapport aux périodes de l'année précédente. La société a enregistré un petit bénéfice net trimestriel de $1.5 millions (bénéfice dilué par action $0.04), mais une perte nette cumulée de $4.8 millions (perte diluée par action $0.14) depuis le début de l'exercice. Les marges brutes sont restées proches des niveaux de l'an passé, tandis que les charges d'ingénierie, commerciales et administratives ont augmenté en raison du salon Bauma et de coûts plus élevés de personnel et de développement produit.
Points notables du bilan et des flux de trésorerie: trésorerie et équivalents $32.9 millions, dette totale $470.5 millions (dette à long terme $459.8 millions), stocks $782.5 millions (en hausse par rapport à $609.4 millions à la clôture de l'exercice) et flux de trésorerie net utilisé par les activités opérationnelles de $54.8 millions pour les six mois. Les commandes ont augmenté en glissement annuel (6.0% au trimestre, 8.3% sur six mois) et l'encours de commandes s'élevait à $729.3 millions (en hausse de 12.2% par rapport au 31 déc. 2024). La société a également payé une pénalité civile de $42.6 millions (plus $0.6 million d'intérêts) dans le cadre d'un Consent Decree et a provisionné $2.4 millions pour un projet d'atténuation des émissions.
Manitowoc meldete gemischte Ergebnisse für das Quartal zum 30. Juni 2025. Der konsolidierte Nettoumsatz belief sich auf $539.5 Mio. im Quartal und $1,010.4 Mio. in den sechs Monaten, ein Rückgang von 4,0% bzw. 4,4% gegenüber den Vorjahreszeiträumen. Das Unternehmen erzielte einen kleinen Quartalsnettogewinn von $1.5 Mio. (verwässertes Ergebnis je Aktie $0.04), weist jedoch für das Jahr bis dato einen Nettoverlust von $4.8 Mio. (verwässerter Verlust je Aktie $0.14) aus. Die Bruttomargen lagen in etwa auf Vorjahresniveau, während die Aufwendungen für Technik, Vertrieb und Verwaltung aufgrund der Bauma-Messe sowie höherer Personal- und Produktentwicklungskosten gestiegen sind.
Wesentliche Bilanz- und Cashflow-Punkte: Zahlungsmittel und Zahlungsmitteläquivalente $32.9 Mio., Gesamtschulden $470.5 Mio. (Langfristige Schulden $459.8 Mio.), Vorräte $782.5 Mio. (gestiegen gegenüber $609.4 Mio. zum Jahresende) sowie ein Nettoabfluss aus operativer Tätigkeit von $54.8 Mio. für die sechs Monate. Die Bestellungen stiegen im Jahresvergleich (Quartal +6.0%, sechs Monate +8.3%) und der Auftragsbestand belief sich auf $729.3 Mio. (ein Anstieg von 12.2% seit dem 31. Dez. 2024). Außerdem zahlte das Unternehmen eine zivilrechtliche Geldstrafe in Höhe von $42.6 Mio. (zuzüglich $0.6 Mio. Zinsen) im Rahmen einer Consent Decree und hat $2.4 Mio. für ein Emissionsminderungsprojekt zurückgestellt.
os
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM
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Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
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As of June 30, 2025, the registrant had
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements
THE MANITOWOC COMPANY, INC.
Condensed Consolidated Statements of Operations
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) |
|
|
( |
) |
|
|
( |
) |
Income (loss) before income taxes |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||
Provision (benefit) for income taxes |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||
Net income (loss) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Per Share Data and Share Amounts: |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Basic net income (loss) per common share |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Diluted net income (loss) per common share |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted average shares outstanding - basic |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Weighted average shares outstanding - diluted |
|
|
|
|
|
|
|
|
|
|
|
|
The accompanying notes are an integral part to these Condensed Consolidated Financial Statements.
2
THE MANITOWOC COMPANY, INC.
Condensed Consolidated Statements of Comprehensive Income (Loss)
For the three and six months ended June 30, 2025 and 2024
(Unaudited)
(In millions)
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Net income (loss) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|||
Other comprehensive income (loss), |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Unrealized gain (loss) on derivatives, net of |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Employee pension and postretirement benefit |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||
Foreign currency translation adjustments, net of |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Total other comprehensive income (loss), net of income tax |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Comprehensive income (loss) |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
The accompanying notes are an integral part to these Condensed Consolidated Financial Statements.
3
THE MANITOWOC COMPANY, INC.
Condensed Consolidated Balance Sheets
As of June 30, 2025 and December 31, 2024
(Unaudited)
(In millions, except par value and share amounts)
|
|
June 30, |
|
|
December 31, |
|
||
Assets |
|
|
|
|
|
|
||
Current Assets: |
|
|
|
|
|
|
||
Cash and cash equivalents |
|
$ |
|
|
$ |
|
||
Accounts receivable, less allowances of $ |
|
|
|
|
|
|
||
Inventories - net |
|
|
|
|
|
|
||
Other current assets |
|
|
|
|
|
|
||
Total current assets |
|
|
|
|
|
|
||
Property, plant and equipment — net |
|
|
|
|
|
|
||
Operating lease right-of-use assets |
|
|
|
|
|
|
||
Goodwill |
|
|
|
|
|
|
||
Intangible assets — net |
|
|
|
|
|
|
||
Other non-current assets |
|
|
|
|
|
|
||
Total assets |
|
$ |
|
|
$ |
|
||
Liabilities and Stockholders' Equity |
|
|
|
|
|
|
||
Current Liabilities: |
|
|
|
|
|
|
||
Accounts payable and accrued expenses |
|
$ |
|
|
$ |
|
||
Customer advances |
|
|
|
|
|
|
||
Short-term borrowings and current portion of long-term debt |
|
|
|
|
|
|
||
Product warranties |
|
|
|
|
|
|
||
Other liabilities |
|
|
|
|
|
|
||
Total current liabilities |
|
|
|
|
|
|
||
Non-Current Liabilities: |
|
|
|
|
|
|
||
Long-term debt |
|
|
|
|
|
|
||
Operating lease liabilities |
|
|
|
|
|
|
||
Deferred income taxes |
|
|
|
|
|
|
||
Pension obligations |
|
|
|
|
|
|
||
Postretirement health and other benefit obligations |
|
|
|
|
|
|
||
Long-term deferred revenue |
|
|
|
|
|
|
||
Other non-current liabilities |
|
|
|
|
|
|
||
Total non-current liabilities |
|
|
|
|
|
|
||
Commitments and contingencies (Note 18) |
|
|
|
|
|
|
||
Stockholders' Equity: |
|
|
|
|
|
|
||
Preferred stock ( |
|
|
|
|
|
|
||
Common stock ( |
|
|
|
|
|
|
||
Additional paid-in capital |
|
|
|
|
|
|
||
Accumulated other comprehensive loss |
|
|
( |
) |
|
|
( |
) |
Retained earnings |
|
|
|
|
|
|
||
Treasury stock, at cost ( |
|
|
( |
) |
|
|
( |
) |
Total stockholders' equity |
|
|
|
|
|
|
||
Total liabilities and stockholders' equity |
|
$ |
|
|
$ |
|
The accompanying notes are an integral part to these Condensed Consolidated Financial Statements.
4
THE MANITOWOC COMPANY, INC.
Condensed Consolidated Statements of Cash Flows
For the six months ended June 30, 2025 and 2024
(Unaudited)
(In millions)
|
|
Six Months Ended |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Cash Flows from Operating Activities: |
|
|
|
|
|
|
||
Net income (loss) |
|
$ |
( |
) |
|
$ |
|
|
Adjustments to reconcile net income (loss) to cash used for operating activities: |
|
|
|
|
|
|
||
Depreciation expense |
|
|
|
|
|
|
||
Amortization of intangible assets |
|
|
|
|
|
|
||
Stock-based compensation expense |
|
|
|
|
|
|
||
Amortization of deferred financing fees |
|
|
|
|
|
|
||
Gain on sale of property, plant and equipment |
|
|
|
|
|
|
||
Changes in operating assets and liabilities |
|
|
|
|
|
|
||
Accounts receivable |
|
|
( |
) |
|
|
|
|
Inventories |
|
|
( |
) |
|
|
( |
) |
Notes receivable |
|
|
|
|
|
|
||
Other assets |
|
|
( |
) |
|
|
|
|
Accounts payable |
|
|
|
|
|
|
||
Accrued expenses and other liabilities |
|
|
( |
) |
|
|
( |
) |
Net cash used for operating activities |
|
|
( |
) |
|
|
( |
) |
Cash Flows from Investing Activities: |
|
|
|
|
|
|
||
Capital expenditures |
|
|
( |
) |
|
|
( |
) |
Proceeds from sale of property, plant, and equipment |
|
|
|
|
|
|
||
Purchase of assets |
|
|
( |
) |
|
|
|
|
Net cash used for investing activities |
|
|
( |
) |
|
|
( |
) |
Cash Flows from Financing Activities: |
|
|
|
|
|
|
||
Payments on revolving credit facility |
|
|
( |
) |
|
|
|
|
Proceeds from revolving credit facility |
|
|
|
|
|
|
||
Proceeds from (payments on) other debt - net |
|
|
( |
) |
|
|
|
|
Common stock repurchases |
|
|
|
|
|
( |
) |
|
Other financing activities |
|
|
|
|
|
( |
) |
|
Net cash provided by financing activities |
|
|
|
|
|
|
||
Effect of exchange rate changes on cash and cash equivalents |
|
|
|
|
|
( |
) |
|
Net (decrease) increase in cash and cash equivalents |
|
|
( |
) |
|
|
|
|
Cash and cash equivalents at beginning of period |
|
|
|
|
|
|
||
Cash and cash equivalents at end of period |
|
$ |
|
|
$ |
|
||
Supplemental Cash Flow Information |
|
|
|
|
|
|
||
Interest paid |
|
$ |
|
|
$ |
|
||
Income taxes paid |
|
|
|
|
|
|
||
Operating right-of-use assets obtained |
|
|
|
|
|
|
||
Finance right-of-use assets obtained |
|
|
|
|
|
|
The accompanying notes are an integral part to these Condensed Consolidated Financial Statements.
5
THE MANITOWOC COMPANY, INC.
Condensed Consolidated Statements of Equity
For the three and six months ended June 30, 2025 and 2024
(Unaudited)
(In millions)
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Common Stock - Par Value |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance at beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Balance at end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Additional Paid-in Capital |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance at beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Stock compensation plans |
|
|
|
|
|
|
|
|
( |
) |
|
|
( |
) |
||
Balance at end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Accumulated Other Comprehensive Loss |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance at beginning of period |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Other comprehensive income (loss) |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Balance at end of period |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Retained Earnings |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance at beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Net income (loss) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||
Balance at end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Treasury Stock |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance at beginning of period |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Stock compensation plans |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Common stock repurchases |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Balance at end of period |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Total stockholders' equity |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
The accompanying notes are an integral part to these Condensed Consolidated Financial Statements.
6
THE MANITOWOC COMPANY, INC.
Notes to Unaudited Condensed Consolidated Financial Statements
For the three and six months ended June 30, 2025 and 2024
1. Company and Basis of Presentation
The Manitowoc Company, Inc. (“Manitowoc” or the “Company”) was founded in 1902 and has over a
The Company has
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 and six months ended June 30, 2025 and 2024, the cash flows for the same six month periods and the financial positions as of June 30, 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 per share amounts, are in millions throughout the tables in these notes unless otherwise indicated.
2. 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 the 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 224-40): 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 with 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.
7
3. 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 $
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 |
|
$ |
|
|
Intangible assets |
|
|
|
|
Property, plant, and equipment |
|
|
|
|
Total Consideration |
|
$ |
|
4. Net Sales
The Company defers revenue when cash payments are received in advance of satisfying the performance obligation. These amounts are recorded as customer advances in the Condensed Consolidated Balance Sheets.
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Balance at beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Cash received in advance of satisfying |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Revenue recognized |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Currency translation |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Balance at end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
The long-term portion of customer advances is recorded in other non-current liabilities in the Condensed Consolidated Balance Sheets.
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 $
5. 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 June 30, 2025 and December 31, 2024.
|
|
Fair Value as of June 30, 2025 |
|
|
|
|||||||||||||
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
|
Recognized Location |
||||
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
FX Forward Contracts |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
Other current assets |
||||
Deferred Compensation Plan - Program B |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
Other non-current assets |
||||
Total assets at fair value |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Current Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
FX Forward Contracts |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
Accounts payable and |
8
|
|
Fair Value as of December 31, 2024 |
|
|
|
|||||||||||||
|
|
Level 1 |
|
|
Level 2 |
|
|
Level 3 |
|
|
Total |
|
|
Recognized Location |
||||
Assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
FX Forward Contracts |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
Other current assets |
||||
Deferred Compensation Plan - Program B |
|
|
|
|
|
|
|
|
|
|
|
|
|
Other non-current assets |
||||
Total assets at fair value |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
|
||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Current Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
FX Forward Contracts |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
Accounts payable and |
The fair value of the $
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 June 30, 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. See 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.
6. 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 and six months ended June 30, 2025 and 2024.
The Company had FX Forward Contracts with aggregate notional amounts of $
The net gains (losses) recorded in the Condensed Consolidated Statements of Operations for FX Forward Contracts for the three and six months ended June 30, 2025 and 2024 are summarized as follows:
9
|
|
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
Recognized Location |
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Designated |
|
Cost of sales |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
||
Non-Designated |
|
Other income (expense) - net |
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
7. Inventories
The components of inventories as of June 30, 2025 and December 31, 2024 are summarized as follows:
|
|
June 30, |
|
|
December 31, |
|
||
Raw materials |
|
$ |
|
|
$ |
|
||
Work-in-process |
|
|
|
|
|
|
||
Finished goods |
|
|
|
|
|
|
||
Total inventories |
|
$ |
|
|
$ |
|
8. Property, Plant, and Equipment
The components of property, plant, and equipment as of June 30, 2025 and December 31, 2024 are summarized as follows:
|
|
June 30, |
|
|
December 31, |
|
||
Land |
|
$ |
|
|
$ |
|
||
Building and improvements |
|
|
|
|
|
|
||
Machinery, equipment, and tooling |
|
|
|
|
|
|
||
Furniture and fixtures |
|
|
|
|
|
|
||
Computer hardware and software |
|
|
|
|
|
|
||
Rental cranes |
|
|
|
|
|
|
||
Construction in progress |
|
|
|
|
|
|
||
Total cost |
|
|
|
|
|
|
||
Less accumulated depreciation |
|
|
( |
) |
|
|
( |
) |
Property, plant, and equipment — net |
|
$ |
|
|
$ |
|
Property, plant, and equipment is depreciated over the estimated useful life 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 June 30, 2025 and December 31, 2024 were $
9. Goodwill and Other Intangible Assets
The changes in the carrying amount of goodwill for the six months ended June 30, 2025 are summarized as follows:
|
|
Americas |
|
|
MEAP |
|
|
Consolidated |
|
|||
Balance as of December 31, 2024 |
|
$ |
|
|
$ |
|
|
|
|
|||
Foreign currency impact |
|
|
|
|
|
|
|
|
|
|||
Balance as of June 30, 2025 |
|
$ |
|
|
$ |
|
|
$ |
|
10
The gross carrying amount, accumulated impairment and net book value of the Company's goodwill balances by reportable segment as of June 30, 2025 and December 31, 2024, are summarized as follows:
|
|
June 30, 2025 |
|
|
December 31, 2024 |
|
||||||||||||||||||
|
|
Gross Carrying Amount |
|
|
Accumulated Impairment Amount |
|
|
Net Book Value |
|
|
Gross Carrying Amount |
|
|
Accumulated Impairment Amount |
|
|
Net Book Value |
|
||||||
Americas |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
EURAF |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
MEAP |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
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 during the three and six months ended June 30, 2025.
The gross carrying amount, accumulated amortization, and net book value of the Company’s other intangible assets other than goodwill as of June 30, 2025 and December 31, 2024, are summarized as follows:
|
|
June 30, 2025 |
|
|
December 31, 2024 |
|
||||||||||||||||||
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
|
Gross |
|
|
Accumulated |
|
|
Net |
|
||||||
Definite lived intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Customer relationships |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Patents |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Noncompetition agreements |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Trademarks and tradenames |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
||||
Total |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
||||
Indefinite-lived intangible assets: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Trademarks and tradenames |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
Distribution network |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Total other intangible assets |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
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 during the three and six months ended June 30, 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 and six months ended June 30, 2025.
Other intangible assets with definite lives are amortized over their estimated useful lives.
10. Accounts Payable and Accrued Expenses
Accounts payable and accrued expenses as of June 30, 2025 and December 31, 2024 are summarized as follows:
|
|
June 30, 2025 |
|
|
December 31, 2024 |
|
||
Trade accounts payable |
|
$ |
|
|
$ |
|
||
Employee-related expenses |
|
|
|
|
|
|
||
Accrued vacation |
|
|
|
|
|
|
||
Miscellaneous accrued expenses |
|
|
|
|
|
|
||
Total accounts payable and accrued expenses |
|
$ |
|
|
$ |
|
11
11. Debt
Outstanding debt as of June 30, 2025 and December 31, 2024 is summarized as follows:
|
|
June 30, 2025 |
|
|
December 31, 2024 |
|
||
Borrowings under senior secured asset based revolving |
|
$ |
|
|
$ |
|
||
Senior secured second lien notes due 2031 |
|
|
|
|
|
|
||
Other debt |
|
|
|
|
|
|
||
Deferred financing costs |
|
|
( |
) |
|
|
( |
) |
Total debt |
|
|
|
|
|
|
||
Short-term borrowings and current portion of long-term |
|
|
( |
) |
|
|
( |
) |
Long-term debt |
|
$ |
|
|
$ |
|
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 $
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 had 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 $
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 availability |
Alternative base rate spread |
SOFR spread |
Category 1 |
≥ 66% of Aggregate Commitment |
||
Category 2 |
< 66% but ≥ 33% of Aggregate Commitment |
||
Category 3 |
< 33% of Aggregate Commitment |
As of June 30, 2025 and December 31, 2024, the Company had borrowings on the ABL Revolving Credit Facility of $
12
Category 1. As of June 30, 2025, there was excess availability of $
As of June 30, 2025, the Company had other indebtedness outstanding of $
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 $
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 June 30, 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 the 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
12. Accounts Receivable Factoring
The Company has two non-U.S. accounts receivable financing programs with
For the three and six months ended June 30, 2025, cash proceeds from the factoring of accounts receivable qualifying as sales were $
Financing charges incurred from the factoring of accounts receivable qualifying as sales for the three and six months ended June 30, 2025 and 2024 were immaterial.
13. Income Taxes
The Company’s income (loss) before income taxes include income 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
13
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 June 30, 2025, and 2024, the Company recorded a benefit for income taxes of $
As of June 20, 2025 and December 31, 2024, the Company’s unrecognized tax benefits, excluding interest and penalties, were $
On July 4, 2025, the One Big Beautiful Bill Act (“OBBBA”) was enacted in the U.S. The OBBBA includes significant tax related provisions, such as the permanent extension of certain expiring provisions of the Tax Cuts and Jobs Act, modifications to the international tax framework, and the restoration of favorable tax treatment for certain business provisions. The OBBBA has multiple effective dates with the earliest provisions taking effect in 2025 and others beginning in 2026 and beyond. ASC 740, “Income Taxes”, requires the effects of changes in tax rates and laws on deferred tax balances to be recognized in the period in which the legislation is enacted. Consequently, during the three months ending September 30, 2025, the Company will continue to evaluate all deferred tax balances under the newly enacted tax law and identify any other changes to its financial statements as a result of the OBBBA. We are currently assessing its impact on our consolidated financial statements.
14. Net Income (Loss) Per Common Share
The following is a reconciliation of the weighted average shares outstanding used to compute basic and diluted net income (loss) per common share:
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Basic weighted average common |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Effect of dilutive securities - equity |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Diluted weighted average common |
|
|
|
|
|
|
|
|
|
|
|
|
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. Anti-dilutive equity instruments of
15. Equity
Authorized capital consists of
As of June 30, 2025, the Company has $
A reconciliation of the changes in accumulated other comprehensive income (loss), net of income tax, by component for the three months ended June 30, 2025 and 2024 are summarized as follows:
14
|
|
Cash Flow Hedges |
|
|
Pension & |
|
|
Foreign Currency |
|
|
Total |
|
||||
Balance as of March 31, 2024 |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Other comprehensive loss before |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Amounts reclassified from accumulated other |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net other comprehensive loss |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
$ |
( |
) |
|
Balance as of June 30, 2024 |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance as of March 31, 2025 |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
Other comprehensive income (loss) before |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|||
Amounts reclassified from accumulated other |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||
Net other comprehensive income (loss) |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|||
Balance as of June 30, 2025 |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
A reconciliation of the changes in accumulated other comprehensive income (loss), net of income tax, by component for the six months ended June 30, 2025 and 2024 are summarized as follows:
|
|
Cash Flow Hedges |
|
|
Pension & |
|
|
Foreign Currency |
|
|
Total |
|
||||
Balance as of December 31, 2023 |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
Other comprehensive loss before |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Amounts reclassified from accumulated |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Net other comprehensive income (loss) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
Balance as of June 30, 2024 |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Balance as of December 31, 2024 |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
Other comprehensive income (loss) before |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|||
Amounts reclassified from accumulated other |
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||
Net other comprehensive income (loss) |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|||
Balance as of June 30, 2025 |
|
$ |
|
|
$ |
( |
) |
|
$ |
( |
) |
|
$ |
( |
) |
15
A reconciliation of the reclassifications from accumulated other comprehensive loss, net of income tax, for the three and six months ended June 30, 2025 and 2024 are summarized as follows:
|
|
Amount Reclassified out of Accumulated Other |
|
|
|
|
|||||||||||||
|
|
Three Months Ended |
|
|
Six Months Ended |
|
|
|
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
|
|
Recognized |
||||
Gains (losses) on cash flow hedges |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
FX Forward Contracts |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
|
Cost of sales |
||
Total before income taxes |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
||
Provision for income taxes |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
||
Total, net of income taxes |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Amortization of pension and |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Actuarial losses |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
(a) |
|
Other income (expense) - net |
|||
Total before income taxes |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|||
Provision for income taxes |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total, net of income taxes |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
|
|
|||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total reclassifications for the period, |
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
( |
) |
|
|
|
16. 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.
The Company's 2025 Omnibus Incentive Plan (the "2025 Omnibus Plan") was approved by shareholders on May 6, 2025 at the Company's 2025 annual meeting. The 2025 Omnibus Plan provides for both short-term and long-term incentive awards for employees and non-employee directors. Stock-based awards may take the form of stock options, restricted stock units, and performance share awards. The total number of shares of the company's common stock originally available for awards under the 2025 Omnibus Plan is
The Company grants certain share-based payment awards that are classified as liabilities in accordance with ASC 718, "Compensation—Stock Compensation".
Liability-classified awards are measured at fair value at each reporting date until settlement. The fair value of these awards is determined using the closing stock price at the end of the reporting period, and is remeasured at each balance sheet date. Changes in fair value are recognized as compensation expense in engineering, selling, and administrative expenses in the Condensed Consolidated Statements of Operations over the requisite service period.
During the six months ended June 30, 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.
As of June 30, 2025, the Company had outstanding cash-settled awards of
Stock-based compensation expense, including cash-settled liability awards, was $
16
Consolidated Statements of Operations. The Company recognizes stock-based compensation expense over the award’s vesting period, subject to retirement, death or disability provisions of the 2013 or 2025 Omnibus Incentive Plans, as applicable.
The Company granted
The Company issued
The performance goals for the performance share units granted in 2025 are weighted
The performance goals for the performance share units granted in 2024 are weighted
17. 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 has
17
The following table shows information by reportable segment for the three and six months ended June 30, 2025:
|
|
Three Months Ended June 30, 2025 |
|
|
Six Months Ended June 30, 2025 |
|
||||||||||||||||||||||||||
|
|
Americas |
|
|
EURAF |
|
|
MEAP |
|
|
Total |
|
|
Americas |
|
|
EURAF |
|
|
MEAP |
|
|
Total |
|
||||||||
Revenues from external customers |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||||
Less: (a) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Cost of sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Engineering, selling, and administration costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other segment items (b) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Segment operating income (loss) |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Reconciliation of segment operating income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||||
Amortization of deferred financing fees |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||||
Other income (expense) - net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|||||||
Unallocated amounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other corporate expenses |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||||
Income (loss) before income taxes |
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
$ |
( |
) |
|||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other Segment Disclosures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization (c) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Capital expenditures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Americas — amortization expense and restructuring expense.
EURAF — restructuring expense.
The following table shows information by reportable segment for the three and six months ended June 30, 2024:
|
|
Three Months Ended June 30, 2024 |
|
|
Six Months Ended June 30, 2024 |
|
||||||||||||||||||||||||||
|
|
Americas |
|
|
EURAF |
|
|
MEAP |
|
|
Total |
|
|
Americas |
|
|
EURAF |
|
|
MEAP |
|
|
Total |
|
||||||||
Revenues from external customers |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||||
Less: (a) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Cost of sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Engineering, selling, and administration costs |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other segment items (b) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Segment operating income (loss) |
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Reconciliation of segment operating income (loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||||
Amortization of deferred financing fees |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||||
Other income (expense) - net |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Unallocated amounts: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other corporate expenses |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
|
|
|
( |
) |
||||||
Income before income taxes |
|
|
|
|
|
|
|
|
|
|
$ |
|
|
|
|
|
|
|
|
|
|
|
$ |
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Other Segment Disclosures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Depreciation and amortization (c) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Capital expenditures |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Americas — amortization expense and restructuring expense.
EURAF — restructuring expense.
Net sales by geographic area for the three and six months ended June 30, 2025 and 2024 are summarized as follows:
18
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
United States |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Europe |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Other |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total net sales |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
New machine and non-new machine sales for the three and six months ended June 30, 2025 and 2024 are summarized as follows:
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
New machine sales |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Non-new machine sales |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Total net sales |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
18. 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 June 30, 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 vary by business and have fluctuated over the last
As of June 30, 2025, current and long-term product liability reserves were $
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.
On March 28, 2025, the federal district court for the Eastern District of Wisconsin entered a Consent Decree between the Company and the United States regarding alleged violations of the Transition Program for Equipment Manufacturers (“TPEM program”) relating to the sales of cranes manufactured between January 1, 2014 and July 31, 2017. Pursuant to the Consent Decree, the Company has paid a civil penalty of $
19. 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
19
842 included in other current and non-current liabilities as of June 30, 2025 and December 31, 2024 was $
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
As of June 30, 2025 and December 31, 2024, the Company had reserves of $
Below is a table summarizing the warranty and other warranty related work for the three and six months ended June 30, 2025 and 2024.
|
|
Three Months Ended |
|
|
Six Months Ended |
|
||||||||||
|
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
||||
Balance at beginning of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||
Adjustments to accruals for warranties |
|
|
|
|
|
|
|
|
|
|
|
|
||||
Settlements made (in cash or in kind) during |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
|
|
( |
) |
Currency translation |
|
|
|
|
|
( |
) |
|
|
|
|
|
( |
) |
||
Balance at end of period |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
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 June 30, 2025 and December 31, 2024, there was $
20. 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.
20
The components of net periodic benefit cost (income) for the three and six months ended June 30, 2025 and 2024 are summarized as follows:
|
|
Three Months Ended June 30, 2025 |
|
|
Three Months Ended June 30, 2024 |
|
||||||||||||||||||
|
|
|
|
|
|
|
|
Postretirement |
|
|
|
|
|
|
|
|
Postretirement |
|
||||||
|
|
U.S. |
|
|
Non-U.S. |
|
|
Health and |
|
|
U.S. |
|
|
Non-U.S. |
|
|
Health and |
|
||||||
|
|
Pension |
|
|
Pension |
|
|
Other |
|
|
Pension |
|
|
Pension |
|
|
Other |
|
||||||
|
|
Plans |
|
|
Plans |
|
|
Plans |
|
|
Plans |
|
|
Plans |
|
|
Plans |
|
||||||
Service cost - benefits earned during |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
Interest cost of projected benefit obligations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Expected return on plan assets |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
|
||
Amortization of prior service cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Amortization of actuarial net (gain) loss |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||||
Net periodic benefit cost (income) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
|
Six Months Ended June 30, 2025 |
|
|
Six Months Ended June 30, 2024 |
|
||||||||||||||||||
|
|
|
|
|
|
|
|
Postretirement |
|
|
|
|
|
|
|
|
Postretirement |
|
||||||
|
|
U.S. |
|
|
Non-U.S. |
|
|
Health and |
|
|
U.S. |
|
|
Non-U.S. |
|
|
Health and |
|
||||||
|
|
Pension |
|
|
Pension |
|
|
Other |
|
|
Pension |
|
|
Pension |
|
|
Other |
|
||||||
|
|
Plans |
|
|
Plans |
|
|
Plans |
|
|
Plans |
|
|
Plans |
|
|
Plans |
|
||||||
Service cost - benefits earned during |
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
|
$ |
|
||||||
Interest cost of projected benefit obligations |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Expected return on plan assets |
|
|
( |
) |
|
|
( |
) |
|
|
|
|
|
( |
) |
|
|
( |
) |
|
|
|
||
Amortization of prior service cost |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Amortization of actuarial net (gain) loss |
|
|
|
|
|
|
|
|
( |
) |
|
|
|
|
|
|
|
|
( |
) |
||||
Net periodic benefit cost (income) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
|
$ |
|
|
$ |
|
|
$ |
( |
) |
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.
21
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following Management’s Discussion and Analysis of Financial Condition and Results of Operations should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, including the financial statements, accompanying notes and Management’s Discussion and Analysis of Financial Condition and Results of Operations therein, and the interim condensed consolidated financial statements and accompanying notes included in this Quarterly Report on Form 10-Q.
All dollar amounts are in millions throughout the tables included in Management’s Discussion and Analysis of Financial Condition and Results of Operations unless otherwise indicated.
Cautionary Statements Regarding Forward-Looking Information
All of the statements in this Quarterly Report on Form 10-Q, other than historical facts, are forward-looking statements, including, without limitation, the statements made in the “Management's Discussion and Analysis of Financial Condition and Results of Operations.” As a general matter, forward-looking statements are those focused upon anticipated events or trends, expectations and beliefs relating to matters that are not historical in nature. The words “could,” “should,” “may,” “feel,” “anticipate,” “aim,” “preliminary,” “expect,” “believe,” “estimate,” “intend,” “intent,” “plan,” “will,” “foresee,” “project,” “forecast,” or the negative thereof or variations thereon, and similar expressions identify forward-looking statements.
The Private Securities Litigation Reform Act of 1995 provides a “safe harbor” for these forward-looking statements. In order to comply with the terms of the safe harbor, the Company notes that forward-looking statements are subject to known and unknown risks, uncertainties and other factors relating to the Company's operations and business environment, all of which are difficult to predict and many of which are beyond the control of the Company. These known and unknown risks, uncertainties and other factors could cause actual results to differ materially from those matters expressed in, anticipated by or implied by such forward-looking statements. These risks, uncertainties, and other factors include, but are not limited to:
22
These statements reflect the current views and assumptions of management with respect to future events. Except to the extent required by the federal securities laws, the Company does not undertake, and hereby disclaims, any duty to update these forward-looking statements, even though its situation and circumstances may change in the future. Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of the date of this report. The inclusion of any statement in this report does not constitute an admission by the Company or any other person that the events or circumstances described in such statement are material.
Current Events
As disclosed in Part I, Item 1A: Risk Factors, of our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, the Company's business is subject to risks related to, among other factors, tariffs and other trade protection measures put in place by the United States or other countries, as well as U.S. international trade relations, including those with China and the European Union.
23
Starting in early 2025, the United States government announced reciprocal tariffs on imported goods from numerous countries. In response, certain foreign governments imposed tariffs on imported American goods. The United States government shortly thereafter declared a 90-day suspension of reciprocal tariffs and implemented a 10% tariff on all imports, except for those from China, which are subject to a higher tariff. During the 90-day suspension, the United States government announced non-binding trade deals with certain countries including the European Union, Japan, and the United Kingdom, among others. The trade deals include varying baseline tariffs and specific industry exemptions or incremental tariffs.
Approximately 50% of the Company's total net sales are generated in the United States. While most of the Company's products are manufactured domestically, tariffs may affect demand, raise product costs, or disrupt the Company's supply chain. Considerable uncertainty regarding industry specific exemptions and the final resolution of tariffs with other countries remain, however, the Company is assessing the impact and what measures can be taken to mitigate the effects.
Orders and Backlog
Orders and backlog are not measures defined by GAAP and our methodology for determining orders and backlog may vary from the methodology used by other companies. Management uses orders and backlog for capacity and resource planning. The Company believes this information is useful to investors to provide an indication of future revenues. Backlog represents the dollar value of orders which are expected to be recognized in net sales in the future. Orders are included in backlog when an executed binding contract with a price that has a floor has been received but has not been recognized in net sales.
Orders for the three months ended June 30, 2025 increased 6.0% to $453.9 million from $428.4 million for the same period in 2024. The increase was primarily attributable to higher demand in the Americas segment and for tower product offerings in the EURAF segment. Orders were favorably impacted by $8.6 million from changes in foreign currency exchange rates.
Orders for the six months ended June 30, 2025 increased 8.3% to $1,064.2 million from $982.5 million for the same period in 2024. The increase was primarily attributable to higher demand in the Americas segment and for tower product offerings in the EURAF segment. Orders were favorably impacted by $2.7 million from changes in foreign currency exchange rates.
As of June 30, 2025, total backlog was $729.3 million, a 12.2% increase from the December 31, 2024 backlog of $650.2 million, and a 12.8% decrease from the June 30, 2024 backlog of $836.3 million. Backlog was favorably impacted from changes in foreign currency exchange rates by $26.6 million and $20.8 million from December 31, 2024 and June 30, 2024, respectively.
Results of Operations For The Three and Six Months Ended June 30, 2025 and 2024:
|
|
Three Months Ended |
|
|
|
|
|
Six Months Ended |
|
|
|
|
||||||||||||
|
|
2025 |
|
|
2024 |
|
|
Percentage Change |
|
|
2025 |
|
|
2024 |
|
|
Percentage Change |
|
||||||
Net sales |
|
|
539.5 |
|
|
|
562.1 |
|
|
|
(4.0 |
)% |
|
|
1,010.4 |
|
|
|
1,057.2 |
|
|
|
(4.4 |
)% |
Gross profit |
|
|
99.0 |
|
|
|
99.7 |
|
|
|
(0.7 |
)% |
|
|
188.8 |
|
|
|
192.2 |
|
|
|
(1.8 |
)% |
Gross profit % |
|
|
18.4 |
% |
|
|
17.7 |
% |
|
|
|
|
|
18.7 |
% |
|
|
18.2 |
% |
|
|
|
||
Engineering, selling and |
|
|
87.4 |
|
|
83.7 |
|
|
|
4.4 |
% |
|
|
170.3 |
|
|
|
159.7 |
|
|
|
6.6 |
% |
|
Interest expense |
|
|
9.2 |
|
|
|
9.6 |
|
|
|
(4.2 |
)% |
|
|
17.9 |
|
|
|
18.8 |
|
|
|
(4.8 |
)% |
Other income (expense) - net |
|
|
1.0 |
|
|
|
0.3 |
|
|
* |
|
|
|
(4.0 |
) |
|
|
1.0 |
|
|
* |
|
||
Provision (benefit) for income taxes |
|
|
(0.2 |
) |
|
|
1.6 |
|
|
* |
|
|
|
(2.7 |
) |
|
|
3.5 |
|
|
* |
|
Net Sales
Consolidated net sales for the three months ended June 30, 2025 decreased 4.0% to $539.5 million from $562.1 million in the same period in 2024. This decrease was primarily attributable to $28.7 million of lower new machine sales in the Company's mobile product line in the EURAF segment and $23.6 million of lower new machine sales in the MEAP segment primarily due to lower crane shipments. This was partially offset by $13.5 million of higher new machine sales in the Americas segment primarily due to favorable product mix and $17.0 million of higher non-new machine sales in the Americas and EURAF segments. Net sales were favorably impacted by $8.4 million from changes in foreign currency exchange rates.
Consolidated net sales for the six months ended June 30, 2025 decreased 4.4% to $1,010.4 million from $1,057.2 million for the same period in 2024. This decrease was primarily attributable to $49.0 million of lower new machine sales in the Company's mobile product line in the EURAF segment due to lower crane shipments, $24.2 million of lower new machine sales in the MEAP segment due to unfavorable product mix, and $17.7 million of lower new machine sales in the Americas
24
segment due to unfavorable product mix. This was partially offset by $14.5 million of higher new machine sales in the Company's tower crane product line in the EURAF segment and $33.8 million of higher non-new machine sales in the Americas and EURAF segments. Net sales were favorably impacted by $2.6 million from changes in foreign currency exchange rates.
Gross Profit
Gross profit for the three months ended June 30, 2025 remained relatively flat at $99.0 million as compared to $99.7 million for the same period in 2024. The lower net sales and lower absorbed costs due to lower manufacturing volume in the Americas segment were partially offset by favorable product mix. Gross profit was favorably impacted by $1.2 million from changes in foreign currency exchange rates.
Gross profit percentage for the three months ended June 30, 2025 remained relatively flat at 18.4% as compared to 17.7% for the same period in 2024. Favorable product mix was partially offset by lower absorbed costs due to lower manufacturing volume in the Americas segment.
Gross profit for the six months ended June 30, 2025 decreased 1.8% to $188.8 million from $192.2 million for the same period in 2024. The decrease was primarily attributable to the lower net sales and lower absorbed costs due to lower manufacturing volume in the Americas segment, partially offset by favorable product mix. Gross profit was favorably impacted by $0.1 million from changes in foreign currency exchange rates.
Gross profit percentage for the six months ended June 30, 2025 remained relatively flat at 18.7% from 18.2% for the same period in 2024. Favorable product mix was partially offset by lower absorbed costs due to lower manufacturing volume in the Americas segment.
Engineering, Selling, and Administrative Expenses
Engineering, selling, and administrative expenses for the three months ended June 30, 2025 increased 4.4% to $87.4 million from $83.7 million for the same period in 2024. The increase was primarily due to costs for the triennial bauma trade show and higher employee related costs. This was partially offset by a $5.3 million charge related to a legal matter with the U.S. Environmental Protection Agency ("EPA") in the prior year. Engineering, selling, and administrative expenses were unfavorably impacted by $1.8 million from changes in foreign currency exchange rates.
Engineering, selling and administrative expenses for the six months ended June 30, 2025 increased 6.6% to $170.3 million from $159.7 million for the same period in 2024. The increase was primarily due to costs for the triennial bauma trade show, higher employee related costs, and higher new product development costs This was partially offset by a $5.3 million charge related to a legal matter with the EPA in the prior year. Engineering, selling, and administrative expenses were unfavorably impacted by $0.4 million from changes in foreign currency exchange rates.
Interest Expense
Interest expense for the three months ended June 30, 2025 was $9.2 million as compared to $9.6 million for the same period in 2024. Interest expense decreased year-over-year primarily due to lower interest rates on borrowings from the Company's ABL revolving credit facility. See further detail at Note 11, “Debt” to the Condensed Consolidated Financial Statements.
Interest expense for the six months ended June 30, 2025 was $17.9 million as compared to $18.8 million for the same period in 2024. Interest expense decreased year-over-year primarily due to lower interest rates on borrowings from the Company's ABL revolving credit facility. See further detail at Note 11, “Debt” to the Condensed Consolidated Financial Statements.
Other Income (Expense) - Net
Other income was $1.0 million during the three months ended June 30, 2025 and $0.3 million for the same period in 2024. Other income during the three months ended June 30, 2025 was primarily composed of $2.0 million of currency gain. This was partially offset by $0.5 million of pension related costs and $0.6 million of interest related to settlement of the matter with the U.S. Environmental Protection Agency ("EPA"). Other income during the three months ended June 30, 2024 was primarily composed of $0.7 million of currency gain, partially offset by $0.7 million of pension related costs.
Other income (expense) - net was $(4.0) million during the six months ended June 30, 2025 and $1.0 million for the same period in 2024. Other income (expense) - net during the six months ended June 30, 2025 was primarily composed of $2.9 million of currency loss and $1.0 million of pension related costs and $0.6 million of interest related to settlement of the matter with the EPA. Other income (expense) – net during the six months ended June 30, 2024 was primarily composed of $1.8 million of currency gain, partially offset by $1.5 million of pension related costs.
25
Provision (Benefit) for Income Taxes
For the three months ended June 30, 2025, and 2024, the Company recorded a benefit for income taxes of $0.2 million and a provision for income taxes of $1.6 million, respectively. For the six months ended June 30, 2025 and 2024, the Company recorded a benefit for income taxes of $2.7 million and a provision for income taxes of $3.5 million, respectively. Changes to jurisdictional mix and a year-to-date loss before income taxes resulted in a benefit for income taxes in the three and six months ended June 30, 2025 as compared to the prior year's provision for income taxes. In addition, the Company's 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 and losses in certain jurisdictions where no tax benefit can be realized.
Segment Operating Performance
The Company manages its business primarily on a geographic basis. The Company has three reportable segments: the Americas segment, EURAF segment and MEAP segment. Further information regarding the Company’s reportable segments can be found in Note 17, “Segments,” to the Condensed Consolidated Financial Statements included in this Quarterly Report on Form 10-Q.
|
|
Three Months Ended |
|
|
|
|
|
|
|
|
Six Months Ended |
|
|
|
|
|
|
|
||||||||||||||
|
|
2025 |
|
|
2024 |
|
|
Dollar Change |
|
|
Percentage Change |
|
|
2025 |
|
|
2024 |
|
|
Dollar Change |
|
|
Percentage Change |
|
||||||||
Net Sales |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Americas |
|
$ |
323.2 |
|
|
$ |
296.7 |
|
|
$ |
26.5 |
|
|
|
8.9 |
% |
|
$ |
582.5 |
|
|
$ |
579.9 |
|
|
$ |
2.6 |
|
|
|
0.4 |
% |
EURAF |
|
|
152.5 |
|
|
|
176.2 |
|
|
|
(23.7 |
) |
|
|
(13.5 |
)% |
|
|
298.1 |
|
|
|
319.2 |
|
|
|
(21.1 |
) |
|
|
(6.6 |
)% |
MEAP |
|
|
63.8 |
|
|
|
89.2 |
|
|
|
(25.4 |
) |
|
|
(28.5 |
)% |
|
|
129.8 |
|
|
|
158.1 |
|
|
|
(28.3 |
) |
|
|
(17.9 |
)% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Segment Operating Income (Loss) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Americas |
|
$ |
26.1 |
|
|
$ |
23.9 |
|
|
$ |
2.2 |
|
|
|
9.2 |
% |
|
$ |
43.8 |
|
|
$ |
53.4 |
|
|
$ |
(9.6 |
) |
|
|
(18.0 |
)% |
EURAF |
|
|
(14.6 |
) |
|
|
(6.8 |
) |
|
|
(7.8 |
) |
|
* |
|
|
|
(25.9 |
) |
|
|
(18.6 |
) |
|
|
(7.3 |
) |
|
* |
|
||
MEAP |
|
|
9.8 |
|
|
|
9.3 |
|
|
|
0.5 |
|
|
|
5.4 |
% |
|
|
21.2 |
|
|
|
17.5 |
|
|
|
3.7 |
|
|
|
21.1 |
% |
*Measure not meaningful |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Americas
Americas segment net sales increased 8.9% for the three months ended June 30, 2025 to $323.2 million from $296.7 million for the same period in 2024. The increase was primarily attributable to $13.5 million of higher new machine sales due to favorable product mix, partially offset by lower new crane shipments. Non-new machine sales for the three months ended June 30, 2025 increased $12.9 million when compared to the same period in 2024, primarily due to higher used crane shipments.
Americas segment operating income increased $2.2 million for the three months ended June 30, 2025 to $26.1 million from $23.9 million for the same period in 2024. The increase was primarily attributable to higher net sales and favorable product mix. This was partially offset by lower absorbed costs due to lower manufacturing volume.
Americas segment net sales remained relatively flat for the six months ended June 30, 2025 at $582.5 million as compared to $579.9 million for the same period in 2024. Non-new machine sales for the six months ended June 30, 2025 increased $20.4 million when compared to the same period in 2024, primarily due to higher used crane shipments. This was partially offset by $17.7 million in lower new machine sales due to unfavorable product mix.
Americas segment operating income decreased $9.6 million for the six months ended June 30, 2025 to $43.8 million from $53.4 million for the same period in 2024. The decrease was primarily attributable lower absorbed costs due to lower manufacturing volume, partially offset by favorable product mix.
EURAF
EURAF segment net sales decreased 13.5% for the three months ended June 30, 2025 to $152.5 million from $176.2 million for the same period in 2024. The decrease was primarily attributable to $28.7 million of lower mobile crane sales. This was partially offset by $2.0 million of higher tower cranes shipments and $4.1 million of higher non-new machine sales. Segment net sales were favorably impacted by $7.9 million from changes in foreign currency exchange rates.
26
EURAF segment operating loss increased $7.8 million for the three months ended June 30, 2025 to $14.6 million from $6.8 million for the same period in 2024. The increase in operating loss was primarily attributable to the lower net sales and higher engineering, selling and administrative expenses due to the triennial bauma trade show and higher new product development costs. Segment operating income was unfavorably impacted by $0.7 million from changes in foreign currency exchange rates.
EURAF segment net sales decreased 6.6% for the six months ended June 30, 2025 to $298.1 million from $319.2 million for the same period in 2024. The decrease was primarily attributable to $49.0 million of lower mobile cranes shipments. This was partially offset by $14.5 million of higher tower crane shipments and $13.4 million of higher non-new machine sales. Segment net sales were favorably impacted by $4.7 million from changes in foreign currency exchange rates.
EURAF segment operating loss increased $7.3 million for the six months ended June 30, 2025 to $25.9 million from $18.6 million for the same period in 2024. The increase in operating loss was primarily attributable to the lower net sales and higher engineering, selling and administrative expenses due to the triennial bauma trade show and higher new product development costs. Segment operating income was unfavorably impacted by $0.3 million from changes in foreign currency exchange rates.
MEAP
MEAP segment net sales decreased 28.5% for the three months ended June 30, 2025 to $63.8 million from $89.2 million for the same period in 2024. The decrease was primarily attributable to $23.6 million of lower new machine sales due to unfavorable product mix and $2.8 million of lower non-new machine sales. Segment net sales were favorably impacted by $0.7 million from changes in foreign currency exchange rates.
MEAP segment operating income remained relatively flat for the three months ended June 30, 2025 at $9.8 million compared to $9.3 million for the same period in 2024, due to product mix. Segment operating income was favorably impacted by $0.1 million from changes in foreign currency exchange rates.
MEAP segment net sales decreased 17.9% for the six months ended June 30, 2025 to $129.8 million from $158.1 million for the same period in 2024. The decrease was primarily attributable to $24.2 million of lower new machine sales due to unfavorable product mix and $4.1 million of lower non-new machine sales. Segment net sales were unfavorably impacted by $1.5 million from changes in foreign currency exchange rates.
MEAP segment operating income increased $3.7 million for the six months ended June 30, 2025 to $21.2 million from $17.5 million for the same period in 2024. The increase was primarily due to higher absorbed costs due to higher manufacturing volume. Segment operating income was unfavorably impacted by $0.2 million from changes in foreign currency exchange rates.
Financial Condition
Cash Flows
A summary of cash flows for the six months ended June 30, 2025 and 2024 are as follows:
|
|
Six Months Ended |
|
|
|
|
||||||
|
|
2025 |
|
|
2024 |
|
|
Dollar Change |
|
|||
Net cash used for operating activities |
|
$ |
(54.8 |
) |
|
$ |
(19.6 |
) |
|
$ |
(35.2 |
) |
Net cash used for investing activities |
|
|
(29.5 |
) |
|
|
(21.6 |
) |
|
|
(7.9 |
) |
Net cash provided by financing activities |
|
|
67.0 |
|
|
|
45.7 |
|
|
|
21.3 |
|
Cash and cash equivalents |
|
|
32.9 |
|
|
|
38.1 |
|
|
|
(5.2 |
) |
Cash Flows From Operating Activities Cash flows used for operating activities of $54.8 million for the six months ended June 30, 2025 increased $35.2 million from $19.6 million for the same period in 2024. The increase in net cash used for operating activities was primarily due to lower net income adjusted for non-cash items and $24.5 million of higher cash outflows related to net working capital. The higher cash outflow in net working capital was primarily driven by additional cash outflows of $34.1 million for accounts receivable, $22.4 million for other assets, and $11.3 million for inventory. This was partially offset by $59.3 million of additional cash inflows for accounts payable.
Cash Flows From Investing Activities
Net cash used for investing activities of $29.5 million for the six months ended June 30, 2025 increased $7.9 million from $21.6 million for the same period in 2024. The increase in net cash used for investing activities was primarily due to $12.9
27
million of cash outflows related to the purchase of certain assets and territory from Ring Power Corporation and $3.3 million of lower proceeds from the sale of property, plant, and equipment. This was partially offset by $8.3 million of lower capital expenditures.
Cash Flows From Financing Activities
Net cash provided by financing activities of $67.0 million for the six months ended June 30, 2025 increased $21.3 million from $45.7 million for the same period in 2024. The increase in net cash provided by financing activities was primarily due to $24.5 million of additional net borrowings under the revolving credit facility.
Liquidity and Capital Resources
The Company’s liquidity position as of June 30, 2025, December 31, 2024 and June 30, 2024 is summarized as follows:
|
|
June 30, 2025 |
|
|
December 31, 2024 |
|
|
June 30, 2024 |
|
|||
Cash and cash equivalents |
|
$ |
32.9 |
|
|
$ |
48.0 |
|
|
$ |
38.1 |
|
Revolver borrowing capacity |
|
|
325.0 |
|
|
|
325.0 |
|
|
|
275.0 |
|
Other debt availability |
|
|
47.8 |
|
|
|
42.4 |
|
|
|
43.8 |
|
Less: Borrowings on revolver |
|
|
(156.9 |
) |
|
|
(79.0 |
) |
|
|
(107.5 |
) |
Less: Borrowings on other debt |
|
|
(7.8 |
) |
|
|
(12.1 |
) |
|
|
(20.3 |
) |
Less: Outstanding letters of credit |
|
|
(3.4 |
) |
|
|
(3.4 |
) |
|
|
(3.4 |
) |
Total liquidity |
|
$ |
237.6 |
|
|
$ |
320.9 |
|
|
$ |
225.7 |
|
The Company believes its liquidity and expected cash flows from operations are sufficient to meet expected working capital, capital expenditure, and other general ongoing operational needs in the subsequent twelve months.
Cash Sources
The Company has historically relied primarily on cash flows from operations, borrowings under revolving credit facilities and overdraft facilities, issuances of notes, and other forms of debt financing as its sources of cash.
The maximum availability under the Company’s current ABL Revolving Credit Facility is $325.0 million, of which $100.0 million is available to our German subsidiary. 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 has a maturity date of September 18, 2029, and 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 this facility.
In addition to the ABL Revolving Credit Facility, the Company has access to committed and non-committed lines of credit to fund working capital in Europe and China. There are six facilities, of which five facilities are denominated in Euros totaling €37.0 million and one facility denominated in Chinese Yuan totaling ¥30.0 million. Total U.S. dollar availability as of June 30, 2025 for the six facilities was $47.8 million, with $7.8 million outstanding.
28
Debt
Outstanding debt as of June 30, 2025 and December 31, 2024 is summarized as follows:
|
|
June 30, 2025 |
|
|
December 31, 2024 |
|
||
Borrowings under senior secured asset based revolving credit facility |
|
$ |
156.9 |
|
|
$ |
79.0 |
|
Senior secured second lien notes due 2031 |
|
|
300.0 |
|
|
|
300.0 |
|
Other debt |
|
|
18.4 |
|
|
|
16.4 |
|
Deferred financing costs |
|
|
(4.8 |
) |
|
|
(5.2 |
) |
Total debt |
|
|
470.5 |
|
|
|
390.2 |
|
Short-term borrowings and current portion |
|
|
(10.7 |
) |
|
|
(13.1 |
) |
Long-term debt |
|
$ |
459.8 |
|
|
$ |
377.1 |
|
Both the ABL Revolving Credit Facility and 2031 Notes include customary covenants and events of default. Refer to Note 11, “Debt,” to the Condensed Consolidated Financial Statements for additional discussions of covenants under the ABL Revolving Credit Facility and 2031 Notes. As of June 30, 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. From time to time, the Company seeks to opportunistically raise capital in the debt capital markets and bank credit markets.
Non-GAAP Measures
The Company uses EBITDA, adjusted EBITDA, adjusted operating income, Adjusted ROIC and free cash flows, which are financial measures that are not prepared in accordance with GAAP, as additional metrics to evaluate the Company’s performance. The Company believes these non-GAAP measures provide important supplemental information to readers regarding business trends that can be used in evaluating its results because these financial measures provide a consistent method of comparing financial performance and are commonly used by investors to assess performance. These non-GAAP financial measures should be considered together with, and are not substitutes for, the GAAP financial information provided herein.
Adjusted ROIC
Adjusted ROIC measures how efficiently the Company uses invested capital in its operations. Adjusted ROIC is not a measure defined by GAAP and the Company’s methodology for determining Adjusted ROIC may vary from the methodology used by other companies. Management and the Board of Directors use Adjusted ROIC as a measure to assess operational performance and capital allocation. The Company believes this information is useful to investors as it provides a measure of value creation as a percentage of capital invested.
Adjusted ROIC is determined by dividing adjusted net operating profit after tax (“Adjusted NOPAT”) for the trailing twelve-months by the five-quarter average of invested capital. Adjusted NOPAT is calculated for each quarter by taking operating income plus the addback of amortization of intangible assets, and the addback or subtraction of restructuring expenses, other non-recurring items – net, and provision for income taxes, which is determined using a 15% tax rate. Invested capital is defined as net total assets less cash and cash equivalents and income tax assets - net plus short-term and long-term debt. Income taxes are defined as income tax payables/receivables, net deferred tax assets/liabilities, and uncertain tax positions.
The Company’s Adjusted ROIC as of June 30, 2025 was 4.2%. Below is the calculation of Adjusted ROIC as of June 30, 2025.
29
|
Three Months Ended |
|
|||||||||||||||||
|
June 30, 2025 |
|
|
March 31, 2025 |
|
|
December 31, 2024 |
|
|
September 30, 2024 |
|
|
Trailing Twelve Months |
|
|||||
Operating income |
$ |
9.8 |
|
|
$ |
5.3 |
|
|
$ |
16.2 |
|
|
$ |
7.5 |
|
|
$ |
38.8 |
|
Amortization of intangible assets |
|
0.8 |
|
|
|
0.8 |
|
|
|
0.7 |
|
|
|
0.7 |
|
|
|
3.0 |
|
Restructuring expense |
|
1.0 |
|
|
|
0.8 |
|
|
|
1.2 |
|
|
|
0.5 |
|
|
|
3.5 |
|
Other non-recurring items - net(1) |
|
— |
|
|
|
— |
|
|
|
1.0 |
|
|
|
2.6 |
|
|
|
3.6 |
|
Adjusted operating income |
|
11.6 |
|
|
|
6.9 |
|
|
|
19.1 |
|
|
|
11.3 |
|
|
|
48.9 |
|
Provision for income taxes |
|
(1.7 |
) |
|
|
(1.0 |
) |
|
|
(2.9 |
) |
|
|
(1.7 |
) |
|
|
(7.3 |
) |
Adjusted NOPAT |
$ |
9.9 |
|
|
$ |
5.9 |
|
|
$ |
16.2 |
|
|
$ |
9.6 |
|
|
$ |
41.6 |
|
|
June 30, 2025 |
|
|
March 31, 2025 |
|
|
December 31, 2024 |
|
|
September 30, 2024 |
|
|
June 30, 2024 |
|
|
5-Quarter Average |
|
||||||
Total assets |
$ |
1,883.8 |
|
|
$ |
1,763.8 |
|
|
$ |
1,660.0 |
|
|
$ |
1,776.7 |
|
|
$ |
1,747.9 |
|
|
$ |
1,766.4 |
|
Total liabilities |
|
(1,202.5 |
) |
|
|
(1,112.2 |
) |
|
|
(1,019.9 |
) |
|
|
(1,169.1 |
) |
|
|
(1,155.6 |
) |
|
|
(1,131.9 |
) |
Net total assets |
|
681.3 |
|
|
|
651.6 |
|
|
|
640.1 |
|
|
|
607.6 |
|
|
|
592.3 |
|
|
|
634.6 |
|
Cash and cash equivalents |
|
(32.9 |
) |
|
|
(41.4 |
) |
|
|
(48.0 |
) |
|
|
(22.9 |
) |
|
|
(38.1 |
) |
|
|
(36.7 |
) |
Short-term borrowings and current portion of long-term debt |
|
10.7 |
|
|
|
17.6 |
|
|
|
13.1 |
|
|
|
40.5 |
|
|
|
21.4 |
|
|
|
20.7 |
|
Long-term debt |
|
459.8 |
|
|
|
381.4 |
|
|
|
377.1 |
|
|
|
426.7 |
|
|
|
406.3 |
|
|
|
410.3 |
|
Income tax assets - net |
|
(68.1 |
) |
|
|
(69.4 |
) |
|
|
(66.9 |
) |
|
|
(10.1 |
) |
|
|
(4.4 |
) |
|
|
(43.8 |
) |
Invested capital |
$ |
1,050.8 |
|
|
$ |
939.8 |
|
|
$ |
915.4 |
|
|
$ |
1,041.8 |
|
|
$ |
977.5 |
|
|
$ |
985.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||
Adjusted ROIC |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
4.2 |
% |
(1) Other non-recurring items – net for the trailing twelve months relate to $3.6 million of costs associated with a legal matter with the EPA. Refer to the Company’s previously filed Form 10-K and Form 10-Qs for a description of other non-recurring items - net for the three months ended December 31, 2024 and September 30, 2024.
EBITDA and Adjusted EBITDA
The Company defines EBITDA as net income (loss) before interest, taxes, depreciation, and amortization. The Company defines adjusted EBITDA as EBITDA plus the addback or subtraction of restructuring expense, other income (expense) - net, and certain other non-recurring items.
The reconciliation of net income (loss) to EBITDA, and further to adjusted EBITDA for the three and six months ended June 30, 2025 and 2024 and trailing twelve months is summarized as follows.
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
|
Three Months Ended |
|
|
Six Months Ended |
|
|
Trailing Twelve |
|
|||||||||||
|
2025 |
|
|
2024 |
|
|
2025 |
|
|
2024 |
|
|
Months |
|
|||||
Net income (loss) |
$ |
1.5 |
|
|
$ |
1.6 |
|
|
$ |
(4.8 |
) |
|
$ |
6.1 |
|
|
$ |
44.9 |
|
Interest expense and amortization of deferred |
|
9.5 |
|
|
|
10.0 |
|
|
|
18.6 |
|
|
|
19.5 |
|
|
|
38.8 |
|
Provision (benefit) for income taxes |
|
(0.2 |
) |
|
|
1.6 |
|
|
|
(2.7 |
) |
|
|
3.5 |
|
|
|
(50.3 |
) |
Depreciation expense |
|
14.7 |
|
|
|
14.6 |
|
|
|
29.5 |
|
|
|
29.3 |
|
|
|
60.2 |
|
Amortization of intangible assets |
|
0.8 |
|
|
|
0.8 |
|
|
|
1.6 |
|
|
|
1.5 |
|
|
|
3.0 |
|
EBITDA |
|
26.3 |
|
|
|
28.6 |
|
|
|
42.2 |
|
|
|
59.9 |
|
|
|
96.6 |
|
Restructuring expense |
|
1.0 |
|
|
|
2.3 |
|
|
|
1.8 |
|
|
|
2.9 |
|
|
|
3.5 |
|
Other non-recurring items - net (1) |
|
— |
|
|
|
5.4 |
|
|
|
— |
|
|
|
5.5 |
|
|
|
3.6 |
|
Other (income) expense - net (2) |
|
(1.0 |
) |
|
|
(0.3 |
) |
|
|
4.0 |
|
|
|
(1.0 |
) |
|
|
5.4 |
|
Adjusted EBITDA |
$ |
26.3 |
|
|
$ |
36.0 |
|
|
$ |
48.0 |
|
|
$ |
67.3 |
|
|
$ |
109.1 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||
Adjusted EBITDA margin percentage |
|
4.9 |
% |
|
|
6.4 |
% |
|
|
4.8 |
% |
|
|
6.4 |
% |
|
|
4.9 |
% |
30
Free Cash Flows
Free cash flows is defined as net cash used for operating activities less cash outflow from investment in capital expenditures. The reconciliation of net cash used for operating activities to free cash flows for the six months ended June 30, 2025 and 2024 is summarized as follows.
|
|
Six Months Ended |
|
|||||
|
|
2025 |
|
|
2024 |
|
||
Net cash used for operating activities |
|
$ |
(54.8 |
) |
|
$ |
(19.6 |
) |
Capital expenditures |
|
|
(16.8 |
) |
|
|
(25.1 |
) |
Free cash flows |
|
$ |
(71.6 |
) |
|
$ |
(44.7 |
) |
Critical Accounting Policies
The Company's critical accounting policies have not materially changed since the 2024 Annual Report on Form 10-K was filed. Refer to the Critical Accounting Policies in “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in the Annual Report on Form 10-K for the year ended December 31, 2024 for information about the Company’s policies, methodology and assumptions related to critical accounting policies.
Item 3. Quantitative and Qualitative Disclosure about Market Risk
The Company’s market risk disclosures have not materially changed since the 2024 Annual Report on Form 10-K was filed. The Company’s quantitative and qualitative disclosures about market risk are incorporated by reference from Part II, Item 7A of the Company’s Annual Report on Form 10-K for the year ended December 31, 2024.
Item 4. Controls and Procedures
Disclosure Controls and Procedures: The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, have evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (“Exchange Act”)) as of the end of the period covered by this report. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective in recording, processing, summarizing and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act, and that such information is accumulated and communicated to the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely discussions regarding required disclosure.
Changes in Internal Control Over Financial Reporting: The Company's management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). During the period covered by this report, the Company made no changes that have materially affected, or that are reasonably likely to materially affect, its internal control over financial reporting.
31
PART II. OTHER INFORMATION
Item 1A. Risk Factors
There have been no material changes to the risk factors previously disclosed in Part I, Item 1A, “Risk Factors,” in the Company’s Annual Report on Form 10-K for the year ended December 31, 2024, which was filed with the Securities and Exchange Commission on February 21, 2025.
Item 5. Other Information
(c) During the three months ended June 30, 2025, no director or Section 16 officer of the Company adopted a "
Item 6. Exhibits
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.INS
101.SCH
101.CAL
101.DEF
101.LAB
101.PRE |
|
Inline XBRL Instance Document – The instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.
Inline XBRL Taxonomy Extension Schema Document
Inline XBRL Taxonomy Extension Calculation Linkbase Document
Inline XBRL Taxonomy Extension Definition Linkbase Document
Inline XBRL Taxonomy Extension Labels Linkbase Document
Inline XBRL Taxonomy Extension Presentation Linkbase Document |
|
X
X
X
X
X
X |
(1)
(1)
(1)
(1)
(1)
(1) |
|
|
|
|
|
|
104 |
|
Cover Page Interactive Data File (embedded within the Inline XBRL document) |
|
X |
(1) |
|
|
|
|
|
|
(1) Filed Herewith
(2) Furnished Herewith
32
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Date: August 8, 2025 |
The Manitowoc Company, Inc. |
|
(Registrant) |
|
|
|
|
|
/s/ Aaron H. Ravenscroft |
|
Aaron H. Ravenscroft |
|
President and Chief Executive Officer |
|
(Principal Executive Officer and Director) |
|
|
|
/s/ Brian P. Regan |
|
Brian P. Regan |
|
Executive Vice President and Chief Financial Officer (Principal Financial Officer) |
|
|
|
/s/ Ryan M. Palmer |
|
Ryan M. Palmer |
|
Vice President, Corporate Controller and Principal Accounting Officer |
|
(Principal Accounting Officer) |
33