Form 8-K Manitex International, For: Aug 10
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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of the earliest event reported) August 10, 2015
MANITEX INTERNATIONAL, INC.
(Exact Name of Registrant as Specified in Its Charter)
| Michigan | 001-32401 | 42-1628978 | ||
| (State or Other Jurisdiction of Incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) | ||
| 9725 Industrial Drive, Bridgeview, Illinois |
60455 | |||
| (Address of Principal Executive Offices) | (Zip Code) | |||
(708) 430-7500
(Registrant’s Telephone Number, Including Area Code)
(Former Name or Former Address, if Changed Since Last Report)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| ¨ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
| ¨ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ¨ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ¨ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Item 7.01 Results of Operations and Financial Condition.
On August 10, 2015, the Company posted a slide presentation on its website. This slide presentation is incorporated herein by reference.
The information under Item 7.01 in this Current Report on Form 8-K, including the exhibits hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information under Item 7.01 in this Current Report on Form 8-K will not be incorporated by reference into any registration statement or other document filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference. The furnishing of the information under Item 7.01 in this Current Report on Form 8-K is not intended to, and does not, constitute a determination by the Company that the information under Item 7.01 in this Current Report on Form 8-K is complete or that investors should consider this information before making an investment decision with respect to any security of the Company.
Item 9.01 Financial Statements and Exhibits.
| (a) | Financial Statements of Businesses Acquired. |
Not applicable.
| (b) | Pro Forma Financial Information. |
Not applicable.
| (c) | Shell Company Transactions. |
Not applicable.
| (d) | Exhibits. |
| 99.1 | Manitex International, Inc. slide presentation posted on Company website August 10, 2015. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunder duly authorized.
| MANITEX INTERNATIONAL, INC. | ||
| By: | /s/ DAVID H. GRANSEE | |
| Name: | David H. Gransee | |
| Title: | VP & CFO | |
Date: August 10, 2015
EXHIBIT INDEX
| Exhibit Number |
Description | |
| 99.1 | Manitex International, Inc. slide presentation posted on company website August 10, 2015. | |
 MANITEX
INTERNATIONAL, INC. (NASDAQ: MNTX)
Corporate Presentation
August 2015 Exhibit 99.1 |
 Safe
Harbor Statement under the U.S. Private Securities Litigation Reform Act of 1995: This presentation contains statements that are forward-looking in nature which express the beliefs and expectations of management including
statements regarding the Company’s expected results of operations or liquidity;
statements concerning projections, predictions, expectations, estimates
or forecasts as to our business, financial and operational results and future economic performance; and statements of management’s goals and objectives and other similar expressions concerning matters that
are not historical facts. In some cases, you can identify forward-looking
statements by terminology such as “anticipate,”
“estimate,” “plan,” “project,” “continuing,”
“ongoing,” “expect,” “we believe,” “we intend,” “may,” “will,” “should,” “could,” and similar expressions. Such statements are based on current plans, estimates and expectations and involve a number of
known and unknown risks, uncertainties and other factors that could cause the Company's
future results, performance or achievements to differ significantly from
the results, performance or achievements expressed or implied by such forward- looking statements. These factors and additional information are discussed in the Company's filings with the Securities and
Exchange Commission and statements in this presentation should be evaluated in light of
these important factors. Although we believe that these statements are
based upon reasonable assumptions, we cannot guarantee future results. Forward- looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update
publicly or revise any forward-looking statement, whether as a result of new
information, future developments or otherwise. Non-GAAP Measures:
Manitex International from time to time refers to various non-GAAP
(generally accepted accounting principles) financial measures in this
presentation. Manitex believes that this information is useful to
understanding its operating results without the impact of special items.
See Manitex’s Q2 2015 earnings release on the Investor Relations
section of our website www.manitexinternational.com for a description
and/or reconciliation of these measures. FORWARD-LOOKING
STATEMENT & NON-GAAP MEASURES
NASDAQ : MNTX 2 |
 COMPANY
SNAPSHOT Global provider of highly
specialized cranes; straight-
mast and knucklebooms Materials and container handling equipment Miscellaneous specialized equipment ASV compact track-loaders and skid-steers Equipment distribution segment Construction-residential and non-residential Military Power line construction Railroads Ports Government/agency Energy exploration and field development Launched as a private company in 2003 Publicly traded since 2006 NASDAQ: MNTX Industry consolidator: consistently adding branded product lines through M&A since 2006 Manitex International Inc. Niches Served Company Origin NASDAQ : MNTX 3 |
 COMPANY
TIMELINE MARCH 2002
Manitowoc (NYSE:MTW) acquires Grove JANUARY 2003 Manitowoc divests Manitex NASDAQ : MNTX 4 |
  Engineered
lifting equipment
Manitex boom trucks SkyCrane aerial platforms Sign cranes Rough Terrain (RT) forklifts Special mission-oriented vehicles Carriers Heavy material handling Transporters & steel mill equipment Leading Italian manufacturer of truck- mounted hydraulic knuckle boom cranes Diverse product lines ranging up to 108 metric tons in lifting capacity; sales in 50 countries Compact track loaders and skid-steer loaders Commercial and Residential Markets Generally ideal for pick & carry and digging applications, site clearance OUR LARGEST PRODUCT GROUPS NASDAQ : MNTX 5 |
 COMPETITIVE POSITIONING
Core Competency Strong brand history Acknowledged product development record International dealers enable us to follow demand Focused on specialized equipment and niche end-markets Products Niche markets Broad end-user base Highly customized/specialized; will configure-to-order Parts and service an important part of business model Superior ROI Lower capital commitment for a boom truck vs. competitors’ custom cranes of similar
lifting capacity Usually less or no special permitting vs. competitors’ custom cranes of similar lifting
capacity NASDAQ : MNTX 6 |
 FINANCIAL SUMMARY SNAPSHOT Key Statistics *Excludes $1.7M in after-tax acquisition and other costs--see reconciliation of non-GAAP items, slide 20)
Stock Price (8/6/15) $ 6.88/share Market Cap
(8/6/15) $ 110 M Total Ent. Value
(8/6/15) $ 300 M Ticker / Exchange MNTX/NasdaqCM Basic Shares (6/30/15) 15.9 M Diluted Shares (6/30/15) 15.9 M Total Debt (6/30/15) $ 197 M Capitalization NASDAQ : MNTX 7 $000, except % 2010 2011 2012 2013 2014 Revenues $95,875 $142,291 $205,249 $245,072 $264,081 Gross Margin (%) 24.3% 20.6% 19.7% 19.0% 18.3% Adjusted EBITDA* $8,676 $11,120 $17,957 $21,483 $20,864 Adj. EBITDA Margin (%)* 9.0% 7.8% 8.7% 8.8% 7.9% Net income* $2,109 $2,780 $8,077 $10,178 $8,816* Backlog $39,905 $83,700 $130,352 $77,281 $107,327 |
 KEY
2014/2015 TRANSACTIONS ASV and PM-Group
ASV (closed 12/2014) Agreement with Terex
Corporation that brings a broad product line of rubber-track compact
and skid-steer loaders and accessories to the product
group. ASV, Inc. had trailing twelve month revenues of
approximately $130 million. Manitex
contributes $25M, with $20M in common shares and debt securities
being issued to Terex, as well as $5M in cash; ASV had $44M in non-recourse
debt. PM-Group S.p.A (closed 1/2015)
is a leading Italian manufacturer of truck mounted hydraulic knuckle boom cranes with a product range spanning more than 50 models. PM-Group had trailing twelve month revenues of approximately $100 million. Consideration was $30.4 million, consisting of $20.3 million in cash, $10.1 million in equity, and the assumption of $62.2 million in non-recourse PM-Group debt and liabilities. ASV PM- Group S.p.A NASDAQ : MNTX 8 |
 CONSISTENT FINANCIAL GROWTH Historically Consistent EBITDA Margin 9.0% 2010-2013 CAGR was 36.7% (pre-PM Group and pre-ASV) *2014 pro forma bar includes ASV and PM 2009 2010 2011 2012 2013 2014PF NASDAQ : MNTX 9 56 96 142 205 245 494 5 9 11 18 22 41 EBITDA Sales |
 MARGIN
EXPANSION OPPORTUNITIES
2015-2017 Cost reductions through sourcing and operating efficiency initiatives $4 million in expense reductions identified for 2015; $2 million realized through
6/30/15 $15 million in additional expense reductions to be implemented through 2018 Continued integration of ASV and PM Group Optimize our capital allocation Invest in and grow our higher margin businesses-PM, ASV, Manitex are our portfolio’s “top producers” with respect to margins and addressable markets
Consider “addition by subtraction” for lower margin units that could have
synergies elsewhere
Balance sheet improvement
Return our debt and capital ratios to historic range
Reduce debt servicing costs
NASDAQ : MNTX 10 |
 LIFTING
EQUIPMENT MARKET Broader market: ~65% of cranes shipped in the
smaller tonnage range; ~75% of Manitex
shipments have been in larger tonnage Focus on being a niche player allows specialization tailored towards customers’ needs Production distribution skewed toward larger tonnage machines First to launch 50-ton crane (May 2007) Have developed a series of products around the demand for larger tonnage cranes 12% 24% 11% 7% 18% 25% Manitex Market Position Boom Truck Crane Tonnage Distribution Market vs Manitex < 17 17 > 22.9 23 > 29.9 30 > 35.9 36 > 29% We are focused on the most attractive, highest margin part of the market. 24% 50% Market Overview Principal products: boom truck cranes that vary in height & tonnage capacity Smaller tonnage cranes (<30 tons) more focused on general construction markets; larger cranes (30+ tons) focus on power line construction and energy Larger tonnage cranes in higher demand since economic downturn Boom truck cranes typically less expensive than rough terrain and all terrain cranes NASDAQ : MNTX 11 OVERVIEW – STRAIGHT MAST |
 THE
KNUCKLE BOOM MARKET $2.3 Billion Globally
(Management Estimates) North American Knuckleboom market is growing Large Market of $2.3 BN is roughly 2X the size of the straight-mast boom truck market (global) PM has a geographically diverse customer base with 70% of its business outside Europe Opportunity to increase PM Group’s No. American market presence through Manitex’s distribution network $200 $1,400 $100 $400 North America Knuckleboom Market Worldwide Sales (US$, millions) Western Europe Eastern Europe North America South America Rest of World $20 $2 $11 North America $27 PM Group TTM Revenues (US$, millions) $40 Principal Industry Participants NASDAQ : MNTX 12 |
 REPLACEMENTS PARTS&SERVICE Consistent recurring revenue stream throughout the cycle Typically generates 10%-20% of net sales in a quarter/year (ASV is approx. 25%) Typically carry 2x gross margin of core equipment business Spares relate to swing drives, rotating components, & booms among others, many of which are proprietary Serve additional brands Service team for crane equipment Automated proprietary system implemented in principal operations NASDAQ : MNTX 13 |
 INVESTMENT HIGHLIGHTS Broad Industry & Geographic Distribution Manitex dealer network provides footprint for on-going North American expansion PM Group has little penetration in US and has excellent non-US and non-Europe customer base No Customer represents over 10% of annual revenues Experienced Management Seasoned senior management over 70 years of collective industry experience Successfully integrated multiple acquisitions Significant management ownership Growth in End Markets Niche markets with solid demand drivers for products Steadying of construction environment and energy markets driving demand Diverse end markets result in risk mitigation Flexible Operating Model Customer focused design strategy Diversified product offering Quickly adaptable to changes in demand* Commitment to innovation, research, & product development Growth in Key Financial Metrics Revenue and earnings growth have consistently outpaced market and industrial peers since 2009 Backlog at $97.5m as of 6/30/2015 *In 2009 “Great Recession” only ONE quarter without positive EBITDA A consolidator in the lifting and hauling industry, Manitex International serves addressable markets with an estimated $4 BN in annual sales NASDAQ : MNTX 14 |
 MANITEX INTERNATIONAL, INC.
FINANCIAL OVERVIEW August 2015 *Results may contain adjustments, please see reconciliation to GAAP on Slide 20 and other Manitex source disclosure and CSS filings. |
 KEY
FIGURES Quarterly
$105,604 $68,399 $105,882 $8,091 $6,293 $8,030 $351 $2,986 $1,518 $0 $20,000 $40,000 $60,000 $80,000 $100,000 Q2 2015 Q2 2014 Q1 2015 Revenue EBITDA Net Income NASDAQ : MNTX 16 USD thousands except as noted Q2-2015 Q2-2014 Q1-2015 Net sales $105.604 $68,399 $105.882 Gross profit 19,816 13,144 19,453 Gross margin % 18.8% 19.2% 18.4% Adjusted Operating expenses 14,811 7,966 14,284 Adjusted Net Income 351 2,986 1,518 Adjusted EBITDA 8,091 6,293 8,030 EBITDA % of Sales 7.7% 9.2% 7.6% Backlog ($ million) 97.5 102.5 109.6 |
 SUMMARY
BALANCE SHEET NASDAQ : MNTX
17 30-Jun-15 31-Dec-14 31-Dec-13 31-Dec-12 Current Assets $220,539 $173,857 $121,798 $104,777 Fixed Assets 44,073 28,584 11,143 10,297 Other Long-Term Assets 180,717 117,065 49,673 36,430 Total Assets $445,329 $319,506 $182,614 $151,504 Current Liabilities $122,991 $88,230 $47,930 $43,351 Long-Term Liabilities 185,042 103,270 49,693 48,620 Total Liabilities 308,033 191,500 97,623 91,971 Shareholders’ Equity 137,296 128,006 84,991 59,533 Total Liabilities & Shareholders’ Equity $445,329 $319,506 $182,614 $151,504 |
 WORKING
CAPITAL Operating working capital
increase of
$23.9m ($20.2m is from PM acquisition) Working capital ratios now reflect higher proportion of international activity Current ratio would be 2.1 at June 30, 2015 adjusting for PM working capital facilities of $20.0m that are transactional and therefore current, (compared to N. American term lines of credit that are long term) June 30, 2015 Dec 31, 2014 Working Capital $97,548 $85,627 Days sales outstanding (DSO) 68 83 Days payable outstanding (DPO) 60 60 Inventory turns 2.8 2.2 Current ratio 1.8 2.0 Operating working capital 145,506 121,571 Operating working capital % of annualized LQS 34.4% 45.4% NASDAQ : MNTX 18 |
 DEBT
AND LIQUIDITY Repayments of term debt of $5.2m
in Q2-2015 and $8.0m year to date
Cash plus availability, based on collateral,
under working capital lines equals $42m
June 30, 2015 Dec 31, 2014 Total Cash $6,308 $4,370 Total Debt 197,030 112,294 Total Equity 137,296 128,006 Net capitalization 328,018 235,930 Net debt / capitalization 58.1% 45.7% Adjusted EBITDA (3 months) $8,091 $5,330 Adjusted EBITDA % of sales 7.7% 8.0% NASDAQ : MNTX 19 |
 DEBT
AND LIQUIDITY As of June 30, 2015
PM ASV Other Total Working capital facilities 20,000 16,200 46,225 81,500 Term debt 35,400 39,000 12,000 83,500 Capital leases - - 4,983 3,600 Convertible notes - - 20,951 21,000 Other acquisition notes - - 4,200 7,400 $55,400 $55,200 $88,359 $197,000 Note: Non-recourse to Manitex International Inc. $55,400 $55,200 $7,400 $115,400 Availability on working capital lines plus cash - - - $42,000 NASDAQ : MNTX 20 |
 3 Months
Ended June 30,
2015 June 30, 2014 Net (loss) income 138 2,986 Net income attributable to non-controlling interest 178 - Income tax Interest expense 134 3,899 1,437 716 Foreign currency transaction losses (gain) 266 (86) Other (income) expense 29 125 Acquisition and other expense Depreciation and Amortization 361 3,086 - 1,115 Adjusted Earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA) $8,091 $6,293 Adjusted EBITDA % to sales 7.7% 9.2% *NON-GAAP RECONCILIATIONS Q2 2015 Reconciliation of GAAP Net Income to Adjusted EBITDA (in thousands)
Reconciliation of GAAP Net Income
to Adjusted Net Income (in thousands) 3 Months Ended
June 30 2015 June 30 2014 Net (loss) income as reported Pre-tax acquisition and other expenses 138 361 2,986 - Tax effect based on jurisdictional blend Increase in net income to non-controlling interest (103) (45) - - Adjusted Net Income Weight average diluted shares outstanding $351 16,031,011 $2,986 13,874,289 Diluted earnings per share as reported Total EPS Effect $0.01 $0.01 $0.22 - Adjusted Diluted earnings per share $0.02 $0.22 NASDAQ : MNTX 21 |
 Second
Quarter 2015 Pre-tax
After tax EPS Deal transaction related $361 $258 $0.01 Exceptional operating cost $- $- $- Change in non-controlling interest Total $(45) $316 $(45) $213 $- $0.01 *NON-GAAP RECONCILIATIONS Q2 2015 Acquisition and other expense NASDAQ : MNTX 22 |
 EXPERIENCED MANAGEMENT TEAM David Langevin Chairman & CEO 20+ years principally with Terex Andrew Rooke President & COO 20+ years principally with Rolls Royce, GKN Sinter Metals, Off-Highway & Auto Divisions
David Gransee CFO & Treasurer Formerly with Arthur Andersen, 15+ years with Eon Labs (formerly listed) Robert Litchev President – Manufacturing Operations 10+ years principally with Terex Scott Rolston SVP Strategic
Planning 13+ years principally with Manitowoc
Bruce Peterson SVP Sales and Marketing 20+ years principally with Manitowoc NASDAQ : MNTX 23 |
 OPERATING COMPANIES Products, End Market, Drivers Boom trucks and cranes Sign cranes Parts Energy exploration Power transmission Industrial projects Infrastructure development Strong end market demand for specialized, competitively differentiated products for oil, gas, and energy sectors Product development Rough terrain cranes Specialized construction equipment Parts Railroad Construction Refineries Municipality Equipment replacement cycle in small tonnage flexible cranes for refinery market More efficient product offering across end markets Rough terrain forklifts Special mission-oriented vehicles Custom specialized carriers Parts Military Utility Ship building Commercial Steady, profitable growth from both commercial and military application of products Custom trailers Hauling systems for heavy equipment transport Parts Energy Mining Railroad Commercial construction U.S. energy exploration build-out Oil and gas exploration General infrastructure construction Reach stackers Container handling forklifts Parts Global container market International container market and global trade Re-establishing customer relationships and select product categories NASDAQ : MNTX 24 |
 OPERATING COMPANIES Products, End Market, Drivers Specialized equipment for liquid storage & containment 8,000-21,000 gallon capacities Large client base in energy sector Petrochemical Waste management Oil & gas drilling Reputation for quality & innovation Serves a market of over $1B annually At acquisition, TTM (3/31/13) revenues ~ $39.1M, adjusted EBITDA ~ $4.5M, EBIT ~ $4.2M Precision pick & carry cranes Automotive Chemical / petrochemical Industrial projects Infrastructure development Aerospace Construction Strong end market demand for specialized, competitively differentiated products Environmental (electric) or hazardous (spark free) developments Product development Knuckle boom cranes Truck-mounted Aerial Platforms Energy Construction Infrastructure Utilities Growing acceptance of knucklebooms in North American markets Oil and gas exploration creating demand Product development Compact track loaders Skid-steer loaders Construction Infrastructure Improving fundamentals in general construction markets, residential and light commercial NASDAQ : MNTX 25 |
 MANITEX INTERNATIONAL, INC.
(NASDAQ: MNTX) August 2015 David Langevin, CEO 708-237-2060 djlangevin@aol.com Peter Seltzberg, IR Darrow Associates, Inc. 516-510-8768 pseltzberg@darrowir.com |
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