Form 8-K Manitex International, For: Aug 16

 

 

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 16, 2016

 

 

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))

 

 

 

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Item 7.01

Regulation FD Disclosure

On August 16, 2016, 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 16, 2016.

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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.

 

Date: August 16, 2016

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EXHIBIT INDEX

 

Exhibit Number		Description
99.1		Manitex International, Inc. slide presentation posted on company website August 16, 2016.

MANITEX INTERNATIONAL, INC. (NASDAQ: MNTX) Corporate Presentation August 2016 Exhibit 99.1

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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 2016 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

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PRODUCT OVERVIEW 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. NASDAQ : MNTX Niches Served Company Origin

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COMPANY TIMELINE NASDAQ : MNTX MARCH 2002 Manitowoc (NYSE:MTW) acquires Grove JANUARY 2003 Manitowoc divests Manitex December: Divests Load King Trailers

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ASV and PM-Group Transformational Acquisitions 2014-15 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

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DEBT AND LIQUIDITY As of June 30, 2016 ($Millions) PM ASV Manitex & CVS Total Change Q 1 2016 Working capital facilities 18.2 12.3 50.8 81.1 (3.3) Bank Term debt 31.8 33.0 - 64.8 (3.0) Capital leases 6.5 6.5 (0.1) Convertible notes 21.2 21.2 - Other acquisition notes 4.7 4.7 0.0 TOTALS: $50.0 $45.3 $83.0 $178.3 $(8.5) Debt Issuance Costs: (2.3) (1.4) Balance Sheet Total Debt $176.0 $(7.1) Note: Non-recourse to Manitex Int’l Inc. $50.0 $45.3 $15.4 $111.2 Cash on Hand $9.9 $6.0 Net Debt $166.1 $(13.1) NASDAQ : MNTX

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CORPORATE AND FINANCIAL OBJECTIVES 2015-2018 Cost reductions through sourcing and operating efficiency initiatives $5 million in expense reductions implemented in 2015 (target was $4 million); $5.1 million in expense reductions implemented YTD 2016 (92% of 2016 target); Targeting $15 million in expense reductions implemented 2015-2017 Balance sheet improvement and debt reduction through internal cash flows and non-strategic asset sales Resource allocation to expand sales, improve margins, enhance ROI profile Expand PM Crane distribution in N. America Re-activate ASV dealer network in N. America (119 locations at 6/30/2016 vs. Zero at time of transaction) Cross-sell Manitex cranes internationally Divest lower-margin product groups that have higher strategic value elsewhere 10% EBITDA margin goal with economic recovery and continued execution NASDAQ : MNTX

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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

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LIFTING EQUIPMENT MARKET OVERVIEW – STRAIGHT MAST Broader market: ~50/50 split between lower capacity and higher capacity crane shipments; ~2/3 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) Launching ongoing enhancements to heavy tonnage product line (TC-300, 400, 450 & 500) Manitex Market Position Boom Truck Crane Tonnage Distribution Market vs Manitex < 17 17 > 22.9 23 > 29.9 30 > 35.9 36 > NASDAQ : MNTX 34% We are focused on the most attractive, highest margin part of the market 23% 40% Market Overview Principal products: boom truck cranes that vary in height & tonnage capacity Smaller tonnage cranes (<30 tons) more focused on general/light construction markets; larger cranes (30+ tons) focus on power line construction/maintenance, heavy construction and energy Boom truck cranes typically less expensive than rough terrain and all terrain cranes

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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 $400 North America Knuckleboom Market Worldwide Sales (US$, millions) Western Europe Eastern Europe North America South America Rest of World $13 North America $24 PM Group TTM Revenues (US$, millions) NASDAQ : MNTX $15 Principal Industry Participants

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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

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INVESTING IN THE CYCLE- MNTX NASDAQ : MNTX Share price currently at 2007 levels despite significantly higher EV and EBITDA potential

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Valuation – Equity Holders to Benefit as we move debt to equity NASDAQ : MNTX EBITDA/Adjusted EBITDA EV Net Debt Implied Implied Share Price (@ 10x multiple) Equity 26 260 167 93 $ 5.81 26 260 117 143 $ 8.94 30 300 117 183 $ 11.44 30 300 95 205 $ 12.81 35 350 95 255 $ 15.94 35 350 85 265 $ 16.56 40 400 85 315 $ 19.69 ($, Millions)

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MANITEX INTERNATIONAL, INC. FINANCIAL OVERVIEW August 2016 *Results may contain adjustments, please see reconciliation to GAAP on Slide 19 and other Manitex source disclosure and SEC filings.

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FINANCIAL SUMMARY SNAPSHOT Key Statistics $000, except % 2015* 2014* 2013 2012 2011 Revenues 386,737 $247,164 $245,072 $205,249 $142,291 Gross Margin (%) 18.0% 19.2% 19.0% 19.7% 20.6% Adjusted EBITDA** $25,775 $22,018 $21,483 $17,957 $11,120 Adj. EBITDA Margin (%)** 6.7% 8.9% 8.8% 8.7% 7.8% Adjusted Net income** 612* $9,825* $10,178 $8,077 $2,780 Backlog 82,522 $98,158 $77,281 $130,352 $83,700 *Restated for divestiture of Load King 12/2015 **2014 Results exclude $1.7M in after-tax acquisition and other costs--see reconciliation of non-GAAP items in SEC filings via forms 8k, 10q, and 10k at www.sec.gov Stock Price (8/12/16) $ 5.73/share Market Cap (8/12/16) $ 92.3 M Total Ent. Value (6/30/16) $ 258.4 M Ticker / Exchange MNTX/NasdaqCM Basic Shares (6/30/16) 16.1 M Diluted Shares (6/30/16) 16.1 M Total Debt (6/30/16) $ 176.0 M Capitalization NASDAQ : MNTX

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SUMMARY BALANCE SHEET June 30-16 31-Dec-15* 31-Dec-14* 31-Dec-13 Current Assets $212,221 $202,700 $173,857 $121,798 Fixed Assets 40,627 41,985 25,788 11,143 Other Long-Term Assets 154,975 159,473 117,511 49,673 Total Assets $407,823 $404,158 $317,156 $182,614 Current Liabilities $126,737 $120,036 $87,961 $47,930 Long-Term Liabilities 146,629 153,822 101,189 49,693 Total Liabilities 273,366 273,858 189,150 97,623 Shareholders’ Equity 134,457 130,300 128,006 84,991 Total Liabilities & Shareholders’ Equity $407,823 $404,158 $317,156 $182,614 NASDAQ : MNTX *Restated to reflect divestiture of Load King 12/2015

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WORKING CAPITAL Working capital increase principally from increase in receivables of $11.6 million from increased sales and timing of sales Current ratio would be 2.2 at June 30, 2016 and 2.0 at Dec 2015, adjusting for PM and CVS working capital facilities of $31.8m and $21.9m at December 2015 that are transactional and therefore current, (compared to N. American term lines of credit that are long term) June 30, 2016 Dec 31, 2015 Working Capital $85,484 $82,664 Days sales outstanding (DSO) 71 62 Days payable outstanding (DPO) 70 72 Inventory turns 2.8 2.6 Current ratio 1.7 1.7 Operating working capital 129,411 120,520 Operating working capital % of annualized LQS 33.6% 32.2% NASDAQ : MNTX

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DEBT AND LIQUIDITY Repayments of term debt of $3.0m in Q2 2016 and $9.7m YTD 2016, including elimination of recourse term debt (No. America) Net debt at 6/30/2016 of $166.1 million compared with $179.2 million at 3/31/16 (improvement of $13.1 million) New $45 million revolving credit facility for North America in place June 30, 2016 Dec 31, 2015* Total Cash $9,896 $8,578 Total Debt 176,000 173,368 Total Equity 134,457 130,300 Net capitalization 300,561 295,090 Net debt / capitalization 55.3% 55.6% Adjusted EBITDA (12 months) $22,670 $25,775 Debt/Adjusted EBITDA 7.8X 6.7x NASDAQ : MNTX *Restated to reflect divestiture of Load King 12/2015

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*NON-GAAP RECONCILIATIONS- Net Income from Continuing Ops NASDAQ : MNTX   Three Months Ended   June 30, 2016 June 30, 2015 Net income (loss) attributable to shareholders $(1,786) $138 Pre – tax:- transaction related, restructuring and related and Foreign Exchange and other expense adjustments   2,147   361 Tax effect based on effective tax rate -- (103) Change in net income attributable to noncontrolling interest   --   (45) Income on discontinued operations   -- (38) Adjusted Net Income attributable to Manitex shareholders   $361 $313 Weighted average diluted shares outstanding   16,125,788   16,031,011 Diluted earnings (loss) per share attributable to shareholders as reported   $(0.11)   $0.01 Total EPS Effect $0.13 $0.01 Adjusted Diluted earnings per share attributable to shareholders   $0.02   $0.02

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*NON-GAAP RECONCILIATIONS- Adjusted EBITDA NASDAQ : MNTX   Three Months Ended   June 30, 2016 June 30, 2015 Operating income $1,884 $4,508 Pre-tax:- transaction related, restructuring and related expense and foreign exchange and other adjustments   1,153   361 Adjusted Operating Income $3,037 $4,869 Depreciation & Amortization 3,133 2,994 Adjusted Earnings before interest, taxes, depreciation and amortization (Adjusted EBITDA)   $6,170   $7,863 Adjusted EBITDA % to sales 6.4% 7.8%

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OPERATING COMPANIES Products, End Market, Drivers Straight-mast boomtrucks and cranes Sign cranes Parts Power transmission Industrial projects Infrastructure development Strong end market demand for specialized, competitively differentiated products for oil, gas, and energy sectors Product development NASDAQ : MNTX Knuckle boom cranes Truck-mounted Aerial Platforms 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 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

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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 NASDAQ : MNTX 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 Reach stackers Container handling forklifts Parts Global container market International container market and global trade Re-establishing customer relationships and select product categories 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

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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 Steve Kiefer, SVP Sales and Marketing 25+ years principally with Eaton Corp. and Hendrickson International NASDAQ : MNTX

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MANITEX INTERNATIONAL, INC. (NASDAQ: MNTX) August 2016 David Langevin,CEO 708-237-2060 [email protected] Peter Seltzberg, IR Darrow Associates, Inc. 516-419-9915 [email protected]

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