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Form 8-K Manitex International, For: May 27

May 27, 2015 4:06 PM EDT

 

 

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) May 27, 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 May 27, 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 May 27, 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: May 27, 2015


EXHIBIT INDEX

 

Exhibit

Number

  

Description

99.1    Manitex International, Inc. slide presentation posted on company website May 27, 2015.
MANITEX INTERNATIONAL, INC.
(NASDAQ: MNTX)
May 2015
Corporate Presentation
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 Q1 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
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
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Niches Served
Company Origin


COMPANY TIMELINE
NASDAQ : MNTX
4
MARCH 2002
Manitowoc
(NYSE:MTW)
acquires Grove
JANUARY 2003
Manitowoc divests
Manitex


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
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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
6


FINANCIAL SUMMARY
SNAPSHOT
Key Statistics
$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
*Excludes $1.7M in after-tax acquisition and other costs--see reconciliation of non-GAAP items, slide 20)
Stock Price
(5/12/15)
$ 8.06/share
Market Cap (5/12/15)
$ 129.1M
Total Ent. Value (5/12/15)
$ 324M
Ticker / Exchange
MNTX/NasdaqCM
Basic Shares O/S
$15.9 M
Diluted Shares O/S
$15.9 M
Est. Total Debt
$ 200 M
Capitalization
NASDAQ : MNTX
7


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 has $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 $56.7 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


MARGIN EXPANSION
OPPORTUNITIES
2015-2017
Cost reductions through sourcing and operating efficiency initiatives
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
OVERVIEW –
STRAIGHT MAST
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
Boom Truck Crane Tonnage
Distribution
Market vs Manitex
< 17
17 > 22.9
23 > 29.9
30 > 35.9
36 >
NASDAQ : MNTX
11
We are over represented in the most attractive, highest margin part of the market.
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
29%
24%
Market
Overview
Manitex
Market
Position
50%


THE KNUCKLE BOOM MARKET
$2.3 Billion Globally
(Management Estimates)
Large Market of $2.3 BN is roughly 2X the size of the
straight-mast boom truck market (global)
PM has a geographically diverse customer base with
70% of its business outside Europe
North American knuckleboom market is growing
Opportunity to increase PM Group’s No. American
market presence through Manitex’s distribution
network
Knuckleboom Market Worldwide Sales (US$, millions)
Western Europe
Eastern Europe
North America
South America
Rest of World
Palfinger
HIAB
FASSI
PM Group
Rest of Market
North American Knuckleboom Market
11%
PM Group
22%
NASDAQ : MNTX
12
$1400
Western
Europe
40%
South
America
27%
PM Sales by Region
30%


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 $109M as of 3/31/2015
*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
May 2015
*Results may contain adjustments, please
see reconciliation to GAAP on Slide 20 and 
other Manitex source disclosure and CSS
filings.


KEY FIGURES
Quarterly
USD thousands except as noted
Q1-2015
Q1-2014
Q4-2014
Net sales
$105.882
$62,576
$66,909
Gross profit
20,313
11,604
12,623
Gross margin %
19.2%
18.5%
18.9%
Operating expenses 
18,171
7,993
8,531
Adjusted Net Income
1,518
1,877
2,185
Adjusted EBITDA
8,030
4,722
5,330
EBITDA % of Sales
7.6%
7.5%
8.0%
Backlog ($ million)
109.6
100.0
107.3
NASDAQ : MNTX
16


SUMMARY BALANCE SHEET
31-Mar-15
31-Dec-14
31-Dec-13
31-Dec-12
Current Assets
$223,519
$174,317
$121,798
$104,777
Fixed Assets
44,281
28,846
11,143
10,297
Other Long-Term Assets
175,817
113,074
49,673
36,430
Total Assets
$443,617
$316,237
$182,614
$151,504
Current Liabilities
$124,581
$84,461
$47,930
$43,351
Long-Term Liabilities
183,850
103,770
49,693
48,620
Total Liabilities
308,431
188,231
97,623
91,971
Shareholders’
Equity
135,186
128,006
84,991
59,533
Total Liabilities & Shareholders’
Equity
$443,617
$316,237
$182,614
$151,504
NASDAQ : MNTX
17


WORKING CAPITAL
Operating working capital increase
of $25.9m                          
($20.3m is from PM acquisition)
Working capital ratios now reflect
higher proportion of international
activity
N. America based operations DSO is 66 days
and DPO is 45 days 
Current ratio would be 2.1 at March 31, 2015
adjusting for PM working capital facilities of
$20.3m  that are transactional and therefore
current, (compared to N. American term lines of
credit that are long term)
March 31,
2015
Dec 31,
2014
Working Capital
$98,938
$89,856
Days sales outstanding (DSO)
74
83
Days payable outstanding
(DPO)
62
60
Inventory turns
2.8
2.2
Current ratio
1.8
2.1
Operating working capital
147,943
122,031
Operating working capital % of
annualized LQS
34.9%
45.6%
NASDAQ : MNTX
18


DEBT AND LIQUIDITY
Repayments of debt principal of $2.8m
in Q1-2015: This includes prepayment of $1.5m
on Comerica term loan
Availability, based on collateral, under working
capital lines in N. America of $14.8m and $6.6m in
ASV
Average Debt Cost approximates 6%
March 31,
2015
Dec 31,
2014
Total Cash
$5,578
$4,370
Total Debt
200,375
112,294
Total Equity
135,186
128,006
Net capitalization
329,983
235,930
Net debt / capitalization
59.0%
45.7%
Adjusted EBITDA (3 months)
$8,030
$5,330
Adjusted EBITDA % of sales
7.6%
8.0%
NASDAQ : MNTX
19


DEBT AND LIQUIDITY
As of March 31, 2015
PM
ASV
Other
Total
Working capital facilities
20,295
16,219
46,225
82,739
Term debt
36,002
39,500
12,000
87,502
Capital leases
-
-
4,983
4,983
Convertible notes
-
-
20,951
20,951
Other acquisition notes
-
-
4,200
4,200
$56,297
$55,719
$88,359
$200,375
Note:
Non-recourse to Manitex International Inc.
$56,297
$55,719
-
$112,016
Interest cost for three months ended March 31, 2015
-
-
-
$2,934
NASDAQ : MNTX
20


3 Months Ended
March 31
2015
March 31
2014
Net (loss) income
(224)
1,877
Net income attributable to
noncontrolling interest
294
-
Income tax
Interest expense
34
2,934
905
805
Foreign currency transaction losses
(gain)
(945)
11
Other (income) expense
10
13
Acquisition and other expense
Depreciation and Amortization
3,027
2,900
-
1,111
Adjusted Earnings before interest,
taxes, depreciation and
amortization (Adjusted EBITDA)
$8,030
$4,722
Adjusted EBITDA % to sales
7.6%
7.5%
3 Months Ended
March 31
2015
March 31 
2014
Net (loss) income as reported
Pre-tax acquisition and other
expenses
(224)
3027
1,877
-
Tax effect based on jurisdictional
blend
Increase in net income to
non-controlling interest
(879)
(406)
-
-
Adjusted Net Income
Weight average diluted shares
outstanding
$1,518
15,836,423
$1,877
13,840,506
Diluted earnings per share as
reported
Total EPS Effect
($0.01)
$0.11
$0.14
-
Adjusted Diluted earnings per share
$0.10
$0.14
*NON-GAAP RECONCILIATIONS
Q1 2015
Reconciliation of GAAP Net Income
to Adjusted EBITDA (in thousands)
Reconciliation of GAAP Net Income
to Adjusted Net Income (in thousands)
NASDAQ : MNTX
21


First Quarter 2015
Pre-tax
After tax
EPS
Deal transaction related
$2,687
$1,903
$0.12
Exceptional operating cost
$357
$245
$0.02
Change in non-controlling interest
Total
$(406)
$2,638
$(406)
$1,742
$(0.03)
$0.11
*NON-GAAP RECONCILIATIONS
Q1 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


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