MANITEX INTERNATIONAL, INC. (NASDAQ:MNTX) Files An 8-K Entry into a Material Definitive Agreement
Item1.01. Entry into a Material Definitive Agreement.
ASV Amends Credit Agreement
Manitex International, Inc.s (the Company) joint venture entity
A.S.V., LLC (ASV) is a party to a unitranche credit agreement
with PNC Bank, National Association, and another lender (the
Banks) to provide a $65 million, 5-year credit facility (the
Credit Agreement). On April25, 2017, ASV and the Banks entered
into the First Amendment the Credit Agreement (the Credit
Agreement Amendment). The principal modifications to the Credit
Agreement resulting from the Credit Agreement Amendment are as
follows:
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A revision to one of the prongs of the Change of Control definition limiting the percent of equity interests in ASV that the Company is required to hold |
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Establishing a mechanism for the exchange of previously pledged equity in ASV for equity in ASV in the event of a Qualified IPO (as defined in the Credit Agreement); and |
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A revision to the provisions in the Credit Agreement regarding mandatory prepayments of the indebtedness in the event of a Qualified IPO (as defined in the Credit Agreement). |
The foregoing description of the Credit Agreement Amendment is
qualified in its entirety by reference to the full text of the
Credit Agreement Amendment, which is attached as Exhibit 10.1 to
this Current Report on Form 8-K and incorporated by reference
herein.
Item2.02. Results of Operation and Financial
Condition.
On April26, 2017, ASV filed an amended registration statement on
Form S-1 (File No.333-216912) (the Registration Statement) with
the Securities and Exchange Commission. The Registration
Statement included certain preliminary financial results for ASV
for the three months ended March31, 2017 (the Preliminary
Financial Data), which is also set forth below. The Preliminary
Financial Data has been prepared by, and is the responsibility
of, ASVs management. UHY LLP, the Companys and ASVs independent
registered public accounting firm, has not audited, reviewed,
compiled or performed any procedures with respect to the
Preliminary Financial Data. Accordingly, UHY LLP does not express
an opinion or any other form of assurance with respect thereto.
ASV is currently in the process of finalizing its financial
results for the three months ended March31, 2017. Based on
preliminary unaudited information and management estimates for
the three months ended March31, 2017, ASV expects:
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revenue of $26.0 million to $28.0 million (compared to $28.5 million during the three months ended March31, 2016); |
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operating income of $0.8 million to $1.1 million (compared to $1.0 million during the three months ended March31, 2016); |
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GAAP net income of $0.0 million to $0.2 million (compared to net loss of $0.3 million during the three months ended March31, 2016); |
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EBITDA of $2.0 million to $2.3 million (compared to $2.3 million during the three months ended March31, 2016); |
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adjusted EBITDA of $2.2 million to $2.4 million (compared to adjusted EBITDA of $2.3 million during the three months ended March31, 2016); |
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adjusted EBITDA to be 8.6% of net revenues (compared to 7.9% during the three months ended March31, 2016); |
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revenues from sales of machines to be $18.7 million (compared to $16.8 million during the three months ended March31, 2016); |
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revenues from sales of machines through Terex distribution channels to be 5.2% of total revenues from sales of machines (compared to 48.1% during the three months ended March31, 2016); and |
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growth in revenues from sales of machines through our North American distribution channels to be 93% compared to the three months ended March31, 2016. |
ASV provided ranges for its preliminary results because its
financial closing procedures for the three months ended March31,
2017 are not yet complete. The above information was not prepared
by ASV with a view toward complying with the guidelines
established by the American Institute of Certified Public
Accountants with respect to projected financial information, but,
in the view of ASVs management, was prepared on a reasonable
basis, reflects the best currently available estimates and
judgments, and presents, to the best of ASVs managements
knowledge and belief, ASVs expectations for the three months
ended March31, 2017. However, the preliminary results are subject
to change during the completion of ASVs financial closing
procedures, final adjustments and other developments that may
arise between now and the time the financial results for the
first quarter are finalized. Therefore, ASVs actual results for
the three months ended March31, 2017 may differ materially from
the above information as a result of, among other things, the
important factors discussed under Risk Factors and elsewhere in
the Registration Statement.
The table below sets forth a reconciliation of ASVs net income to
EBITDA and Adjusted EBITDA for the three months ended March31,
2017:
| ($ in millions) | Three Months Ended March31, | |||||||
|
Net income (loss) |
0.0-0.2 | (0.3 | ) | |||||
|
Interest Expense |
0.9 | 1.3 | ||||||
|
Depreciation and Amortization |
1.2 | 1.2 | ||||||
|
EBITDA |
$ | 2.0-2.3 | $ | 2.3 | ||||
|
Costs of ConExpo trade show |
0.1 | |||||||
|
Revision to accrual for legal proceeding expenses less |
(0.2 | ) | ||||||
|
Stock compensation and transaction related compensation |
0.1 | |||||||
|
Adjusted EBITDA |
$ | 2.2-2.4 | $ | 2.3 | ||||
|
Adjusted EBITDA as % of net revenues |
8.6 | % | 7.9 | % |
Item9.01. Financial Statements and Exhibits.
| (d) | Exhibits. |
See the Exhibit Index set forth below for a list of exhibits
included with this Current Report on Form 8-K.
About MANITEX INTERNATIONAL, INC. (NASDAQ:MNTX)
Manitex International, Inc. is a provider of engineered specialty lifting and loading products. The Company operates in three business segments: the Lifting Equipment segment, the A.S.V., LLC (ASV) segment and the Equipment Distribution segment. Through its Lifting Equipment segment, the Company designs, manufactures and distributes a diverse group of products that serve various functions and are used in a range of industries. In the ASV segment, the Company manufactures a line of compact rubber tracked and skid steer loaders. In the Equipment Distribution segment, the Company markets products used primarily for infrastructure development and commercial construction applications that include road and bridge construction, general contracting, roofing, scrap handling, and sign construction and maintenance. The Company, through its subsidiary Manitex, Inc., markets a line of boom trucks, truck cranes and sign cranes. MANITEX INTERNATIONAL, INC. (NASDAQ:MNTX) Recent Trading Information
MANITEX INTERNATIONAL, INC. (NASDAQ:MNTX) closed its last trading session up +0.15 at 7.57 with 49,392 shares trading hands.
