MNTX Manitex International Inc

Manitex International, Inc. (Nasdaq: MNTX) ("Manitex" or the "Company"), a leading international provider of truck cranes, specialized industrial equipment, and construction equipment rental solutions to infrastructure and construction markets, today reported financial results for the three months ended September 30, 2024.

THIRD QUARTER 2024 RESULTS

(all comparisons versus the prior year period unless otherwise noted)

• Net revenue of $66.5 million
• Gross profit of $16.0 million; gross margin of 24.1%
• Net Income of $0.4 million; Adjusted Net Income of $1.8 million, or $0.09 per diluted share
• Adjusted EBITDA of $8.5 million; Adjusted EBITDA margin of 12.8%
• On September 12, announced an agreement to be acquired by Tadano, Ltd. (“Tadano”) for $5.80 in cash per share

THIRD QUARTER 2024 PERFORMANCE

Manitex reported net revenue of $66.5 million for the third quarter 2024, down 6.7% from net revenue of $71.3 million for the same period last year owing primarily to a revenue decline in sales of aerial work platforms and chassis sales, partially offset by growth in the Rental segment.

Lifting Equipment Segment revenue was $57.3 million during the third quarter 2024, a decrease of 10.1%, versus the prior-year period. The revenue decrease was a result of the aforementioned lower sales of aerial work platforms and chassis sales.

Rental Equipment Segment revenue was $9.3 million in the third quarter 2024, an increase of 22.0% versus the prior year, driven by strong end-market demand and investments in rental fleet growth.

Total gross profit was $16.0 million in the third quarter, a decrease of 3.4% from the prior-year period, as revenue headwinds were partially offset by lower material costs driven by supply chain initiatives and increased contribution from the Rental segment. As a result of these factors, gross profit margin increased 83 basis points to 24.1% during the third quarter 2024.

SG&A expense was $9.9 million for the third quarter, down from $10.5 million for the comparable period last year. R&D costs of $0.7 million were down from $0.9 million from last year.

Operating income was $4.4 million for the third quarter 2024, compared to $5.2 million for the same period last year. Third quarter 2024 results include transaction costs of $1.0 million related to the pending acquisition by Tadano. Third quarter operating margin was 6.7%, compared to 7.3% in the prior year period.

Net income was $0.4 million, or $0.02 per diluted share, for the third quarter 2024, compared to a net income of $1.7 million, or $0.08 per diluted share, for the same period last year.

Adjusted EBITDA was $8.5 million for the third quarter 2024, or 12.8% of sales, compared to adjusted EBITDA of $8.5 million, or 11.9% of sales, for the same period last year. See Non-GAAP reconciliations in the appendix of this release.

As of September 30, 2024, total backlog was $97 million, down from $170 million at the end of the fourth quarter 2023.

BALANCE SHEET AND LIQUIDITY

As of September 30, 2024, total debt was $88.2 million. Cash and cash equivalents as of September 30, 2024, were $4.5 million, resulting in net debt of $83.7 million. Net leverage was 2.5x at the end of the third quarter 2024, down from 2.9x at the end of fourth quarter 2023.

TADANO ACQUISITION

On September 12, 2024, the Company entered into a definitive agreement to be acquired by Tadano, Ltd. (“Tadano”) in an all-cash transaction at an equity value of $123 million and total transaction value of $223 million, including outstanding debt.

Under the terms of the transaction, Manitex shareholders will receive $5.80 per share in cash. Upon completion of the transaction, Manitex’s shares will no longer trade on NASDAQ or any other public market. The transaction is expected to close early in the first quarter of 2025, subject to approval by Manitex shareholders, receipt of regulatory approvals and other customary closing conditions. Please see "No Offer or Solicitation,” “Additional Information Regarding the Merger and Where to Find It" and "Certain Information Regarding Participants in the Solicitation" below for important additional information regarding the proposed merger and related matters.

Given the Company’s pending acquisition by Tadano, Manitex is not hosting a conference call to discuss its third quarter financial results, and the Company is no longer providing financial guidance.

NON-GAAP FINANCIAL MEASURES AND OTHER ITEMS

In this press release, we refer to various non-GAAP (U.S. generally accepted accounting principles) financial measures which management uses to evaluate operating performance, to establish internal budgets and targets, and to compare the Company's financial performance against such budgets and targets. These non-GAAP measures, as defined by the Company, may not be comparable to similarly titled measures being disclosed by other companies. While adjusted financial measures are not intended to replace any presentation included in our condensed consolidated financial statements under generally accepted accounting principles (GAAP) and should not be considered an alternative to operating performance or an alternative to cash flow as a measure of liquidity, we believe these measures are useful to investors in assessing our operating results, capital expenditures and working capital requirements and the ongoing performance of its underlying businesses. A reconciliation of Adjusted GAAP financial measures is included with this press release. All per share amounts are on a fully diluted basis. The quarterly amounts described below are unaudited, are reported in thousands of U.S. dollars, and are as of the dates indicated.

ABOUT MANITEX INTERNATIONAL

Manitex International is a leading provider of mobile truck cranes, industrial lifting solutions, aerial work platforms, construction equipment and rental solutions that serve general construction, crane companies, and heavy industry. The company engineers and manufactures its products in North America and Europe, distributing through independent dealers worldwide. Our brands include Manitex, PM, Oil & Steel, Valla, and Rabern Rentals.

NO OFFER OR SOLICITATION

This press release does not constitute an offer to sell or the solicitation of an offer to buy the securities of Manitex or the solicitation of any vote or approval, nor shall there be any offer, solicitation or sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. No offer of securities shall be made in the United States absent registration under the Securities Act of 1933, as amended, or pursuant to an exemption from, or in a transaction not subject to, such registration requirements.

ADDITIONAL INFORMATION REGARDING THE MERGER AND WHERE TO FIND IT

This communication relates to the proposed merger involving Manitex, Tadano and Lift SPC Inc. (“Merger Sub”)., whereby Merger Sub shall be merged with and into Manitex (the “proposed merger”), with Manitex as the surviving corporation. The proposed merger will be submitted to the shareholders of Manitex for their consideration at a special meeting of the shareholders. In connection therewith, Manitex intends to file relevant materials with the U.S. Securities and Exchange Commission (the “SEC”), including a definitive proxy statement on Schedule 14A (the “definitive proxy statement”) which will be mailed or otherwise disseminated to Manitex’s shareholders when it becomes available, together with a proxy card, and a transaction statement on Schedule 13e-3 that will be filed jointly with Tadano. Manitex and Tadano may also file other relevant documents with the SEC regarding the proposed merger. INVESTORS AND SHAREHOLDERS ARE URGED, PRIOR TO MAKING ANY INVESTMENT OR VOTING DECISION, TO READ THE DEFINITIVE PROXY STATEMENT, SCHEDULE 13E-3 AND ANY OTHER RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC CAREFULLY AND IN THEIR ENTIRETY WHEN THEY BECOME AVAILABLE, BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED MERGER. Shareholders may obtain free copies of the definitive proxy statement, any amendments or supplements thereto, the Schedule 13e-3 filing and other documents containing important information about Manitex, Tadano and the proposed merger, once such documents are filed with the SEC, through the website maintained by the SEC at www.sec.gov. Free copies of the documents filed with the SEC can also be obtained on Manitex’s website at www.manitexinternational.com or by contacting Manitex’s Corporate Secretary at (708) 237-2052 or InvestorCom LLC, Manitex’s proxy solicitor, at (877) 972-0090 or proxy@investor-com.com.

This communication may be deemed to be solicitation material in respect of the proposed merger contemplated by the Merger Agreement.

CERTAIN INFORMATION REGARDING PARTICIPANTS IN THE SOLICITATION

Manitex, Tadano and certain of their directors, executive officers and employees may, under the rules of the SEC, be deemed to be participants in the solicitation of proxies in connection with the proposed merger. Information regarding Manitex’s directors and executive officers is contained in Manitex’s definitive proxy statement on Schedule 14A for the 2024 annual meeting of shareholders, filed with the SEC on April 29, 2024, the proxy statement supplement, which was filed with the SEC on June 18, 2024, and Manitex’s Annual Report on Form 10-K for the fiscal year ended December 31, 2023, which was filed with the SEC on February 29, 2024 and in subsequent documents filed with the SEC. Additional information regarding the participants in the proxy solicitation and a description of their direct or indirect interests, by security holdings or otherwise, will be included in the definitive proxy statement, Schedule 13e-3 and other relevant documents filed with the SEC regarding the proposed merger, if and when they become available. Free copies of these materials may be obtained as described in the preceding paragraph.

FORWARD-LOOKING STATEMENTS

Safe Harbor Statement under the U.S. Private Securities Litigation Reform Act of 1995: This release 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 release 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.

MANITEX INTERNATIONAL, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share data)

(Unaudited)

 

September 30, 2024

December 31, 2023

ASSETS

Current assets

Cash

$

4,246

 

$

9,269

 

Cash – restricted

 

215

 

 

212

 

Trade receivables (net)

 

47,275

 

 

49,118

 

Other receivables

 

1,394

 

 

553

 

Inventory (net)

 

84,180

 

 

82,337

 

Prepaid expenses and other current assets

 

3,725

 

 

4,084

 

Total current assets

 

141,035

 

 

145,573

 

Total fixed assets, net of accumulated depreciation of $35,000 and $29,751 at September 30, 2024 and December 31, 2023, respectively

 

51,696

 

 

49,560

 

Operating lease assets

 

7,344

 

 

7,416

 

Intangible assets (net)

 

9,897

 

 

12,225

 

Goodwill

 

37,551

 

 

37,354

 

Deferred tax assets

 

3,358

 

 

3,603

 

Total assets

$

250,881

 

$

255,731

 

LIABILITIES AND EQUITY

Current liabilities

Accounts payable

$

44,012

 

$

47,644

 

Accrued expenses

 

13,935

 

 

14,503

 

Related party payables (net)

 

-

 

 

27

 

Revolving term credit facilities

 

1,820

 

 

2,185

 

Notes payable (net)

 

21,087

 

 

23,343

 

Current portion of finance lease obligations

 

670

 

 

605

 

Current portion of operating lease obligations

 

2,166

 

 

2,100

 

Customer deposits

 

2,155

 

 

2,384

 

Total current liabilities

 

85,845

 

 

92,791

 

Long-term liabilities

Revolving term credit facilities (net)

 

48,625

 

 

49,781

 

Notes payable (net)

 

13,727

 

 

16,249

 

Finance lease obligations (net of current portion)

 

2,272

 

 

2,777

 

Operating lease obligations (net of current portion)

 

5,177

 

 

5,315

 

Deferred tax liability

 

5,505

 

 

4,145

 

Other long-term liabilities

 

3,473

 

 

4,989

 

Total long-term liabilities

 

78,779

 

 

83,256

 

Total liabilities

 

164,624

 

 

176,047

 

Commitments and contingencies

Equity

Preferred stock—Authorized 150,000 shares, no shares issued or outstanding at September 30, 2024 and December 31, 2023

 

—

 

 

—

 

Common stock—no par value 25,000,000 shares authorized 20,397,358 and 20,258,194 shares issued and outstanding at September 30, 2024 and December 31, 2023, respectively

 

135,274

 

 

134,328

 

Additional paid-in capital

 

5,670

 

 

5,440

 

Retained deficit

 

(61,782

)

 

(65,982

)

Accumulated other comprehensive loss

 

(3,675

)

 

(4,169

)

Equity attributable to shareholders of Manitex International

 

75,487

 

 

69,617

 

Equity attributed to noncontrolling interest

 

10,770

 

 

10,067

 

Total equity

 

86,257

 

 

79,684

 

Total liabilities and equity

$

250,881

 

$

255,731

MANITEX INTERNATIONAL, INC.

CONSOLIDATED STATEMENTS OF OPERATIONS

(In thousands, except for share and per share amounts)

(Unaudited)

 

Three Months Ended September 30,

Nine Months Ended September 30,

 

2024

 

 

2023

 

 

2024

 

 

2023

 

Net revenues

$

66,544

 

$

71,331

 

$

216,122

 

$

212,736

 

Cost of sales

 

50,519

 

 

54,746

 

 

166,053

 

 

166,806

 

Gross profit

 

16,025

 

 

16,585

 

 

50,069

 

 

45,930

 

Operating expenses

Research and development costs

 

711

 

 

861

 

 

2,494

 

 

2,512

 

Selling, general and administrative expenses

 

9,894

 

 

10,545

 

 

32,138

 

 

32,342

 

Transaction costs

 

985

 

 

-

 

 

985

 

 

-

 

Total operating expenses

 

11,590

 

 

11,406

 

 

35,617

 

 

34,854

 

Operating income

 

4,435

 

 

5,179

 

 

14,452

 

 

11,076

 

Other income (expense)

Interest expense, net

 

(2,082

)

 

(1,856

)

 

(5,715

)

 

(5,517

)

Foreign currency transaction loss

 

(761

)

 

(883

)

 

(1,590

)

 

(1,656

)

Other income (expense)

 

35

 

 

196

 

 

52

 

 

(541

)

Total other expense

 

(2,808

)

 

(2,543

)

 

(7,253

)

 

(7,714

)

Income before income taxes

 

1,627

 

 

2,636

 

 

7,199

 

 

3,362

 

Income tax expense

 

874

 

 

742

 

 

2,296

 

 

962

 

Net income

 

753

 

 

1,894

 

 

4,903

 

 

2,400

 

Net income attributable to noncontrolling interest

 

326

 

 

194

 

 

703

 

 

243

 

Net income attributable to shareholders of Manitex International, Inc.

$

427

 

$

1,700

 

$

4,200

 

$

2,157

 

Income per share

 

Basic

$

0.02

 

$

0.08

 

$

0.21

 

$

0.11

 

Diluted

$

0.02

 

$

0.08

 

$

0.21

 

$

0.11

 

Weighted average common shares outstanding

Basic

 

20,397,358

 

 

20,252,114

 

 

20,350,315

 

 

20,193,696

 

Diluted

 

20,397,358

 

 

20,254,830

 

 

20,384,585

 

 

20,196,255

 

Net Sales and Gross Margin

Three Months Ended

September 30, 2024

June 30, 2024

September 30, 2023

As Reported

As Adjusted

As Reported

As Adjusted

As Reported

As Adjusted

Net sales

$66,544

 

$66,544

 

$76,235

 

$76,235

 

$71,331

 

$71,331

% change Vs Q2 2024

(12.7%)

(12.7%)

% change Vs Q3 2023

(6.7%)

 

(6.7%)

 

 

 

 

 

 

 

 

 

Gross margin

16,025

16,025

17,161

17,161

16,585

16,585

Gross margin % of net sales

24.1%

 

24.1%

 

22.5%

 

22.5%

 

23.3%

 

23.3%

Backlog

Sept 30, 2024

June 30, 2024

Mar 31, 2024

Dec 31, 2023

Sept 30, 2023

 

Backlog from continuing operations

 

97,277

115,811

154,182

170,286

196,872

Change Versus Current Period

(16.0%)

(36.9%)

(42.9%)

(50.6%)

 

Backlog is defined as orders for equipment which have not yet shipped as well as orders by foreign subsidiaries for international deliveries. The disclosure of backlog aids in the analysis the Company's customers' demand for product, as well as the ability of the Company to meet that demand.

Backlog is not necessarily indicative of sales to be recognized in a specified future period.

Reconciliation of Net Income Attributable to Shareholders of Manitex International, Inc. to Adjusted Net Income

 

Three Months Ended

September 30, 2024

June 30, 2024

September 30, 2023

 

 

 

 

 

 

Net income attributable to shareholders of Manitex International, Inc.

$

427

 

$

1,490

 

$

1,700

Adjustments, including net tax impact

 

1,372

 

713

 

1,222

Adjusted net income attributable to shareholders of Manitex International, Inc.

$

1,799

 

$

2,203

 

$

2,922

Weighted diluted shares outstanding

 

20,397,358

 

20,392,756

 

20,254,830

 

Diluted earnings per share as reported

$

0.02

 

$

0.07

 

$

0.08

Total EPS effect

$

0.07

$

0.04

$

0.06

Adjusted diluted earnings per share

$

0.09

 

$

0.11

 

$

0.14

Reconciliation of Net Income to Adjusted EBITDA

 

Three Months Ended

September 30, 2024

June 30, 2024

September 30, 2023

 

Net Income

$

753

 

 

$

1,719

 

 

$

1,894

 

Interest expense

 

2,082

 

 

1,840

 

 

1,856

 

Tax expense

 

874

 

 

 

1,178

 

 

 

742

 

Depreciation and amortization expense

 

2,767

 

 

2,651

 

 

2,739

 

EBITDA

$

6,476

 

 

$

7,388

 

 

$

7,231

 

 

Adjustments:

Stock compensation

$

269

 

$

360

 

$

457

 

FX

 

761

 

 

 

353

 

 

 

883

 

Deal costs

 

985

 

 

-

 

 

-

 

Pension settlement

 

-

 

 

 

-

 

 

 

(118

)

 

Total Adjustments

$

2,015

 

$

713

 

$

1,222

 

 

Adjusted EBITDA

$

8,491

 

 

$

8,101

 

 

$

8,453

 

 

Adjusted EBITDA as % of sales

 

12.8

%

 

10.6

%

 

11.9

%

Net Debt

September 30, 2024

June 30, 2024

September 30, 2023

Total cash & cash equivalents

$

4,461

 

$

5,303

 

$

4,876

 

Notes payable - short term

$

21,087

$

21,153

$

18,640

Current portion of finance leases

 

670

 

 

651

 

 

579

Notes payable - long term

 

13,727

 

14,064

 

20,857

Finance lease obligations - LT

 

2,272

 

 

2,444

 

 

2,940

Revolver, net

 

50,445

 

50,923

 

48,259

Total debt

$

88,201

 

$

89,235

 

$

91,275

 

Net debt

$

83,740

$

83,932

$

86,399

Net debt is calculated using the Consolidated Balance Sheet amounts for current and long-term portion of long-term debt, capital lease obligations, notes payable, and revolving credit facilities minus cash and cash equivalents.

View source version on businesswire.com: https://www.businesswire.com/news/home/20241107748837/en/

IR CONTACT Paul Bartolai or Noel Ryan MNTX@val-adv.com