SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 333-52529
NOTIFICATION OF LATE FILING
(Check One): Form 10-K Form 11-K Form 20-F X Form 10-Q
Form N-SAR
For Period Ended: January 31, 2000
----------------------------------------------------
Transition Report on Form 10-K Transition Report on Form 10-Q
Transition Report on Form 20-F Transition Report on Form N-SAR
Transition Report on Form 11-K
For the Transition Period Ended:
Read attached instruction sheet before preparing form. Please print or
type.
Nothing in this form shall be construed to imply that the Commission has
verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:_________________________
________________________________________________________________________________
PART I
REGISTRANT INFORMATION
Full name of registrant Morris Material Handling, Inc
Former name if applicable
________________________________________________________________________________
Address of principal executive office (Street and number)
315 W. Forest Hill Avenue
City, state and zip code Oak Creek, Wisconsin 53154
PART II
RULE 12b-25 (b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.)
X (a) The reasons described in reasonable detail in Part III
of this form could not be eliminated without
unreasonable effort or expense;
X (b) The subject annual report, semi-annual report,
transition report on Form 10-K, 20-F, 11-K or Form
N-SAR, or portion thereof will be filed on or before
the 15th calendar day following the prescribed due
date; or the subject quarterly report or transition
report on Form 10-Q, or portion thereof will be filed
on or before the fifth calendar day following the
prescribed due date; and
X (c) The accountant's statement or other exhibit required by
Rule 12b-25(c) has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period. The registrant and certain of its subsidiaries are
in the process of negotiating an Amendment and Waiver to the registrant's Bank
Credit Agreement. As a result of numerous difficulties and issues associated
with such Amendment and Waiver, the registrant will not be able to file its
Quarterly Report on Form 10-Q for the three months ended January 31, 2000 on or
before March 16, 2000.
<PAGE>
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
David D. Smith (414) 764-6200
(Name) (Area code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d)
of the Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
X Yes No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof?
X Yes No
If so: attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons why a
reasonable estimate of the results cannot be made.
See Attachment A
Morris Material Handling, Inc
- --------------------------------------------------------------------------------
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: March 16, 2000 By: /s/ Jack Stinnett
---------------------- -----------------------------------
Jack Stinnett
President and Chief Executive Officer
<PAGE>
ATTACHMENT A
Contact: David D. Smith
Vice President - Finance
Tel. (414) 570-2772
MORRIS MATERIAL HANDLING, INC. ANNOUNCES
FIRST QUARTER RESULTS
Milwaukee, WI. March 16, 2000 - Morris Material Handling, Inc., a global
provider of equipment and services for industrial material handling, today
announced its operating results for the first quarter ended January 31, 2000.
For the quarter ended January 31, 2000, net sales and EBITDA, exclusive of the
gain on sale of business, were $66.7 million and $1.4 million, respectively,
compared with $67.9 million and $3.3 million in the same period a year ago. The
Company reported a net loss of $4.2 million for the quarter, which included a
$6.4 million pre-tax gain on the sale of a Canadian subsidiary, as compared to a
net loss of $3.0 million for the same period in the prior year.
The slight decrease in net sales for the first quarter of 2000 compared with the
first quarter of 1999 was primarily due to lower machine sales as a result of
low bookings in late 1999.
The decrease in EBITDA was primarily attributable to the lower level of sales
and lower margin rates reflecting market-pricing pressure. Selling, general and
administrative expenses increased primarily as a result of the trademark license
fee payable to Harnischfeger Industries, Inc., increased goodwill amortization
and acquisitions. These items more than offset the impact of cost reductions.
The Company's bookings for the first quarter of the fiscal year 2000 was $77.3
million as compared to $63.1 million in the same quarter in 1999. The Company's
backlog of orders at January 31, 2000 was $88.0 million compared to $77.4
million at October 31, 1999.
The Company was not able to meet certain financial covenants contained in its
Bank Credit Agreement for the quarter ended January 31, 2000 and anticipates
that it will not meet them in the foreseeable future. The Company has entered
into an Amendment and Page 2 First Quarter Results
Waiver under its Bank Credit Agreement whereby, among other matters, the banks
have waived compliance, for the period from January 31, 2000 until March 29,
2000, by the Company with such financial covenants in order to permit the
Company to make additional borrowings above January 28, 2000, borrowing levels
under its revolving credit facility of up to $12.0 million during such period.
While the Company continues to work with Donaldson, Lufkin & Jenrette Securities
Corp. as its financial advisor to review strategic alternatives, including a
possible sale or recapitalization of the Company, there can be no assurances as
to the outcome thereof.
Morris has global operations on five continents and manufactures a broad range
of through-the-air cranes and hoists for material handling. In addition, Morris
has a network of locations to distribute these products and provide service and
support.
<PAGE>
<TABLE>
MORRIS MATERIAL HANDLING, INC.
CONDENSED STATEMENTS OF INCOME
(Dollars in Thousands)
<CAPTION>
For the Three Months
Ended January 31,
------------------------
------------------------
2000 1999
----------- ---------
----------- --------
(Unaudited)
Revenues
<S> <C> <C>
Net sales $ 66,719 $ 67,920
Other income - net -- 102
-------- --------
66,719 68,022
Cost of Sales 50,872 50,614
Selling, General and Administrative Expenses 16,860 15,933
-------- --------
Operating Income (Loss) (1,013) 1,475
Gain on sale of business 6,380 --
Interest Expense - net
Affiliates -- --
Third party (7,750) (6,908)
-------- --------
Loss before Income Taxes and Minority Interest (2,383) (5,433)
Benefit (Provision) for Income Taxes (1,788) 2,453
Minority Interest 16 6
-------- --------
Net loss (4,155) (2,974)
======== ========
======== ========
</TABLE>
Depreciation and Amortization $ 2,445 $ 1,806
EBITDA (1) 1,432 3,281
(1) EBITDA is exclusive of the gain on sale of business.
