UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10Q
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended June 30, 2000
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OR
[_] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
For the transition period from to
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Commission File Number 1-11978
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The Manitowoc Company, Inc.
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(Exact name of registrant as specified in its charter)
Wisconsin 39-0448110
-------------------------------- -------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification Number)
500 So. 16th Street, Manitowoc, Wisconsin 54220
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(Address of principal executive offices) (Zip Code)
(920) 684-4410
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(Registrant's telephone number, including area code)
(Former name, former address and former fiscal year, if changed
since last report.)
Indicate by check mark whether the Registrant (1) has filed all
reports required to be filed by Section 13 or 15(d) of the
Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the Registrant was required to file
such reports), and (2) has been subject to such filing requirements
for the past 90 days.
Yes ( X ) No ( )
The number of shares outstanding of the Registrant's common
stock, $.01 par value, as of June 30, 2000, the most recent
practicable date, was 24,634,771.
PART I. FINANCIAL INFORMATION
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Item 1. Financial Statements
-------------------------------------
<TABLE>
<CAPTION>
THE MANITOWOC COMPANY, INC.
Consolidated Statements of Earnings
For the Quarter and Six Months Ended June 30, 2000 and 1999
(Unaudited)
(In thousands, except per-share and average shares data)
QUARTER ENDED YEAR-TO-DATE
------------------------- ----------------------
June 30, June 30, June 30, June 30,
2000 1999 2000 1999
---------- --------- ---------- ---------
<S> <C> <C> <C> <C>
Net Sales $ 239,287 $ 226,342 $ 441,277 $ 410,532
Costs And Expenses:
Cost of goods sold 168,221 160,624 314,494 292,253
Engineering, selling and
administrative expenses 30,572 29,298 59,546 59,209
------- --------- -------- --------
Total 198,793 189,922 374,040 351,462
Earnings From Operations 40,494 36,420 67,237 59,070
Other Income (Expense):
Interest expense (3,938) (2,736) (6,449) (5,444)
Interest & dividend income 221 17 288 104
Other expense (607) (386) (1,045) (692)
------- -------- -------- --------
Total (4,324) (3,105) (7,206) (6,032)
-------- -------- -------- --------
Earnings Before Taxes
On Income 36,170 33,315 60,031 53,038
Provision For Taxes On Income 13,564 12,329 22,512 19,624
-------- -------- -------- --------
Net Earnings $ 22,606 $ 20,986 $ 37,519 $ 33,414
-------- -------- -------- --------
Net Earnings Per Share - Basic $ .91 $ .81 $ 1.48 $ 1.29
Net Earnings Per Share - Diluted $ .91 $ .80 $ 1.47 $ 1.27
Dividends Per Share $ .075 $ .075 $ .15 $ .15
Average Shares
Outstanding - Basic 24,725,648 25,965,034 25,287,860 25,963,711
Average Shares
Outstanding - Diluted 24,905,159 26,321,060 25,436,958 26,329,040
See accompanying notes which are an integral part of these
statements.
</TABLE>
<TABLE>
<CAPTION>
THE MANITOWOC COMPANY, INC.
Consolidated Balance Sheets
As of June 30, 2000 and December 31, 1999
(In thousands, except share data)
-ASSETS-
June 30, Dec. 31,
2000 1999
--------- -----------
(Unaudited)
<S> <C> <C>
Current Assets:
Cash and cash equivalents $ 10,383 $ 10,097
Marketable securities 1,983 1,923
Accounts receivable 102,446 62,802
Inventories 98,306 91,437
Prepaid expenses and other 2,798 2,211
Future income tax benefits 22,557 22,528
----------- ------------
Total current assets 238,473 190,998
Intangible assets - net 264,713 232,729
Other assets 14,532 14,490
Property, plant and equipment:
At cost 232,204 214,352
Less accumulated depreciation (132,755) (122,329)
----------- ------------
Property, plant and equipment-net 99,449 92,023
----------- ------------
TOTAL $ 617,167 $ 530,240
----------- ------------
-LIABILITIES AND STOCKHOLDERS' EQUITY-
Current Liabilities:
Accounts payable and accrued expenses $ 159,048 $ 141,909
Current portion of long-term debt 750 489
Short-term borrowings 108,335 32,300
Product warranties 14,738 14,610
---------- -----------
Total current liabilities 282,871 189,308
Non-Current Liabilities:
Long-term debt less current portion 78,941 79,223
Post-retirement health benefits obligations 20,162 19,912
Other 11,219 9,621
---------- -----------
Total non-current liabilities $ 110,322 $ 108,756
---------- -----------
Stockholders' Equity:
Common stock (36,746,482 shares
issued at both dates) 367 367
Additional paid-in capital 31,586 31,476
Accumulated other comprehensive income (loss) (1,568) (814)
Retained earnings 315,421 281,672
Treasury stock at cost (12,111,711 and
10,658,113 shares) (121,832) (80,525)
----------- -----------
Total stockholders' equity 223,974 232,176
----------- -----------
TOTAL $ 617,167 $ 530,240
----------- -----------
See accompanying notes which are an integral part of these
statements.
</TABLE>
<TABLE>
<CAPTION>
THE MANITOWOC COMPANY, INC.
Consolidated Statements of Cash Flows
For the Six Months Ended June 30, 2000 and 1999
(In thousands)
(Unaudited)
June 30, 2000 June 30, 1999
----------------- ----------------
<S> <C> <C>
Cash Flows From Operations:
Net earnings $ 37,519 $ 33,414
Non-cash adjustments to income:
Depreciation 4,947 4,651
Amortization of goodwill 3,987 3,588
Amortization of deferred financing fees 336 307
Loss on sale of fixed assets 46 169
Changes in operating assets and liabilities
excluding effects of business acquisitions:
Accounts receivable (31,084) (4,503)
Inventories (1,119) 1,905
Other current assets 1,296 3,797
Non-current assets (542) (2,414)
Current liabilities 9,687 20,271
Non-current liabilities (27) 297
---------- ----------
Net cash provided by operations 25,046 61,482
Cash Flows From Investing:
Purchase of temporary investments (60) (57)
Business acquisitions - net (47,411) (62,655)
Proceeds from sale of property,
plant, and equipment 110 1,353
Capital expenditures (8,412) (5,590)
---------- ----------
Net cash used for investing (55,773) (66,949)
Cash Flows From Financing:
Dividends paid (3,770) (3,895)
Options exercised 301 77
Treasury stock purchases (41,498) --
Payments on long-term borrowings (21) (13,645)
Change in revolver borrowings - net 76,035 23,800
---------- ----------
Net cash provided by financing 31,047 6,337
Effect of exchange rate changes on cash (34) (13)
---------- ----------
Net increase in cash
and cash equivalents 286 857
Cash at beginning of period 10,097 10,582
---------- ----------
Cash at end of period $ 10,383 $ 11,439
---------- ----------
Supplemental Cash Flow Information:
Interest paid $ 5,037 $ 4,467
Income taxes paid $ 17,845 $ 14,473
See accompanying notes which are an integral part of these
statements.
</TABLE>
<TABLE>
<CAPTION>
THE MANITOWOC COMPANY, INC.
Consolidated Statements of Comprehensive Income
For the Quarter and Six Months Ended June 30, 2000 and 1999
(In thousands)
(Unaudited)
QUARTER ENDED YEAR-TO-DATE
----------------------- ----------------------
June 30, June 30, June 30, June 30,
2000 1999 2000 1999
-------- -------- -------- -------
<S> <C> <C> <C> <C>
Net Earnings $22,606 $20,986 $37,519 $33,414
Other Comprehensive Income:
Foreign currency
translation adjustments (570) (118) (754) (288)
------- -------- -------- -----
Comprehensive Income $22,036 $20,868 $36,765 $33,126
------- ------- ------- -------
See accompanying notes which are an integral part of these statements.
</TABLE>
THE MANITOWOC COMPANY, INC.
Notes to Unaudited Consolidated Financial Statements
For the Six Months Ended June 30, 2000 and 1999
Note 1. In the opinion of management, the accompanying unaudited
condensed consolidated financial statements contain all
adjustments, representing normal recurring accruals,
necessary to present fairly the results of operations,
cash flows and comprehensive income for the quarters and
six months ended June 30, 2000 and 1999 and the financial
position at June 30, 2000. The interim results are not
necessarily indicative of results for a full year and do
not contain information included in the company's annual
consolidated financial statements and notes for the year
ended December 31, 1999. The consolidated balance sheet
as of December 31, 1999 was derived from audited financial
statements, but does not include all disclosures required
by generally accepted accounting principles. It is
suggested that these financial statements be read in
conjunction with the financial statements and the notes
thereto included in the company's latest annual report.
All dollar amounts are in thousands throughout these notes except
where otherwise indicated.
Note 2. The components of inventory at June 30, 2000 and December
31, 1999 are summarized as follows:
<TABLE>
<CAPTION>
June 30, December 31,
2000 1999
----------- -------------
<S> <C> <C>
Components:
Raw materials $ 38,390 $ 39,134
Work-in-process 29,885 30,218
Finished goods 52,430 42,352
--------- ---------
Total inventories at FIFO costs 120,705 111,704
Excess of FIFO costs
over LIFO value (22,399) (20,267)
--------- ---------
Total inventories $ 98,306 $ 91,437
</TABLE>
Inventory is carried at lower of cost or market using the first-in,
first-out (FIFO) method for 51% and 57% of total inventory at June
30, 2000 and December 31, 1999, respectively. The remainder of the
inventory is costed using the last-in, first-out (LIFO) method.
Note 3. The United States Environmental Protection Agency ("EPA")
has identified the company as a potentially responsible
party ("PRP") under the Comprehensive Environmental
Response Compensation and Liability Act ("CERCLA"), liable
for the costs associated with investigating and cleaning
up contamination at the Lemberger Landfill Superfund Site
(the "Site") near Manitowoc, Wisconsin.
Approximately 150 PRP's have been identified as having
shipped substances to the Site. Eleven of the potentially
responsible parties, including the company, have formed a
group (the Lemberger Site Remediation Group, or LSRG) and
have successfully negotiated with the EPA and the
Wisconsin Department of Natural Resources to settle the
potential liability at the Site and fund the cleanup.
Recent estimates indicate that the total cost to clean up the Site
could be as high as $30 million, however, the ultimate allocation of
costs for the Site are not yet final. Although liability is joint
and several, the company's percentage share of liability is
estimated to be 11% of the total cleanup costs. Prior to December
31, 1996, the company accrued $3.3 million in connection with this
matter. The expenses incurred during the second quarter and first
six months of
2000 and 1999 in connection with this matter were not material.
Remediation work at the Site has been completed, with only long-term
pumping and treating of ground water and Site maintenance remaining.
The remaining estimated liability for this matter, included in other
current and noncurrent liabilities at June 30, 2000, is $1.1
million.
As of June 30, 2000, 31 product-related lawsuits (other than
lawsuits which were fully insured with no self-insured retention and
lawsuits relating to breaking contract) were pending. All of these
alleged accidents occurred during years in which the company had
insurance coverages ranging from a $5.5 million self-insured
retention with a $10.0 million limit on the insurer's contribution
in 1990, to the current $1.0 million self-insured retention and
$50.0 million limit on the insurer's contribution.
Product liability reserves included in accounts payable and accrued
expenses at June 30, 2000 are $8.3 million; $2.7 million reserved
specifically for the 31 cases referenced above, and $5.6 million for
incurred but not reported claims. These reserves were estimated
using actuarial methods. Based on the company's experience in
defending itself against product liability claims, management
believes the current reserves are adequate for estimated settlements
on aggregate self-insured claims. Any recoveries from insurance
carriers are dependent upon the legal sufficiency of claims and the
solvency of insurance carriers.
It is reasonably possible that the estimates for environmental
remediation and product liability costs may change in the near
future based upon new information that may arise. Presently, there
is no reliable means to estimate the amount of any such potential
changes.
The company is also involved in various other legal actions arising
in the normal course of business. After taking into consideration
legal counsel's evaluation of such actions, in the opinion of
management, ultimate resolution is not expected to have a material
adverse effect on the consolidated financial statements.
Note 4. The company holds assets for sale which include land and
improvements, buildings, and certain machinery and
equipment at the "Peninsula facility" located in
Manitowoc, Wisconsin, and land and building located in
Scotts Hill, Tennessee. The current carrying value of
these assets, determined through independent appraisals,
is approximately $3.3 million and is included in other
assets at June 30, 2000. The company has reserved for the
future holding costs, which are included in accounts
payable and accrued expenses, consisting primarily of
utilities, security, maintenance, property taxes, and
insurance. The company has also recorded reserves for
potential environmental liabilities on the Peninsula
location. For the second quarter and first six months of
2000, approximately $0.7 million and $0.9 million were
charged against the reserve, respectively.
Note 5. On February 17, 1999, the company's board of directors
authorized a 3-for-2 stock split of the company's shares
in the form of a 50-percent stock dividend payable on
April 1, 1999 to shareholders of record on March 1, 1999.
As a result of the stock split, 8,652,289 shares were
issued.
In October, 1999, the board of directors authorized the purchase of
up to 1.5 million shares of the company's common stock. In March,
2000, the board of directors increased the number of shares of
common stock that the company is authorized to repurchase by 1.0
million shares. During the first six months of 2000, the company
repurchased 1.5 million shares at an aggregate cost of $41.5 million
pursuant to this authorization.
Note 6. The following is a reconciliation of the average shares
outstanding used to compute basic and diluted earnings per
share.
<TABLE>
<CAPTION>
Quarter Ended June 30 Six Months Ended June 30
--------------------------------- -----------------------------------
2000 1999 2000 1999
---------------------- --------------------- ----------------------- ----------------------
Per Share Per Share Per Share Per Share
Shares Amount Shares Amount Shares Amount Shares Amount
--------- ---------- --------- ---------- ---------- --------- --------- -----------
<S> <C> <C> <C> <C> <C> <C>
Basic EPS 24,725,648 $.91 25,965,034 $.81 25,287,860 $1.48 25,963,711 $1.29
Effect of Dilutive
Securities Stock
Options 179,511 356,026 149,098 365,329
------------ ------------ ------------ -----------
Diluted EPS 24,905,159 $.91 26,321,060 $.80 25,436,958 $1.47 26,329,040 $1.27
</TABLE>
Note 7. On January 14, 2000, the company, through a wholly-owned
subsidiary, acquired certain assets of Pioneer Holdings
LLC (Pioneer), a manufacturer of hydraulic boom trucks,
from its parent company Mega Manufacturing. Pioneer
produces five models of boom trucks with varying lifting
capacities sold under the Pioneer brand name. Pioneer
Cranes feature an innovative X-type outrigger system that
provides 360-degree stability and 500-degree rotation
capability without any reduction in lifting capacity.
On February 17, 2000 the company, through a wholly-owned subsidiary,
acquired all of the issued and outstanding shares of Beverage
Equipment Supply Company (BESCO), a leading wholesale distributor of
beverage dispensing equipment. BESCO has been integrated into the
Company's Manitowoc Beverage Systems (MBS) operation. BESCO serves
14 states primarily in the Midwest, is located in Holland, Ohio, and
has a warehouse facility in Lombard, Illinois. BESCO represents
more than 50 different equipment manufacturers with products ranging
from beverage dispensing equipment and systems to draft beer-
dispensing systems.
On March 31, 2000 the company acquired all of the issued and
outstanding shares of Multiplex Company, Inc. (Multiplex).
Multiplex is headquartered in St. Louis, Missouri where its
production facility is located and has operations in Franfurt,
Germany and Surrey, England. Multiplex manufactures soft drink and
beer dispensing equipment as well as water purification systems and
supplies leading quick-service restaurants, convenience stores, and
movie theatres. In addition, Multiplex designs and builds custom
applications to meet the needs of customers with requirements that
cannot be met by conventional dispensing equipment. Multiplex was
integrated into the Company's Ice/Beverage Group.
On April 7, 2000 the company, through a wholly-owned subsidiary,
acquired substantially all of the net business assets of Harford
Duracool, LLC (Harford), a leading manufacturer of walk-in
refrigerators and freezers. Harford maintains a 67,000-square-foot
manufacturing facility in Aberdeen, Maryland. The Harford's primary
distribution channels are foodservice equipment dealers and
commercial refrigeration distributors. Harford's products range in
size from 200 to 60,000 cubic feet. Harford also manufactures a
line of modular, temperature-controlled structures for other niche
markets.
All of the aforementioned acquisitions have been accounted for using
the purchase method of accounting and were financed using funds from
the company's existing credit facility. The total aggregate
consideration paid for these acquisitions was $56.9 million, which
is net of cash acquired of $3.5 million and includes direct
acquisition costs of $0.3 million and assumed liabilities of $9.5
million. The preliminary estimate of the aggregate excess of cost
over the fair values of the net assets acquired for these
acquisitions of $35.6 million is being amortized over a weighted
average life of 36 years. The results of these acquisitions'
operations subsequent to their date of acquisition are included in
the Consolidated Statement of Earnings for the quarter and six
months ending June 30, 2000.
Note 8. The company determines its segments based upon the
internal organization that is used by management to make
operating decisions and assess performance. Based upon
this approach, the company has three reportable segments:
Foodservice Equipment (Foodservice), Cranes and Related
Products (Cranes), and Marine Operations (Marine).
Information about reportable segments and a reconciliation of total
segment sales and profits to the consolidated totals for the
quarters and first six months ending June 30, 2000 and 1999 are
summarized in Item 2, "Management's Discussion and Analysis of
Financial Condition and Results of Operations", to this report on
Form 10-Q. As of June 30, 2000 and December 31, 1999, the total
assets by segment were as follows:
<TABLE>
<CAPTION>
June 30, Dec. 31,
2000 1999
----------- -----------
<S> <C> <C>
Foodservice $ 387,108 $ 314,982
Cranes 180,905 165,974
Marine 12,124 10,162
General corporate 37,030 39,122
------------ ------------
Total $ 617,167 $ 530,240
</TABLE>
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
Results of Operations for the Quarter and Six Months Ended June 30,
2000 and 1999
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Net sales and earnings from operations by business segment for the
quarter and first six months ended June 30, 2000 and 1999 are shown
below (in thousands):
<TABLE>
<CAPTION>
QUARTER ENDED YEAR-TO-DATE
-------------------------- ------------------------
June 30, June 30, June 30, June 30,
2000 1999 2000 1999
-------- --------- --------- ---------
<S> <C> <C> <C> <C>
NET SALES:
Foodservice equipment $ 121,948 $110,561 $ 214,877 $194,851
Cranes and related products 98,491 98,147 195,398 187,577
Marine 18,848 17,634 31,002 28,104
---------- ---------- ---------- ----------
Total $ 239,287 $226,342 $ 441,277 $410,532
EARNINGS (LOSS) FROM OPERATIONS:
Foodservice equipment $ 22,289 $ 21,081 $ 34,468 $ 32,853
Cranes and related products 20,134 17,325 37,466 30,602
Marine 2,864 2,880 5,241 5,192
General corporate expense (2,708) (2,998) (5,951) (5,989)
Amortization (2,085) (1,868) (3,987) (3,588)
---------- ---------- ---------- ----------
Total 40,494 36,420 67,237 59,070
OTHER INCOME (EXPENSE) -NET (4,324) (3,105) (7,206) (6,032)
--------- ---------- ---------- ----------
EARNINGS BEFORE TAXES ON INCOME $ 36,170 $ 33,315 $ 60,031 $ 53,038
</TABLE>
Net earnings for the second quarter of 2000 increased 7.7 percent to
$22.6 million, or $.91 per diluted share, from $21.0 million, or
$.80 per diluted share, for the second quarter of 1999. Net sales
increased 5.7% to $239.3 million in the second quarter of 2000, from
$226.3 million for the same period in 1999. Sales and earnings
growth was driven by gains in the foodservice and crane segments.
For the first six months of 2000, net earnings increased 12.3
percent to $37.5 million, or $1.47 per diluted share, from $33.4
million, or $1.27 per diluted share, for the first six months of
1999. Net sales increased 7.5% to $441.3 million in the first six
months of 2000 from $410.5 million for the same period in 1999.
Foodservice posted considerable gains despite softer demand for
equipment serving the beverage industry. Sales for the Foodservice
segment were $122.0 million for the quarter, up 10.3% from the first
quarter of 1999. Excluding sales to the soft-drink market,
Foodservice sales were up 15.6% over the same period last year.
Operating earnings increased 5.7% to $22.3 million, from $21.1
million in 1999. The Foodservice segment's operating margin of
18.3% compares to 19.1% for the second quarter last year. The
decrease is largely due to the impact of the acquisitions made
during the first six months of 2000. (See Note 7 to the
Consolidated Financial Statements.) Excluding these acquisitions,
the operating margin would have been 19.9%. For the first six months
of 2000 sales and operating earnings increased 10% and 5%,
respectively.
Cranes and related products sales for the second quarter were $98.5
million, up from $98.1 million for the second quarter of 1999.
Operating earnings were $20.1 million, a 16.2% gain over the second
quarter of 1999. The crane segment has continued to grow sales with
new product introductions. During the second quarter, Manitowoc
Cranes introduced the new 275-ton capacity Model 999. The company
has already secured orders for 68 Model 999s, making it the most
successful new-product introduction in the company's history. In
addition, higher demand for the medium- and larger-capacity boom
trucks was sparked by recent product innovations including a new
124-foot boom option, while the segment has noted some industry-wide
softening in demand for lower capacity lift cranes. For the first
six months of 2000, Cranes' sales were $195.4 million, compared to
$187.6 million for the first six months of 1999. Operating earnings
increased 22.4%, to $37.5 million, from $30.6 million for the same
period in 1999. The crane backlog at the end of the second quarter
stood at $141 million.
Marine segment sales and operating earnings for the second quarter
were $18.8 million and $2.9 million, respectively, compared with
$17.6 million and $2.9 million for the same period in 1999. The
shift in margins is due to the change in scope and mix of project
and repair work. Bookings for marine projects and vessel repairs
remain very strong and the company already has several commitments
for next winter's lay-up season. The company has completed several
unexpected emergency and casualty repairs during the second quarter
and we are nearing completion of a cutterhead dredge for Lake
Michigan Contractors, which is planned to launch at the Sturgeon Bay
shipyard in August. For the first six months of 2000, sales and
operating earnings for this segment were $31.0 million and $5.2
million, respectively, compared with $28.1 million and $5.2 million
for 1999.
Cash flow from operations for the first six months of 2000 was $25.0
million, which was below last year's level primarily as a result of
accounts receivable increases. Total funded debt increased to
$188.0 million at the end of the quarter, representing a debt-to-
capital ratio of 46% at June 30. Manitowoc also completed the
repurchase of 1.5-million share stock program during the quarter at
an average cost of $27.67 per share.
The effective tax rate remains unchanged at 37.5 percent.
Financial Condition at June 30, 2000
---------------------------------------------
The company's financial condition remains strong. Cash and
marketable securities of $12.4 million and future cash flows from
operations are expected to be adequate to meet the Company's
liquidity requirements for the foreseeable future, including
payments for long-term debt, line of credit, and anticipated capital
expenditures of between $15-$18 million.
This report on Form 10-Q includes forward-looking statements based
on management's current expectations. Reference is made in
particular to the description of the company's plans and objectives
for future operations, assumptions underlying such plans and
objectives and other forward-looking statements in this report.
Such forward-looking statements generally are identifiable by words
such as "believes," "intends," "estimates," "expects" and similar
expressions.
These statements involve a number of risks and uncertainties and
must be qualified by factors that could cause results to be
materially different from what is presented here. This includes the
following factors for each business: Foodservice Equipment -
demographic changes affecting the number of women in the workforce,
general population growth, and household income; serving large
restaurant chains as they expand their global operations; specialty
foodservice market growth; and the demand for equipment for small
kiosk-type locations. Cranes and Related Products - market
acceptance of innovative products; cyclicality in the construction
industry; growth in the world market for heavy cranes; demand for
used equipment in developing countries. Marine - shipping volume
fluctuations based on performance of the steel industry; five-year
drydocking schedule; reducing seasonality through non-marine repair
work.
Year 2000 Compliance
----------------------------
In prior years, the company executed various initiatives to ensure
that its computer systems are capable of processing periods of the
Year 2000 and beyond. These initiatives were completed prior to the
end of 1999. In addition, the company had developed various
contingency plans to address any unforeseen circumstances that may
have arisen. As a result of those planning and implementation
efforts, the company has not experienced any significant system
failures or miscalculations as a result of the Year 2000 computer
issue and believes it systems successfully responded to the Year
2000 date change. While no such disruption has developed as of the
date of this filing, Year 2000 problems may still surface throughout
calendar year 2000. The company will continue to monitor its
critical computer applications and those of its suppliers and
vendors throughout the year to ensure that any latent Year 2000
matters that may arise are addressed promptly.
Item 3. Quantitative and Qualitative Disclosure About Market
Risk
----------------------------------------------------------
See Item 7A of the company's Annual Report on Form 10-K for the year
ended December 31, 1999.
PART II. OTHER INFORMATION
------------------------------------------------
Item 4. Submission of Matters to a Vote of Security Holders
----------------------------------------------------------
At the annual meeting of the company's shareholders on May 2, 2000,
management's nominees named below were elected as directors by the
indicated votes cast for each nominee. Of the 22,744,954 shares of
Common Stock which were represented at the meeting, at least 99.3%
of the shares voting were voted for the election of each of
management's nominees.
Two directors were elected to serve until the Annual Meeting of
Shareholders to be held in the year 2003:
Name of Nominee For Withheld
----------------------- ------------ ------------
Terry D. Growcock 22,678,170 66,784
George T. McCoy 22,593,054 151,900
There were no abstentions or broker non-votes with respect to the
election of directors. In addition to the directors elected at the
meeting, the company's continuing directors are Dean H. Anderson,
James P. McCann, Gilbert F. Rankin, Jr., and Robert C. Stift.
On May 15, 2000, Daniel W. Duval was appointed to the company's
board of directors to fill the vacancy created by the retirement of
one of the directors.
Further information concerning the matters voted upon at the 2000
Annual Meeting of Shareholders is contained in the company's proxy
statement dated March 20, 2000 with respect to the 2000 Annual
Meeting.
Item 6. Exhibits and Reports on Form 8-K
------------------------------------------
(a) Exhibits: See exhibit index following the signatures on this
Report, which is incorporated herein by reference.
(b) Reports on Form 8-K: None.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the Registrant has duly caused this report to be signed on its
behalf by the undersigned thereunto duly authorized.
THE MANITOWOC COMPANY, INC.
(Registrant)
/s/ Terry D. Growcock
-----------------------------
Terry D. Growcock
President and
Chief Executive Officer
/s/ Glen E. Tellock
-----------------------------
Glen E. Tellock
V.P. & Chief Financial
Officer
/s/ Maurice D. Jones
-----------------------------
Maurice D. Jones
General Counsel and Secretary
August 9,2000
THE MANITOWOC COMPANY, INC.
EXHIBIT INDEX
TO FORM 10-Q
FOR QUARTERLY PERIOD ENDED
June 30, 2000
Exhibit Filed
No Description Herewith
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10 The Manitowoc Company, Inc.
Management Incentive Compensation
Plan (Economic Value Added (EVA)
Bonus Plan), as amended
February 14, 2000 X
27 Financial Data Schedule X
