Subsidiary Guarantors of Senior Notes due 2020 and Senior Notes due 2022

12 Months Ended

Dec. 31, 2015

Condensed Financial Information of Parent Company Only Disclosure [Abstract]

Subsidiary Guarantors of Senior Notes due 2020 and Senior Notes due 2022

Subsidiary Guarantors of Senior Notes due 2020 and Senior Notes due 2022

The following tables present condensed consolidating financial information for (a) The Manitowoc Company, Inc. (Parent); (b) the guarantors of the Senior Notes due 2020 and the Senior Notes due 2022 which include substantially all of the domestic, 100% owned subsidiaries of the company (Subsidiary Guarantors); and (c) the wholly and partially owned foreign subsidiaries of the Parent, which do not guarantee the Senior Notes due 2020 and the Senior Notes due 2022 (Non-Guarantor Subsidiaries).  Separate financial statements of the Subsidiary Guarantors are not presented because the guarantors are fully and unconditionally, jointly and severally liable under the guarantees, except for normal and customary release provisions.

The Manitowoc Company, Inc.

Condensed Consolidating Statement of Operations

For the Year Ended December 31, 2015

(In millions)

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,231.6		$	1,798.0		$	(593.8	)	$	3,435.8
Costs and expenses:
Cost of sales	—			1,785.7			1,410.7			(593.8		)	2,602.6
Engineering, selling and administrative expenses	53.8			281.0			252.8			—			587.6
Separation expense	34.7			4.4			0.3			—			39.4
Amortization expense	—			29.6			4.8			—			34.4
Asset impairment expense	—			10.9			13.5			—			24.4
Restructuring expense	3.7			3.1			7.2			—			14.0
Other expense	—			0.9			—			—			0.9
Equity in loss (earnings) of subsidiaries	160.6			(23.6		)				(137.0		)	—
Total costs and expenses	252.8			2,092.0			1,689.3			(730.8		)	3,303.3
Operating (loss) earnings from continuing operations	(252.8		)	139.6			108.7			137.0			132.5
Other (expense) income :
Interest expense	(89.5		)	(2.5		)	(5.0		)	—			(97.0		)
Amortization of deferred financing fees	(4.2		)	—			—			—			(4.2		)
Loss on debt extinguishment	(0.2		)	—			—			—			(0.2		)
Management fee income (expense)	64.7			(70.2		)	5.5						—
Other income (expense) - net (1)	304.8			(82.7		)	12.4			(209.0		)	25.5
Total other income (expense)	275.6			(155.4		)	12.9			(209.0		)	(75.9		)
Earnings (loss) from continuing operations before taxes on earnings	22.8			(15.8		)	121.6			(72.0		)	56.6
(Benefit) provision for taxes on earnings	(40.7		)	(34.9		)	68.9			—			(6.7		)
Earnings (loss) from continuing operations	63.5			19.1			52.7			(72.0		)	63.3
Discontinued operations:
Earnings from discontinued operations, net of income taxes	—			0.2			—			—			0.2
Loss on sale of discontinued operations, net of income taxes	—			—			—			—			—
Net earnings (loss)	63.5			19.3			52.7			(72.0		)	63.5
Less: Net earnings attributable to noncontrolling interest	—			—			—			—			—
Net earnings (loss) attributable to Manitowoc	$	63.5		$	19.3		$	52.7		$	(72.0	)	$	63.5
Comprehensive (loss) income attributable to Manitowoc	$	(13.8	)	$	6.7		$	48.4		$	(55.1	)	$	(13.8	)

(1) Parent Other Income includes of $209.0 million of inter-company dividend income

The Manitowoc Company, Inc.

Condensed Consolidating Statement of Operations

For the Year Ended December 31, 2014

(In millions)

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,424.5		$	2,076.1		$	(614.1	)	$	3,886.5
Costs and expenses:
Cost of sales	—			1,895.5			1,624.6			(614.1		)	2,906.0
Engineering, selling and administrative expenses	49.8			281.8			304.4			—			636.0
Asset impairment expense	—			1.1			—			—			1.1
Amortization expense	—			29.6			5.5			—			35.1
Restructuring expense	—			3.0			6.0			—			9.0
Other expense (income)	—			0.3			0.2			—			0.5
Equity in (earnings) loss of subsidiaries	(165.6		)	(73.5		)	—			239.1			—
Total costs and expenses	(115.8		)	2,137.8			1,940.7			(375.0		)	3,587.7
Operating earnings (loss) from continuing operations	115.8			286.7			135.4			(239.1		)	298.8
Other (expense) income:
Interest expense	(83.8		)	(1.9		)	(8.3		)	—			(94.0		)
Amortization of deferred financing fees	(4.4		)	—			—			—			(4.4		)
Loss on debt extinguishment	(25.5		)	—			—			—			(25.5		)
Management fee income (expense)	62.4			(72.6		)	10.2			—			—
Other income (expense) - net	16.5			59.2			(0.5		)	(80.7		)	(5.5		)
Total other (expense) income	(34.8		)	(15.3		)	1.4			(80.7		)	(129.4		)
Earnings (loss) from continuing operations before taxes on earnings	81.0			271.4			136.8			(319.8		)	169.4
(Benefit) provision for taxes on earnings	(63.5		)	45.3			26.8			—			8.6
Earnings (loss) from continuing operations	144.5			226.1			110.0			(319.8		)	160.8
Discontinued operations:
Loss from discontinued operations, net of income taxes	—			(0.5		)	(0.9		)	—			(1.4		)
Loss on sale of discontinued operations, net of income taxes	—			—			(11.0		)	—			(11.0		)
Net earnings (loss)	144.5			225.6			98.1			(319.8		)	148.4
Less: Net earnings attributable to noncontrolling interest	—			—			3.9			—			3.9
Net earnings (loss) attributable to Manitowoc	$	144.5		$	225.6		$	94.2		$	(319.8	)	$	144.5
Comprehensive income (loss) attributable to Manitowoc	$	20.9		$	217.8		$	86.0		$	(303.8	)	$	20.9

The Manitowoc Company, Inc.

Condensed Consolidating Statement of Operations

For the Year Ended December 31, 2013

(In millions)

	Parent			Guarantor Subsidiaries			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net sales	$	—		$	2,631.3		$	2,097.1		$	(680.3	)	$	4,048.1
Costs and expenses:
Cost of sales	—			2,038.1			1,668.5			(680.3		)	3,026.3
Engineering, selling and administrative expenses	61.4			259.5			296.7			—			617.6
Amortization expense	—			29.6			5.7			—			35.3
Restructuring expense	—			0.7			4.1			—			4.8
Other expense	—			0.5			(0.8		)	—			(0.3		)
Equity in (earnings) loss of subsidiaries	(199.6		)	(32.5		)	—			232.1			—
Total costs and expenses	(138.2		)	2,295.9			1,974.2			(448.2		)	3,683.7
Operating earnings (loss) from continuing operations	138.2			335.4			122.9			(232.1		)	364.4
Other (expense) income:
Interest expense	(118.8		)	(1.0		)	(8.6		)	—			(128.4		)
Amortization of deferred financing fees	(7.0		)	—			—			—			(7.0		)
Loss on debt extinguishment	(3.0		)	—			—			—			(3.0		)
Management fee income (expense)	59.6			(77.1		)	17.5			—			—
Other income (expense) - net	(3.6		)	(32.6		)	35.4			—			(0.8		)
Total other (expense) income	(72.8		)	(110.7		)	44.3			—			(139.2		)
Earnings (loss) from continuing operations before taxes on earnings	65.4			224.7			167.2			(232.1		)	225.2
(Benefit) provision for taxes on earnings	(76.4		)	69.3			43.2			—			36.1
Earnings (loss) from continuing operations	141.8			155.4			124.0			(232.1		)	189.1
Discontinued operations:
Loss from discontinued operations, net of income taxes	—			(2.3		)	(16.5		)	—			(18.8		)
Loss on sale of discontinued operations, net of income taxes	—			—			(2.7		)	—			(2.7		)
Net earnings (loss)	141.8			153.1			104.8			(232.1		)	167.6
Less: Net loss attributable to noncontrolling interest	—			—			25.8			—			25.8
Net earnings (loss) attributable to Manitowoc	$	141.8		$	153.1		$	79.0		$	(232.1	)	$	141.8
Comprehensive income (loss) attributable to Manitowoc	$	164.3		$	154.1		$	62.9		$	(217.0	)	$	164.3

The Manitowoc Company, Inc.

Condensed Consolidating Balance Sheet

as of December 31, 2015

(In millions)

	Parent		Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Current Assets:
Cash and cash equivalents	$	1.4	$	5.0	$	57.0	$	—		$	63.4
Restricted cash	—		—		17.5		—			17.5
Accounts receivable — net	2.2		—		243.0		(25.7		)	219.5
Intercompany short term note receivable	—		—		39.0		(39.0		)	—
Intercompany interest receivable	37.6		—		—		(37.6		)	—
Inventories — net	—		318.5		280.0		—			598.5
Deferred income taxes	—		—		—		—			—
Other current assets	2.3		3.9		108.5		—			114.7
Current assets of discontinued operation	—		—		—		—			—
Total current assets	43.5		327.4		745.0		(102.3		)	1,013.6
Property, plant and equipment — net	7.5		304.9		214.6		—			527.0
Goodwill	—		932.5		219.8		—			1,152.3
Other intangible assets — net	—		500.2		138.6		—			638.8
Intercompany long-term notes receivable	897.0		255.9		33.8		(1,186.7		)	—
Intercompany accounts receivable	—		1,236.6		680.8		(1,917.4		)	—
Other non-current assets	34.4		3.4		70.2		—			108.0
Long-term assets held for sale	—		3.7		5.5		—			9.2
Investment in affiliates	3,785.1		2,232.4		—		(6,017.5		)	—
Total assets	$	4,767.5	$	5,797.0	$	2,108.3	$	(9,223.9	)	$	3,448.9
Liabilities and Equity
Current Liabilities:
Accounts payable and accrued expenses	$	65.9	$	391.3	$	276.4	$	(25.7	)	$	707.9
Short-term borrowings and current portion of long-term debt	71.8		2.3		32.5		(39.0		)	67.6
Intercompany short term note payable	—		—		—		—			—
Intercompany interest payable	—		—		37.6		(37.6		)	—
Product warranties	—		40.7		29.6		—			70.3
Customer advances	—		4.0		9.3		—			13.3
Product liabilities	—		22.8		1.7		—			24.5
Current liabilities of discontinued operation	—		—		—		—			—
Total current liabilities	137.7		461.1		387.1		(102.3		)	883.6
Non-Current Liabilities:
Long-term debt, less current portion	1,311.8		21.8		12.4		—			1,346.0
Deferred income taxes	89.4		—		—		—			89.4
Pension obligations	118.6		6.6		3.5		—			128.7
Postretirement health and other benefit obligations	44.0		2.2		1.2		—			47.4
Long-term deferred revenue	—		10.1		23.8		—			33.9
Intercompany long-term note payable	251.6		251.6		683.5		(1,186.7		)	—
Intercompany accounts payable	1,917.4		—		—		(1,917.4		)	—
Other non-current liabilities	77.6		11.3		11.5		—			100.4
Long-term liabilities of discontinued operation	—		—		—		—			—
Total non-current liabilities	3,810.4		303.6		735.9		(3,104.1		)	1,745.8
Equity
Manitowoc stockholders’ equity	819.4		5,032.3		985.3		(6,017.5		)	819.5
Noncontrolling interest	—		—		—		—			—
Total equity	819.4		5,032.3		985.3		(6,017.5		)	819.5
Total liabilities and equity	$	4,767.5	$	5,797.0	$	2,108.3	$	(9,223.9	)	$	3,448.9

The Manitowoc Company, Inc.

Condensed Consolidating Balance Sheet

as of December 31, 2014

(In millions)

	Parent		Guarantor Subsidiaries		Non- Guarantor Subsidiaries		Eliminations			Consolidated
Assets
Current Assets:
Cash and cash equivalents	$	1.6	$	3.3	$	63.1	$	—		$	68.0
Restricted cash	2.8		—		20.9		—			23.7
Accounts receivable — net	0.1		—		233.6		(6.3		)	227.4
Intercompany short term note receivable	—		—		201.7		(201.7		)	—
Intercompany interest receivable	41.5		3.2		—		(44.7		)	—
Inventories — net	—		306.3		338.2		—			644.5
Deferred income taxes	67.1		—		4.2		—			71.3
Other current assets	3.6		1.6		139.4		—			144.6
Current assets held for sale	—		5.1		1.5		—			6.6
Current assets of discontinued operations	—		—		—		—			—
Total current assets	116.7		319.5		1,002.6		(252.7		)	1,186.1
Property, plant and equipment — net	7.7		325.8		257.5		—			591.0
Goodwill	—		960.5		237.6		—			1,198.1
Other intangible assets — net	—		561.6		153.1		—			714.7
Intercompany long-term notes receivable	892.5		195.3		851.3		(1,939.1		)	—
Intercompany accounts receivable	—		1,619.7		796.8		(2,416.5		)	—
Other non-current assets	66.7		3.1		56.4		—			126.2
Other non-current assets held for sale	—		—		0.5		—			0.5
Long-term assets of discontinued operations	—		—		—		—			—
Investment in affiliates	4,423.6		3,629.4		—		(8,053.0		)	—
Total assets	$	5,507.2	$	7,614.9	$	3,355.8	$	(12,661.3	)	$	3,816.6
Liabilities and Equity
Current Liabilities:
Accounts payable and accrued expenses	$	27.1	$	420.8	$	365.8	$	(6.3	)	$	807.4
Short-term borrowings and current portion of long-term debt	24.1		2.8		53.4		—			80.3
Intercompany short-term note payable	201.7		—		—		(201.7		)	—
Intercompany interest payable	3.2		—		41.5		(44.7		)	—
Product warranties	—		45.2		32.5		—			77.7
Customer advances	—		7.3		14.0		—			21.3
Product liabilities	—		22.1		2.5		—			24.6
Current liabilities of discontinued operations	—		—		—		—			—
Total current liabilities	256.1		498.2		509.7		(252.7		)	1,011.3
Non-Current Liabilities:
Long-term debt, less current portion	1,393.0		25.3		24.9		—			1,443.2
Deferred income taxes	165.2		—		21.0		—			186.2
Pension obligations	129.1		7.9		4.0		—			141.0
Postretirement health and other benefit obligations	49.5		2.1		1.5		—			53.1
Long-term deferred revenue	—		10.7		27.2		—			37.9
Intercompany long-term note payable	191.0		813.5		934.6		(1,939.1		)	—
Intercompany accounts payable	2,416.5		—		—		(2,416.5		)	—
Other non-current liabilities	82.7		11.5		25.6		—			119.8
Long-term liabilities of discontinued operations	—		—		—		—			—
Total non-current liabilities	4,427.0		871.0		1,038.8		(4,355.6		)	1,981.2
Equity
Manitowoc stockholders’ equity	824.1		6,245.7		1,807.3		(8,053.0		)	824.1
Noncontrolling interest	—		—		—		—			—
Total equity	824.1		6,245.7		1,807.3		(8,053.0		)	824.1
Total liabilities and equity	$	5,507.2	$	7,614.9	$	3,355.8	$	(12,661.3	)	$	3,816.6

The Manitowoc Company, Inc.

Condensed Consolidating Statement of Cash Flows

For the year ended December 31, 2015

(In millions)

	Parent			Subsidiary Guarantors			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net cash provided (used for) by operating activities of continuing operations	$	217.1		$	(11.1	)	$	99.3		$	(207.5	)	$	97.8
Cash provided by operating activities of discontinued operations	—			0.2			—			—			0.2
Net cash provided by (used for) operating activities	$	217.1		$	(10.9	)	$	99.3		$	(207.5	)	$	98.0
Cash Flows from Investing:
Capital expenditures	$	(1.0	)	$	(31.2	)	$	(35.9	)	$	—		$	(68.1	)
Proceeds from sale of property, plant and equipment	—			—			7.3			—			7.3
Restricted cash	2.8			—			2.0			—			4.8
Business acquisitions, net of cash acquired	—			—			(5.3		)	—			(5.3		)
Proceeds from sale of business	78.2			—			—			—			78.2
Intercompany investments	(118.0		)	730.3			288.8			(901.1		)	—
Net cash provided by (used for) investing activities of continuing operations	$	(38.0	)	$	699.1		$	256.9		$	(901.1	)	$	16.9
Net cash used for investing activities of discontinued operations	—			—			—			—			—
Net cash provided by (used for) investing activities	$	(38.0	)	$	699.1		$	256.9		$	(901.1	)	$	16.9
Cash Flows from Financing:
Payments on long-term debt	$	(74.2	)	$	(2.7	)	$	(29.2	)	$	—		$	(106.1	)
Proceeds from long-term debt	—			—			5.6			—			5.6
Payments on notes financing—net	—			—			(9.4		)	—			(9.4		)
Dividends paid	(10.9		)	(137.4		)	(71.6		)	209.0			(10.9		)
Exercises of stock options including windfall tax benefits	7.9			—			—			—			7.9
Intercompany financing	(102.1		)	(546.4		)	(251.1		)	899.6			—
Net cash (used for) provided by financing activities of continuing operations	$	(179.3	)	$	(686.5	)	$	(355.7	)	$	1,108.6		$	(112.9	)
Net cash used for financing activities of discontinued operations	$	—		$	—		$	—		$	—		$	—
Net cash (used for) provided by financing activities	$	(179.3	)	$	(686.5	)	$	(355.7	)	$	1,108.6		$	(112.9	)
Effect of exchange rate changes on cash	—			—			(6.6		)	—			(6.6		)
Net (decrease) increase in cash and cash equivalents	(0.2		)	1.7			(6.1		)	—			(4.6		)
Balance at beginning of period	1.6			3.3			63.1			—			68.0
Balance at end of period	$	1.4		$	5.0		$	57.0		$	—		$	63.4

The Manitowoc Company, Inc.

Condensed Consolidating Statement of Cash Flows

For the year ended December 31, 2014

(In millions)

	Parent			Subsidiary Guarantors			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net cash (used for) provided by operating activities of continuing operations	$	(124.3	)	$	243.4		$	67.0		$	(80.7	)	$	105.4
Cash used for operating activities of discontinued operations	—			(0.4		)	(6.7		)	—			(7.1		)
Net cash (used for) provided by operating activities	$	(124.3	)	$	243.0		$	60.3		$	(80.7	)	$	98.3
Cash Flows from Investing:
Capital expenditures	$	(2.2	)	$	(51.3	)	$	(31.3	)	$	—		$	(84.8	)
Proceeds from sale of property, plant and equipment	—			0.1			12.7			—			12.8
Restricted cash	—			—			(11.6		)	—			(11.6		)
Intercompany investments	77.4			(213.9		)	118.8			17.7			—
Net cash provided by (used for) investing activities of continuing operations	75.2			(265.1		)	88.6			17.7			(83.6		)
Net cash used for investing activities of discontinued operations	—			—			—			—			—
Net cash provided by (used for) investing activities	$	75.2		$	(265.1	)	$	88.6		$	17.7		$	(83.6	)
Cash Flows from Financing:
Payments on long-term debt	$	(607.7	)	$	(1.7	)	$	(29.3	)	$	—		$	(638.7	)
Proceeds from long-term debt	550.0			26.8			63.5			—			640.3
Proceeds from notes financing—net	—			—			(0.3		)	—			(0.3		)
Debt issue costs	(5.2		)	—			—			—			(5.2		)
Dividends paid	(10.8		)	—			(80.7		)	80.7			(10.8		)
Exercises of stock options including windfall tax benefits	25.9			—			—			—			25.9
Intercompany financing	97.3			(3.0		)	(76.6		)	(17.7		)	—
Net cash provided by (used for) financing activities for continuing operations	$	49.5		$	22.1		$	(123.4	)	$	63.0		$	11.2
Net cash used for financing activities of discontinued operations	—			—			(7.2		)	—			(7.2		)
Net cash provided by (used for) financing activities	49.5			22.1			(130.6		)	63.0			4.0
Effect of exchange rate changes on cash	—			—			(5.6		)	—			(5.6		)
Net decrease in cash and cash equivalents	0.4			—			12.7			—			13.1
Balance at beginning of period	1.2			3.3			50.4			—			54.9
Balance at end of period	$	1.6		$	3.3		$	63.1		$	—		$	68.0

The Manitowoc Company, Inc.

Condensed Consolidating Statement of Cash Flows

For the year ended December 31, 2013

(In millions)

	Parent			Subsidiary Guarantors			Non- Guarantor Subsidiaries			Eliminations			Consolidated
Net cash (used for) provided by operating activities of continuing operations	$	(51.6	)	$	224.9		$	160.8		$	—		$	334.1
Cash used for operating activities of discontinued operations	—			(2.3		)	(8.7		)	—			(11.0		)
Net cash (used for) provided by operating activities	$	(51.6	)	$	222.6		$	152.1		$	—		$	323.1
Cash Flows from Investing:
Capital expenditures	$	(0.8	)	$	(57.4	)	$	(52.5	)	$	—		$	(110.7	)
Proceeds from sale of property, plant and equipment	—			2.0			2.1			—			4.1
Restricted cash	2.6			—			(4.6		)	—			(2.0		)
Business acquisitions, net of cash acquired	—			—			(12.2		)	—			(12.2		)
Intercompany investments	197.1			(167.2		)	(169.3		)	139.4			—
Net cash provided by (used for) investing activities of continuing operations	198.9			(222.6		)	(197.3		)	139.4			(81.6		)
Net cash used for investing activities of discontinued operations	—			—			(0.6		)	—			(0.6		)
Net cash provided by (used for) investing activities	$	198.9		$	(222.6	)	$	(197.9	)	$	139.4		$	(82.2	)
Cash Flows from Financing:
Payments on long-term debt	$	(220.6	)	$	(0.7	)	$	(45.2	)	$	—		$	(266.5	)
Proceeds from long-term debt	—			—			43.0			—			43.0
(Payments on) proceeds from revolving credit facility—net	(34.5		)	—			0.1			—			(34.4		)
Proceeds from notes financing—net	—			—			6.6			—			6.6
Debt issue costs	(1.1		)	—			—			—			(1.1		)
Dividends paid	(10.7		)	—			—			—			(10.7		)
Exercises of stock options including windfall tax benefits	6.7			—			—			—			6.7
Intercompany financing	102.1			—			37.3			(139.4		)	—
Net cash (used for) provided by financing activities	$	(158.1	)	$	(0.7	)	$	41.8		$	(139.4	)	$	(256.4	)
Effect of exchange rate changes on cash	—			—			(2.8		)	—			(2.8		)
Net decrease in cash and cash equivalents	(10.8		)	(0.7		)	(6.8		)	—			(18.3		)
Balance at beginning of period	12.0			4.0			57.2			—			73.2
Balance at end of period	$	1.2		$	3.3		$	50.4		$	—		$	54.9