Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | 7-May-15 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | MNTX | |
Entity Registrant Name | Manitex International, Inc. | |
Entity Central Index Key | 1302028 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 16,013,845 |
Consolidated_Balance_Sheets_Un
Consolidated Balance Sheets (Unaudited) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets | ||
Cash | $5,578 | $4,370 |
Trade receivables (net) | 85,335 | 60,855 |
Accounts receivable from related party | 586 | 8,609 |
Other receivables | 3,356 | 243 |
Inventory (net) | 120,487 | 97,182 |
Deferred tax asset | 1,324 | 1,325 |
Prepaid expense and other | 6,853 | 1,733 |
Total current assets | 223,519 | 174,317 |
Total fixed assets (net) | 44,281 | 28,846 |
Intangible assets (net) | 76,060 | 51,922 |
Deferred tax asset | 10,974 | 2,081 |
Goodwill | 76,546 | 48,944 |
Other long-term assets | 6,325 | 4,176 |
Non-marketable equity investment | 5,912 | 5,951 |
Total assets | 443,617 | 316,237 |
Current liabilities | ||
Notes payable-short term | 36,669 | 11,499 |
Revolving credit facilities | 1,255 | 2,798 |
Current portion of capital lease obligations | 1,746 | 1,631 |
Accounts payable | 57,879 | 36,006 |
Accounts payable related parties | 2,859 | 503 |
Income tax payable on conversion of ASV | 16,500 | |
Accrued expenses | 21,006 | 13,117 |
Other current liabilities | 3,167 | 2,407 |
Total current liabilities | 124,581 | 84,461 |
Long-term liabilities | ||
Revolving term credit facilities | 52,360 | 46,457 |
Notes payable | 85,157 | 40,588 |
Capital lease obligations | 2,237 | 2,710 |
Convertible note-related party | 6,641 | 6,611 |
Convertible note | 14,310 | |
Deferred gain on sale of building | 1,172 | 1,268 |
Deferred tax liability | 16,840 | 4,163 |
Other long-term liabilities | 5,133 | 1,973 |
Total long-term liabilities | 183,850 | 103,770 |
Total liabilities | 308,431 | 188,231 |
Commitments and contingencies | ||
Shareholders' equity | ||
Preferred Stock-Authorized 150,000 shares, no shares issued or outstanding at March 31, 2015 and December 31, 2014 | ||
Common Stock-no par value 20,000,000 shares authorized, 16,013,845 and 14,989,694 shares issued and outstanding at March 31, 2015 and December 31, 2014, respectively | 92,453 | 82,040 |
Paid in capital | 2,530 | 1,789 |
Retained earnings | 21,736 | 21,960 |
Accumulated other comprehensive income | -5,066 | -1,023 |
Equity attributable to shareholders of Manitex International, Inc. | 111,653 | 104,766 |
Equity attributable to noncontrolling interest | 23,533 | 23,240 |
Total Equity | 135,186 | 128,006 |
Total liabilities and shareholders' equity | $443,617 | $316,237 |
Consolidated_Balance_Sheets_Un1
Consolidated Balance Sheets (Unaudited) (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Preferred Stock, shares authorized | 150,000 | 150,000 |
Preferred Stock, shares issued | 0 | 0 |
Preferred Stock, shares outstanding | 0 | 0 |
Common Stock, par value | ||
Common Stock, shares authorized | 20,000,000 | 20,000,000 |
Common Stock, shares issued | 16,013,845 | 14,989,694 |
Common Stock, shares outstanding | 16,013,845 | 14,989,694 |
Consolidated_Statements_of_Inc
Consolidated Statements of Income (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement [Abstract] | ||
Net revenues | $105,882 | $62,576 |
Cost of sales | 85,569 | 50,972 |
Gross profit | 20,313 | 11,604 |
Operating expenses | ||
Research and development costs | 1,216 | 720 |
Selling, general and administrative expenses | 16,955 | 7,273 |
Total operating expenses | 18,171 | 7,993 |
Operating income | 2,142 | 3,611 |
Other income (expense) | ||
Interest expense | -2,934 | -805 |
Foreign currency transaction gains (losses) | 945 | -11 |
Other (expense) | -10 | -13 |
Total other Income (expense) | -1,999 | -829 |
Income before income taxes and loss in non-marketable equity interest | 143 | 2,782 |
Income tax | 34 | 905 |
Loss in non-marketable equity interest, net of taxes | -39 | |
Net income | 70 | 1,877 |
Net income attributable to noncontrolling interest | -294 | |
Net (loss) income attributable to shareholders of Manitex International, Inc. | ($224) | $1,877 |
Earnings Per Share | ||
Basic | ($0.01) | $0.14 |
Diluted | ($0.01) | $0.14 |
Weighted average common shares outstanding | ||
Basic | 15,836,423 | 13,807,312 |
Diluted | 15,836,423 | 13,840,506 |
Consolidated_Statements_of_Com
Consolidated Statements of Comprehensive (Loss) Income (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Statement of Comprehensive Income [Abstract] | ||
Net income | $70 | $1,877 |
Other comprehensive income (loss) | ||
Foreign currency translation adjustments | -4,043 | -291 |
Derivative instrument fair market value adjustment-net of income taxes | 7 | |
Total other comprehensive loss | -4,043 | -284 |
Comprehensive (loss) income | -3,973 | 1,593 |
Comprehensive income attributable to noncontrolling interest | -294 | |
Total comprehensive (loss) income attributable to shareholders of Manitex International, Inc. | ($4,267) | $1,593 |
Consolidated_Statement_of_Cash
Consolidated Statement of Cash Flows (Unaudited) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Cash flows from operating activities: | ||
Net income | $70 | $1,877 |
Adjustments to reconcile net income to cash used for operating activities: | ||
Depreciation and amortization | 2,900 | 1,111 |
Changes in allowances for doubtful accounts | 82 | -7 |
Changes in inventory reserves | 14 | -99 |
Deferred income taxes | -85 | 1 |
Amortization of deferred financing cost | 324 | 56 |
Amortization of debt discount | 180 | |
Loss on earning in non-marketable equity interest | 39 | |
Stock based compensation | 573 | 513 |
Gain on disposal of assets | -8 | |
Reserves for uncertain tax provisions | 4 | 5 |
Changes in operating assets and liabilities: | ||
(Increase) decrease in accounts receivable | 1,498 | -5,639 |
(Increase) decrease in accounts receivable finance | 53 | |
(Increase) decrease in inventory | -3,255 | -2,747 |
(Increase) decrease in prepaid expenses | -3,231 | -193 |
(Increase) decrease in other assets | -27 | |
Increase (decrease) in accounts payable | 1,853 | 2,614 |
Increase (decrease) in accrued expense | 95 | -1,888 |
Increase (decrease) in income tax payable on ASV conversion | -16,500 | |
Increase (decrease) in other current liabilities | 128 | 642 |
Increase (decrease) in other long-term liabilities | -35 | |
Net cash used for operating activities | -15,381 | -3,701 |
Cash flows from investing activities: | ||
Acquisition of business, net of cash acquired | -18,991 | |
Proceeds for the sale of fixed assets | 11 | |
Purchase of property and equipment | -532 | -126 |
Net cash used for investing activities | -19,512 | -126 |
Cash flows from financing activities: | ||
Borrowing (Repayments) on revolving term credit facilities | 5,313 | -1,773 |
Net borrowings on working capital facilities | 3,177 | 780 |
New borrowing-convertible note | 15,000 | |
New borrowing-term loan | 14,000 | |
New borrowings-other | 4,323 | 677 |
Bank fees and cost related to new financing | -1,089 | |
Note payments | -3,147 | -483 |
Payments on capital lease obligations | -358 | -348 |
Net cash provided by (used for) financing activities | 37,219 | -1,147 |
Net increase (decrease) in cash and cash equivalents | 2,326 | -4,974 |
Effect of exchange rate change on cash | -1,118 | -67 |
Cash and cash equivalents at the beginning of the year | 4,370 | 6,091 |
Cash and cash equivalents at end of period | $5,578 | $1,050 |
Nature_of_Operations
Nature of Operations | 3 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
Nature of Operations | 1. Nature of Operations |
The Company is a leading provider of engineered lifting solutions. The Company operates in three business segments: the Lifting Equipment segment, the ASV segment and the Equipment Distribution segment. | |
Lifting Equipment Segment | |
The Company is a leading provider of engineered lifting solutions. The Company designs, manufactures and distributes a diverse group of products that serve different functions and are used in a variety of industries. Through its Manitex, Inc. subsidiary it markets a comprehensive line of boom trucks, truck cranes and sign cranes. Manitex’s boom trucks and crane products are primarily used for industrial projects, energy exploration and infrastructure development, including, roads, bridges and commercial construction. | |
CVS Ferrari, srl (“CVS”) designs and manufactures a range of reach stackers and associated lifting equipment for the global container handling market that are sold through a broad dealer network. On November 30, 2013, CVS acquired the assets of Valla SpA (“Valla”) located in Piacenza, Italy. Valla offers a full range of precision pick and carry cranes ranging in size from 2 to 90 tons, using electric, diesel, and hybrid power options. Its cranes offer wheeled or tracked, and fixed or swing boom configurations, with special applications designed specifically to meet the needs of its customers. | |
Manitex Liftking ULC (“Manitex Liftking” or “Liftking”) sells a complete line of rough terrain forklifts, a line of stand-up electric forklifts, cushioned tired forklifts with lifting capacities from 18 thousand to 40 thousand pounds, and special mission oriented vehicles, as well as other specialized carriers, heavy material handling transporters and steel mill equipment. Manitex Liftking’s rough terrain forklifts are used in both commercial and military applications. Specialty mission oriented vehicles and specialized carriers are designed and built to meet the Company’s unique customer needs and requirements. The Company’s specialized lifting equipment has met the particular needs of customers in various industries that include the utility, ship building and steel mill industries. | |
Badger Equipment Company (“Badger”) is a manufacturer of specialized rough terrain cranes and material handling products. Badger primarily serves the needs of the construction, municipality, and railroad industries. | |
Manitex Load King, Inc. (“Load King”) manufactures specialized custom trailers and hauling systems typically used for transporting heavy equipment. Load King trailers serve niche markets in the commercial construction, railroad, military, and equipment rental industries through a dealer network. | |
Manitex Sabre, Inc. (“Sabre”), which is located in Knox, Indiana, manufactures a comprehensive line of specialized mobile tanks for liquid and solid storage and containment solutions with capacities from 8,000 to 21,000 gallons. Its mobile tanks are sold to specialized independent tank rental companies and through the Company’s existing dealer network. The tanks are used in a variety of end markets such as petrochemical, waste management and oil and gas drilling. | |
In January of 2015, The Company acquired PM Group S.p.A. (“PM”) which is based in San Cesario sul Panaro, Modena, Italy. PM is a leading Italian manufacturer of truck mounted hydraulic knuckle boom cranes with a 50-year history of technology and innovation, and a product range spanning more than 50 models. Its largest subsidiary, Oil & Steel (“O&S”), is a manufacturer of truck-mounted aerial platforms with a diverse product line and an international client base. Combined, O&S and PM occupy 510,000 square feet of assembly and manufacturing space, spread between its two locations in San Cesario S/P, Modena, and in Arad, Romania, and sell to a broad, worldwide dealer network. | |
PM’s financial results are included in the Company’s consolidated results beginning on January 15, 2015. | |
ASV Segment | |
On December 19, 2014, the Company acquired 51% of A.S.V., Inc. from Terex Corporation (“Terex”). In connection with the acquisition, ASV was converted to an LLC and its name was changed to A.S.V., LLC (ASV). ASV located in Grand Rapids, Minnesota manufactures a line of high quality compact rubber tracked and skid steer loaders. The ASV products will be distributed through the Terex distribution channels as well as through Manitex and other independent dealers. The products are used in the site clearing, general construction, forestry, golf course maintenance and landscaping industries, with general construction being the largest market. | |
Equipment Distribution Segment | |
The Equipment Distribution segment comprises the operations of Crane & Machinery (“C&M”), a division of Manitex International, Inc. The segment 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. C&M is a distributor of Terex rough terrain and truck cranes, and supplies repair parts for a wide variety of medium to heavy duty construction equipment and sells domestically and internationally, predominately to end users, including the rental market. It also provides crane equipment repair services in the Chicago area. C&M uses the trade name, North American Equipment Exchange to market previously-owned construction and heavy equipment, both domestically and internationally and provides a wide range of used lifting and construction equipment of various ages and condition, and also has the capability to refurbish equipment to the customers’ specification. The Equipment Distribution segment operates as the North American sales organization for our Italian based Valla pick and carry crane products. |
Basis_of_Presentation
Basis of Presentation | 3 Months Ended | |
Mar. 31, 2015 | ||
Accounting Policies [Abstract] | ||
Basis of Presentation | 2. Basis of Presentation | |
The accompanying consolidated financial statements, included herein, have been prepared by the Company without audit pursuant to the rules and regulations of the United States Securities and Exchange Commission. Pursuant to these rules and regulations, certain information and footnote disclosures normally included in financial statements which are prepared in accordance with accounting principles generally accepted in the United States of America have been omitted. In the opinion of management, the accompanying unaudited consolidated financial statements reflect all adjustments (consisting only of normal recurring accruals, except as otherwise disclosed) necessary for a fair presentation of the Company’s financial position as of March 31, 2015, and results of its operations and cash flows for the periods presented. The consolidated balances as of December 31, 2014 were derived from audited financial statements but do not include all disclosures required by generally accepted accounting principles. The accompanying consolidated financial statements have been prepared in accordance with accounting standards for interim financial statements and should be read in conjunction with the Company’s audited consolidated financial statements and the notes thereto for the year ended December 31, 2014. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014. The results of operations for the interim periods are not necessarily indicative of the results of operations expected for the year. | ||
Accounts Receivable and Allowance for Doubtful Accounts | ||
Accounts receivable are stated at the amounts the Company’s customers are invoiced and do not bear interest. Accounts Receivable is reduced by an allowance for amounts that may become uncollectible in the future. The Company’s estimate for the allowance for doubtful accounts related to trade receivables includes evaluation of specific accounts where the Company has information that the customer may have an inability to meet its financial obligations. The Company had allowances for doubtful accounts of $482 and $458 at March 31, 2015 and December 31, 2014, respectively. | ||
Inventory Valuation | ||
Inventory consists of stock materials and equipment stated at the lower of cost or market (first in, first out). All equipment classified as inventory is available for sale. The Company records excess and obsolete inventory reserves. The estimated reserve is based upon specific identification of excess or obsolete inventories. Selling, general and administrative expenses are expensed as incurred and are not capitalized as a component of inventory. | ||
Accrued Warranties | ||
Warranty costs are accrued at the time revenue is recognized. The Company’s products are typically sold with a warranty covering defects that arise during a fixed period of time. The specific warranty offered is a function of customer expectations and competitive forces. The Equipment Distribution segment does not accrue for warranty costs at the time of sales, as they are reimbursed by the manufacturers for any warranty that they provide to their customers. | ||
A liability for estimated warranty claims is accrued at the time of sale. The liability is established using historical warranty claim experience. Historical warranty experience is, however, reviewed by management. The current provision may be adjusted to take into account unusual or non-recurring events in the past or anticipated changes in future warranty claims. Adjustments to the initial warranty accrual are recorded if actual claim experience indicates that adjustments are necessary. Warranty reserves are reviewed to ensure critical assumptions are updated for known events that may impact the potential warranty liability. | ||
Revenue Recognition | ||
Revenue and related costs are generally recorded when products are shipped and invoiced to our customers. Revenue is recognized when title passes and risk of loss pass to our customers which is generally occurs upon shipment depending upon the terms of the contract. Under certain contracts with our customers title passes to the customers when the units are completed. The units are segregated from our inventory and identified as belonging to the customer, the customer is notified that the units are complete and wait pick up or delivery as specified by the customer before income is recognized. Additionally, the customer is requested to sign an “Invoice Authorization Form” which acknowledges the contract terms and acknowledges that the customer has economic ownership and control over the unit. It also acknowledges that we are going to invoice the unit per terms of the contract. The Company insures any custodial risk that it may retain. | ||
For FOB contracts, customers may be invoiced prior to the time customers take physical possession. Revenue is recognized in such cases only when the customer has a fixed commitment to purchase the units, the units have been completed, tested and made available to the customer for pickup or delivery, and the customer has authorized in writing that we hold the units for pickup or delivery at a time specified by the customer. In such cases, the units are invoiced under our customary billing terms, title to the units and risks of ownership pass to the customer upon invoicing, the units are segregated from our inventory and identified as belonging to the customer and we have no further obligations under the order. The Company insures any custodial risk that it may retain. | ||
In addition, our policy requires in all instances certain minimum criteria be met in order to recognize revenue, specifically: | ||
a) | Persuasive evidence that an arrangement exists; | |
b) | The price to the buyer is fixed or determinable; | |
c) | Collectability is reasonably assured; and | |
d) | We have no significant obligations for future performance. | |
Interest Rate Swap Contracts | ||
The Company enters into derivative instruments to manage its exposure to interest rate risk related to certain foreign term loans. Derivatives are initially recognized at fair value at the date the contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in current earnings immediately unless the derivative is designated and effective as a hedging instrument, in which case the effective portion of the gain or loss is recognized and is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedging instrument affects earnings (date of sale). As part of the acquisition of PM Group, which was acquired on January 15, 2015, the Company acquired interest rate swap contracts, which manage the exposure to interest rate risk related to term loans with certain financial institutions in Italy. These contracts have been determined not to be hedge instruments under ASC 815-10. Further details of derivative financial instruments are disclosed in Notes 4 and 5. | ||
Litigation Claims | ||
In determining whether liabilities should be recorded for pending litigation claims, the Company must assess the allegations and the likelihood that it will successfully defend itself. When the Company believes it is probable that it will not prevail in a particular matter, it will then make an estimate of the amount of liability based, in part, on the advice of outside legal counsel. | ||
Income Taxes | ||
The Company’s provision for income taxes consists of U.S. and foreign taxes in amounts necessary to align the Company’s year-to-date tax provision with the effective rate that the Company expects to achieve for the full year. Each quarter the Company updates its estimate of the annual effective tax rate and records cumulative adjustments as necessary. The effective tax rate is based upon the Company’s anticipated earnings both in the U.S. and in foreign jurisdictions. | ||
Comprehensive Income | ||
Reporting “Comprehensive Income” requires reporting and displaying comprehensive income and its components. Comprehensive income includes, in addition to net earnings, other items that are reported as direct adjustments to stockholder’s equity. Currently, the comprehensive income adjustment required for the Company has two components. First is a foreign currency translation adjustment, the result of consolidating its foreign subsidiaries. The second component is a derivative instrument fair market value adjustment (net of income taxes) related to forward currency contracts designated as a cash flow hedge. | ||
For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings (date of sale). See Note 5 for additional details. | ||
Business Combinations | ||
The Company accounts for acquisitions in accordance with guidance found in ASC 805, Business Combinations. The guidance requires consideration given, including contingent consideration, assets acquired and liabilities assumed to be valued at their fair market values at the acquisition date. The guidance further provides that: (1) in-process research and development will be recorded at fair value as an indefinite-lived intangible asset; (2) acquisition costs will generally be expensed as incurred, (3) restructuring costs associated with a business combination will generally be expensed subsequent to the acquisition date; and (4) changes in deferred tax asset valuation allowances and income tax uncertainties after the acquisition date generally will affect income tax expense. | ||
ASC 805 requires that any excess of purchase price over fair value of assets acquired, including identifiable intangibles and liabilities assumed be recognized as goodwill. In accordance with ASC 805, any excess of fair value of acquired net assets, including identifiable intangibles assets, over the acquisition consideration results in a bargain purchase gain. Prior to recording a gain, the acquiring entity must reassess whether all acquired assets and assumed liabilities have been identified and recognized and perform re-measurements to verify that the consideration paid, assets acquired and liabilities assumed have been properly valued. | ||
ASV, PM Group and Columbia Tank results are included in the Company’s results from their respective dates of acquisition of December 19, 2014, January 15, 2015 and March 13, 2015. | ||
Reclassification | ||
Certain reclassifications have been made to the prior year’s consolidated financial statements to conform to the current year’s presentation. |
Acquisitions_and_Investments
Acquisitions and Investments | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Business Combinations [Abstract] | |||||||||||||
Acquisitions and Investments | 3. Acquisitions and Investments | ||||||||||||
PM Group | |||||||||||||
On July 21, 2014 Manitex International, Inc. (the “Company”) entered into a series of agreements to acquire PM Group S.p.A, (“PM Group”), a manufacturer of truck mounted cranes based in San Cesario sul Panaro, Modena, Italy. On January 15, 2015, the Company’s acquisition of PM Group closed. | |||||||||||||
The fair value of the purchase consideration is shown below: | |||||||||||||
Cash | € | 17,142 | $ | 20,312 | |||||||||
994,483 shares of Minitel International, Inc. | 8,710 | 10,124 | |||||||||||
Total purchase consideration | € | 25,852 | $ | 30,436 | |||||||||
Under the acquisition method of accounting, in accordance ASC 805, Business Combinations, the assets acquired and liabilities assumed are valued based on their estimated fair values as of the date of the acquisition. The Company engaged a valuation expert and a tax advisor to provide guidance and assistance to management which was considered and in part relied upon in completing its purchase price allocation. The excess of the purchase price over the aggregate estimated fair value of net assets acquired was allocated to goodwill. The purchase price allocation is preliminary and the entire allocation is subject to a final review, including but not limited to the accounts receivable, inventory, intangible assets and accruals. The following table summarizes the preliminary allocation of the PM acquisition consideration to the fair value of the assets acquired and liabilities assumed at the date of acquisition: | |||||||||||||
Purchase price allocation: | |||||||||||||
Cash invested in PM | € | 1,481 | $ | 1,721 | |||||||||
Trade receivables | 19,057 | 22,454 | |||||||||||
Inventory | 20,088 | 23,668 | |||||||||||
Prepaid Expenses | 1,825 | 2,150 | |||||||||||
Other receivables | 1,921 | 2,263 | |||||||||||
Total fixed assets | 14,674 | 17,290 | |||||||||||
Customer relationships | 10,841 | 12,773 | |||||||||||
Trade name and trademarks | 5,850 | 6,893 | |||||||||||
Patented & Unpatented Technology | 7,657 | 9,022 | |||||||||||
Goodwill | 26,001 | 30,636 | |||||||||||
Deferred net tax assets | 8,190 | 9,650 | |||||||||||
Other long term assets | 1,267 | 1,493 | |||||||||||
Accounts payable | (21,907 | ) | (25,812 | ) | |||||||||
Accrued expenses and accruals | (7,658 | ) | (9,023 | ) | |||||||||
Other current liabilities | (757 | ) | (892 | ) | |||||||||
Deferred tax liability | (11,595 | ) | (13,662 | ) | |||||||||
Other long-term liabilities | (2,973 | ) | (3,503 | ) | |||||||||
Assumed non-recourse debt | (48,110 | ) | (56,685 | ) | |||||||||
Net assets acquired | € | 25,852 | $ | 30,436 | |||||||||
Contingent Liability. In accordance with ASC 805, the acquirer is to recognize the acquisition date fair value of contingent liability. The Company entered into an Option Agreement with one of the PM Group senior banks under which the bank will sell to the Company PM debt with a face value of €5,000. Under the Option Agreement, the bank shall receive €2,500 if PM has 2017 EBITDA, as defined in the agreement, of between €14,500 and €16,500, and €5,000 if 2017 EBITDA exceeds €16,500. If 2017 EBITDA, as defined in the agreement, is less than €14,500, the bank is to sell the debt to the Company for €0.001. Given the disparity between the EBITDA threshold and the Company’s projected financial results, it was determined that a Monte Carlo simulation analysis was appropriate to determine the fair value of contingent consideration. It was determined that the probability weighted average payment is €1,093 or $1,270. Based thereon, we determined the fair value of the contingent liability to be €1,093 or $1,270. This amount is included in other long-term liabilities in the above table. | |||||||||||||
Non-recourse PM debt: Under the transaction, the PM remains obligated for the following debt: | |||||||||||||
Term debt—interest bearing | € | 23,221 | $ | 27,359 | |||||||||
Term debt—non-interest bearing | 10,289 | 12,123 | |||||||||||
Fair market adjustment for non-interest bearing debt | (1,460 | ) | (1,720 | ) | |||||||||
Working capital borrowing | 14,340 | 16,896 | |||||||||||
Interest rate swap derivative contract | 1,720 | 2,027 | |||||||||||
Total assumed non-recourse debt | € | 48,110 | $ | 56,685 | |||||||||
Non-interest bearing debt. In connection with the acquisition, the Company assumed non-interest bearing debt of €10,289. The fair value of the non-interest bearing debt was determined to be €8,829 or $10,403. The fair value of the non-interest bearing debt was calculated to equal the present value of future debt payments discounted at a market rate of return commensurate with similar debt instruments with comparable levels of risk and marketability. A rate of 5.24% was determined to be the appropriate rate following an assessment of the risk inherent in the debt issued and the market rate for debt of this nature using corporate credit ratings. | |||||||||||||
The interest rate swap derivative was valued at its fair value, which is based on quotes from a financial institution. | |||||||||||||
Tangible assets and liabilities: The tangible assets and liabilities were valued at their respective carrying values by PM, except for certain adjustments necessary to state such amounts at their estimated fair values at the acquisition date. Significant fair market adjustments were made to decrease inventory by €771 and to decrease fixed assets by €3,647. | |||||||||||||
Intangible assets: There are three fundamental methods applied to value intangible assets outlined in FASB ASC 820. These methods include the Cost Approach, the Market Approach, and the Income Approach. Each of these valuation approaches was considered in our estimation of value. | |||||||||||||
Trade names and trademarks, patented and unpatented technology: Valued using the Relief from Royalty method, a form of both the Market Approach and the Income Approach. Because the Company has established trade names and trademarks and has developed patented and unpatented technology, we estimated the benefit of ownership as the relief from the royalty expense that would need to be incurred in absence of ownership. | |||||||||||||
Customer relationships: Because there is a specific earnings stream that can be associated with customer relationships, we determined the fair value of these relationships based on the excess earnings method, a form of the Income Approach. | |||||||||||||
Goodwill: Goodwill represents the excess of total consideration paid and the fair value of net assets acquired. The recognition of goodwill of $30,636 reflects the inherent value in the PM reputation, which has been built since being founded in 1959 and the prospects for significant future earnings. | |||||||||||||
Acquisition transaction costs: Cost and expenses related to the acquisition have been expensed as incurred and recorded in selling, general and administrative expenses. The Company incurred fees of $185 for legal services, $750 for acquisition related bonus payments, $347 for accounting services in connection with the prior year audit of PM financial statements and $206 for other costs related to the acquisition. | |||||||||||||
The results of the acquired PM operations have been included in our consolidated statement of operations since the acquisition date. PM is included in the Lifting segment for segment reporting purposes. | |||||||||||||
The following unaudited pro forma information assumes the acquisition of PM occurred on January 1, 2014. The unaudited pro forma results have been prepared for informational purposes only and do not purport to represent the results of operations that would have been had the acquisition occurred as of the date indicated, nor of future results of operations. The unaudited pro forma results for the three months ended March 31, 2015 and 2014 are as follows (in thousands, except per share data): | |||||||||||||
Three Months | Three Months | ||||||||||||
Ended | Ended | ||||||||||||
March 31, | March 31, | ||||||||||||
2015 | 2014 | ||||||||||||
Net revenues | $ | 108,181 | $ | 84,102 | |||||||||
Net income attributable to shareholders of Manitex International, Inc. | $ | 27 | $ | (906 | ) | ||||||||
Income per share: | |||||||||||||
Basic | $ | 0 | $ | (0.06 | ) | ||||||||
Diluted | $ | 0 | $ | (0.06 | ) | ||||||||
Weighted average common shares outstanding: | |||||||||||||
Basic | 16,002,170 | 14,801,795 | |||||||||||
Diluted | 16,002,170 | 14,801,795 | |||||||||||
Pro Forma Adjustment Note | |||||||||||||
The following table summarizes the pro forma adjustment that modify historical results: | |||||||||||||
Three Months | Three Months | ||||||||||||
Ended | Ended | ||||||||||||
March 31, | March 31, | ||||||||||||
2015 | 2014 | ||||||||||||
Dr.(CR.) | |||||||||||||
Record interest expense on Manitex debt issued in connection with the acquisition | $ | 33 | $ | 497 | |||||||||
Transfer transaction costs incurred between periods | (1,060 | ) | 1,060 | ||||||||||
Eliminate impact of capitalizing Research and Development by PM | (45 | ) | 68 | ||||||||||
Adjust depreciation to reflect fair values and current lives | (11 | ) | (110 | ) | |||||||||
Adjust amortization to reflect fair value on intangible assets and current lives | 90 | 553 | |||||||||||
Eliminate historic interest expense on debt forgiven or converted to non-interest debt | (14 | ) | (502 | ) | |||||||||
Record amortization of debt discount on non-interest bearing debt | 27 | 179 | |||||||||||
Transfer amortization of inventory step up between periods | (730 | ) | 820 | ||||||||||
Eliminate profit on debt restructuring (this was not a taxable event) | 6,298 | — | |||||||||||
Record income tax impact on the above pro forma adjustments | 574 | (861 | ) | ||||||||||
Columbia Tanks | |||||||||||||
On March 12, 2015 the Company’s subsidiary, Manitex Sabre, entered into an inventory purchase agreement and an equipment purchase agreement, with Columbia Tanks LLC, an Indiana company and J.F. Henry, the “Member”, for the purchase of inventory and used manufacturing equipment. In a separate agreement with F.H. Associates, the Company entered into a three year lease of a 99,000 square feet manufacturing facility at an annual rent commencing at $240 per annum. The lease is renewable after three years at the Company’s option. | |||||||||||||
The purchase price allocation is preliminary and the balance is subject to a final review of inventory, equipment and intangible assets. | |||||||||||||
The fair value of the purchase consideration was $1,214 in total as shown below: | |||||||||||||
Cash | $ | 400 | |||||||||||
Seller notes | 814 | ||||||||||||
Total purchase consideration | $ | 1,214 | |||||||||||
Seller Note. In connection with the inventory and equipment purchases, the Company issued two non-interest bearing notes for $450 and $390 that mature on August 31, 2016 and May 31, 2016. The fair value of Inventory Note and the Equipment Note was determined to be $436 and $378. The fair value of the notes was calculated to equal the present value of future debt payments discounted at a market rate of return commensurate with similar debt instruments with comparable levels of risk and marketability. A rate of 4.0% was determined to be the appropriate rate following an assessment of the risk inherent in the debt issued and the market rate for debt of this nature using corporate credit ratings. | |||||||||||||
Under the acquisition method of accounting, in accordance ASC 805, Business Combinations, the assets acquired and liabilities assumed are valued based on their estimated fair values as of the date of the acquisition. The purchase price allocation is preliminary and is subject to final review of inventory, fixed assets and related intangibles. | |||||||||||||
The following table summarizes the allocation of the Columbia acquisition consideration to the fair value of the assets acquired: | |||||||||||||
Purchase price allocation: | |||||||||||||
Inventory | $ | 686 | |||||||||||
Equipment | 528 | ||||||||||||
$ | 1,214 | ||||||||||||
Tangible and Intangible Assets and Liabilities: The tangible assets were valued at their respective purchase price. Management has preliminarily determined that amount paid to acquire the assets approximates the fair value of the assets acquired. | |||||||||||||
Pro forma information is not included as Columbia Tanks’ amounts are insignificant. | |||||||||||||
Lift Ventures, LLC | |||||||||||||
On December 16, 2014, Manitex International, Inc. (the “Company”), BGI USA Inc. (“BGI”), Movedesign SRL and R & S Advisory S.r.l., entered into an operating agreement (the “Operating Agreement”) for Lift Ventures LLC (“Lift Ventures”), a joint venture entity. The purposes for which Lift Ventures is organized are the manufacturing and selling of certain products and components, including the Schaeff line of electric forklifts and certain LiftKing products. Pursuant to the Operating Agreement, the Company was granted a 25% equity stake in Lift Ventures in exchange for the contribution of inventory totaling $5,951 and a license of certain intellectual property related to the Company’s products | |||||||||||||
This investment is a non-marketable equity investment made in a privately-held company accounted for under the equity method. | |||||||||||||
At date of acquisition, this investment had a carrying value of $5,951. The Company will test this non-marketable equity investment when events or circumstances exists that would be indicative of possible impairment. | |||||||||||||
ASV Stock Purchase | |||||||||||||
On December 19, 2014, the Company closed on the ASV Stock Purchase Agreement entered into between Manitex International, Inc. (the “Company”) and Terex Corporation (“Terex”) on October 29, 2014, pursuant to which the Company purchased 51% of the issued and outstanding shares of ASV Inc. a Grand Rapids, Minnesota-based manufacturer of a broad line of technology leading compact rubber tracked and skid steer loaders and accessories that had been a wholly owned subsidiary of Terex since 2008. | |||||||||||||
The fair value of the purchase consideration was $49,787 in total as shown below: | |||||||||||||
Cash | $ | 25,000 | |||||||||||
Note payable to seller | 1,411 | ||||||||||||
Fair value of non-controlling interest in ASV | 23,376 | ||||||||||||
Total purchase consideration | $ | 49,787 | |||||||||||
Under the acquisition method of accounting, in accordance ASC 805, Business Combinations, the assets acquired and liabilities assumed are valued based on their estimated fair values as of the date of the acquisition. The excess of the purchase price over the aggregate estimated fair value of net assets acquired was allocated to goodwill. At December 31, 2014, it was stated that the purchase price allocation was preliminary and was subject to final review of certain inventory, accrual and receivable balances. During the current quarter, the purchase price allocation was adjusted. As a result accrued expenses increased by $114 and goodwill increased by $114. The components of this adjustment are non-cash items and, therefore, are not included in the Statement of Cash Flows for the period ended December 31, 2014. At March 31, 2015, the purchase price allocation continues to be preliminary and is subject to final review of certain certain inventory, accrual and receivable balances. | |||||||||||||
Additionally, the balance sheet at December 31, 2014 was restated to reflect the above changes to ASV purchase price allocations as follows: | |||||||||||||
Account | Provisional amount | Adjustment | Revised Provisional | ||||||||||
recorded as of | to purchase | amount | |||||||||||
December 31, 2014 | price allocation | recorded as of | |||||||||||
December 31, 2014 | |||||||||||||
Goodwill | $ | 26,744 | $ | 114 | $ | 26,858 | |||||||
Accrued Expenses | (3,975 | ) | (114 | ) | (4,089 | ) | |||||||
The following table summarizes the preliminary allocation of the ASV acquisition consideration to the fair value of the assets acquired and liabilities assumed at the date of acquisition: | |||||||||||||
Purchase price allocation: | |||||||||||||
Cash | $ | 2 | |||||||||||
Accounts receivable | 18,232 | ||||||||||||
Prepaid Expenses | 71 | ||||||||||||
Inventory | 27,217 | ||||||||||||
Total fixed assets | 19,177 | ||||||||||||
Customer relationships | 16,000 | ||||||||||||
Trade name and trademarks | 7,000 | ||||||||||||
Patented & unpatented technology | 8,000 | ||||||||||||
Goodwill | 26,858 | ||||||||||||
Capitalized debt issuance costs | 2,767 | ||||||||||||
Accounts payable | (9,459 | ) | |||||||||||
Accrued expenses | (4,089 | ) | |||||||||||
Accrued conversion tax | (16,500 | ) | |||||||||||
Accrued pension liability | (839 | ) | |||||||||||
Assumption of non-recourse ASV debt | (44,650 | ) | |||||||||||
Net assets acquired | $ | 49,787 | |||||||||||
Deferred bank fees and expense: Legal and bank fees incurred related to establishing term debt and revolving credit financing for ASV as part of the acquisition transaction. Manitex executed a note payable in the amount of $1,594 in connection with the transaction. The note was to reimburse Terex for Manitex’s share of fees and expenses, including $1,411 of fees related to new financing at ASV. | |||||||||||||
Noncontrolling interest in ASV: Fair value of Terex 49% share of ASV equity was calculated by grossing up the fair value of the controlling interest purchased by the Company to a 100% value, then deducting the $26,411 paid for the majority interest. Subsequently an adjustment for an implied minority discount of $2,000 (approximately 8%) was applied against initial calculation. | |||||||||||||
Non-recourse ASV debt: In connection with the transaction, ASV entered into a $40,000, five year Term debt facility and a $35,000 revolving credit facility. At the date of acquisition, ASV had fully drawn funds on the Term debt, $40,000, and had drawn $4,650 on the revolving credit facility. | |||||||||||||
Under the acquisition method of accounting, the total consideration is allocated to the assets acquired and liabilities assumed based on their fair values as of the date of the acquisition as shown below. | |||||||||||||
Tangible assets and liabilities: The tangible assets and liabilities were valued at their respective carrying values by ASV, except for certain adjustments necessary to state such amounts at their estimated fair values at acquisition date. Fair market adjustments to fixed assets and inventory of $4,390 were recorded. | |||||||||||||
Intangible assets: There are three fundamental methods applied to value intangible assets outlined in FASB ASC 820. These methods include the Cost Approach, the Market Approach, and the Income Approach. Each of these valuation approaches was considered in our estimation of value. | |||||||||||||
Trade names and trademarks, patented and unpatented technology: Valued using the Relief from Royalty method, a form of both the Market Approach and the Income Approach. Because the Company has established trade names and trademarks and has developed patented and unpatented technology, we estimated the benefit of ownership as the relief from the royalty expense that would need to be incurred in absence of ownership. | |||||||||||||
Customer relationships: Because there is a specific earnings stream that can be associated with customer relationships, we determined the fair value of these relationships based on the excess earnings method, a form of the Income Approach. | |||||||||||||
Goodwill: Goodwill represents the excess of total consideration paid and the fair value of net assets acquired. The recognition of goodwill of $26,858 reflects the inherent value in the ASV reputation, which has been built since being founded in 1983 and the prospects for significant future earnings. | |||||||||||||
For income tax purposes, intangible assets and goodwill will be amortized and will result in future tax deductions. | |||||||||||||
Accrued conversion tax: In connection with the acquisition, the Board of Directors of ASV, Inc. agreed to a Plan of Conversion to convert ASV, Inc., a corporation into a Minnesota limited liability company. Under the plan, all of the issued and outstanding shares of ASV, Inc. were cancelled and an equal number of limited liability company membership interests were issued to the members of ASV LLC, on a one-for-one basis. In connection with the conversion, ASV will have a taxable gain. | |||||||||||||
Acquisition transaction costs: Costs and expenses related to the acquisition have been expensed as incurred and recorded in selling, general and administrative expenses. The Company incurred fees of $100 for legal services, $750 for acquisition related bonus payments, $325 for accounting services in connection with the prior year audit of ASV financial statements and $40 for Valuation services. | |||||||||||||
The results of the acquired ASV operations have been included in our consolidated statement of operations since the acquisition date. ASV is being treated as its own segment for segment reporting purposes. |
Financial_InstrumentsForward_C
Financial Instruments-Forward Currency Exchange Contracts and Interest Rate Swap Contracts | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Financial Instruments-Forward Currency Exchange Contracts and Interest Rate Swap Contracts | 4. Financial Instruments—Forward Currency Exchange Contracts and Interest Rate Swap Contracts | ||||||||||||||||
The following tables set forth the company’s financial assets and liabilities that were accounted for at fair value on a recurring and nonrecurring basis as of March 31, 2015 and December 31, 2014 by level within the fair value hierarchy. As required by ASC 820-10, financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. | |||||||||||||||||
The following is summary of items that the Company measures at fair value on a recurring and nonrecurring basis: | |||||||||||||||||
Fair Value at March 31, 2015 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Asset | |||||||||||||||||
Forward currency exchange contracts | $ | — | $ | 461 | $ | — | $ | 461 | |||||||||
Total current assets at fair value | $ | — | $ | 461 | $ | — | $ | 461 | |||||||||
Liabilities: | |||||||||||||||||
Forward currency exchange contracts | $ | — | $ | 306 | $ | — | $ | 306 | |||||||||
Interest rate swap contracts | — | 1,509 | — | 1,509 | |||||||||||||
Convertible debt-Perella (see Note 14) (nonrecurring) | — | 14,286 | — | 14,286 | |||||||||||||
PM non-interest bearing debt (nonrecurring) | — | 9,483 | — | 9,483 | |||||||||||||
PM contingent liabilities | — | — | 1,174 | 1,174 | |||||||||||||
Valla contingent consideration | — | — | 250 | 250 | |||||||||||||
Total recurring and nonrecurring long-term liabilities at fair value | $ | — | $ | 25,584 | $ | 1,424 | $ | 27,008 | |||||||||
Fair Value at December 31, 2014 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Asset | |||||||||||||||||
Forward currency exchange contracts | $ | — | $ | 268 | $ | — | $ | 268 | |||||||||
Total current assets at fair value | $ | — | $ | 268 | $ | — | $ | 268 | |||||||||
Liabilities: | |||||||||||||||||
Forward currency exchange contracts | $ | — | $ | 29 | $ | — | $ | 29 | |||||||||
Convertible debt-Terex (see Note 14) (nonrecurring) | — | 6,607 | — | 6,607 | |||||||||||||
Valla contingent consideration | — | — | 250 | 250 | |||||||||||||
Total recurring and nonrecurring long-term liabilities at fair value | $ | — | $ | 6,639 | $ | 250 | $ | 6,886 | |||||||||
Fair Value Measurements | |||||||||||||||||
ASC 820-10 classifies the inputs used to measure fair value into the following hierarchy: | |||||||||||||||||
Level 1 | — | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |||||||||||||||
Level 2 | — | Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and | |||||||||||||||
Level 3 | — | Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). | |||||||||||||||
Fair value of the forward currency contracts are determined on the last day of each reporting period using observable inputs, which are supplied to the Company by the foreign currency trading operation of its bank and are Level 2 items. |
Derivatives_Financial_Instrume
Derivatives Financial Instruments | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||
Derivatives Financial Instruments | 5. Derivatives Financial Instruments | ||||||||||
The Company’s risk management objective is to use the most efficient and effective methods available to us to minimize, eliminate, reduce or transfer the risks which are associated with fluctuation of exchange rates between the Canadian and U.S. dollar and the Euro and the U.S. dollar. | |||||||||||
Forward Currency Contracts | |||||||||||
When the Company’s Canadian subsidiary receives a significant new U.S. dollar order, management will evaluate different options that may be available to mitigate future currency exchange risks. The decision to hedge future sales is not automatic and is decided case by case. The Company will only use hedge instruments to hedge firm existing sales orders and not estimated exposure, when management determines that exchange risks exceeds desired risk tolerance levels. The forward currency contracts used to hedge future sales are designated as cash flow hedges under ASC 815-10 provided certain criteria’s are met. | |||||||||||
The Company enters into forward currency exchange contracts in relationship such that the exchange gains and losses on the assets and liabilities denominated in other than the reporting units’ functional currency would be offset by the changes in the market value of the forward currency exchange contracts it holds. The forward currency exchange contracts that the Company has to offset existing assets and liabilities denominated in other than the reporting units’ functional currency have been determined not to be considered a hedge under ASC 815-10. The Company records at the balance sheet date the forward currency exchange contracts at its market value with any associated gain or loss being recorded in current earnings. Both realized and unrealized gains and losses related to forward currency contracts are included in current earnings and are reflected in the Statement of Income in the other income expense section on the line titled foreign currency transaction gains (losses). Items denominated in other than a reporting units functional currency includes U.S. denominated accounts receivables and accounts payable held by our Canadian subsidiary and certain intercompany receivables due from the Company’s Canadian and Italian subsidiaries. | |||||||||||
As required, forward currency contracts are recognized as an asset or liability at fair value on the Company’s Consolidated Balance Sheet. For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings (date of sale). Gains or losses on cash flow hedges when recognized into income are included in net revenues. Gains and losses on the derivative instruments representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. The Company expects minimal ineffectiveness as the Company has hedged only firm sales orders and has not hedged estimated exposures. As of March 31, 2015, the Company had no outstanding forward currency contracts that were in place to hedge future sales. Therefore, there are currently no unrealized pre-tax gains or loss which will reclassified from other comprehensive income into earnings during the next 12 months. | |||||||||||
At March 31, 2015, the Company had entered into a series of forward currency exchange contracts. The contracts obligate the Company to purchase approximately CDN $5,508 in total. The contracts, which are in various amounts, mature on April 10, 2015. Under the contracts, the Company will purchase Canadian dollars at exchange rates of $0.8443 and $0.8441. The Canadian to US dollar exchange rates was $0.7895 at March 31, 2015. At March 31, 2015, the Company had forward currency contracts to sell Euros. The contracts obligate the Company to sell approximately €2,179 in total. The contracts, which are in various amounts, mature between July 2, 2015 and March 2, 2016. Under the contracts, the Company will sell Euros at exchange rates of $1.0634 and $1.4261. The Euro to US dollar exchange rate was 1.0741 at March 31, 2015. | |||||||||||
Interest Rate Swap Contracts | |||||||||||
The Company uses financial instruments available on the market, including derivatives, solely to minimize its cost of borrowing and hedge the risk of interest rate and exchange rate fluctuation. In January 2009, prior to the January 15, 2015 acquisition date, PM Group entered into the following contracts in order to hedge the interest rate risk related to its term loans with two financial institutions: | |||||||||||
A contract signed by PM Group, for an original notional amount of € 20,000 (€ 20,000 at March 31, 2015), maturing on February 3, 2017 with interest payable every January 31 and July 31 each year. PM Group pays interest at a rate of 3.48% and receives from the counterparties interest at the Euro Interbank Offered Rate (“Euribor”) for the period in question. | |||||||||||
A contract signed by PM Group, for an original notional amount of € 8,496 (€ 1,444 at March 31, 2015), maturing on January 29, 2016 with interest payable every January 31 and July 31 each year. PM Group pays interest at a rate of 2.99% and receives from the counterparties interest at the Euribor rate for the period in question. | |||||||||||
As of March 31, 2015, the Company had the following forward currency contracts and interest rate swaps: | |||||||||||
Nature of Derivative | Amount | Type | |||||||||
Forward currency contract | CDN$ | 5,508 | Not designated as hedge instrument | ||||||||
Forward currency contract | € | 2,179 | Not designated as hedge instrument | ||||||||
Interest rate swap contracts | € | 1,405 | Not designated as hedge instrument | ||||||||
The following table provides the location and fair value amounts of derivative instruments that are reported in the Consolidated Balance Sheet as of March 31, 2015 and December 31, 2014: | |||||||||||
Total derivatives NOT designated as a hedge instrument | |||||||||||
Fair Value | |||||||||||
Balance Sheet Location | March 31, | December 31, | |||||||||
2015 | 2014 | ||||||||||
Asset Derivatives | |||||||||||
Foreign currency exchange contract | Prepaid expense and other | $ | 461 | $ | 268 | ||||||
Liabilities Derivatives | |||||||||||
Foreign currency exchange contract | Accrued expense | $ | 306 | $ | 29 | ||||||
Interest rate swap contracts | Notes payable | 1,509 | — | ||||||||
Foreign currency exchange contract | Accrued expense | $ | 1,815 | $ | 29 | ||||||
Total derivatives designated as a hedge instrument | |||||||||||
Fair Value | |||||||||||
Liabilities Derivatives | Balance Sheet Location | March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||||
Foreign currency exchange contract | Accrued expense | $ | — | $ | — | ||||||
The following tables provide the effect of derivative instruments on the Consolidated Statement of Income for the three months ended March 31, 2015 and 2014: | |||||||||||
Derivatives Not designated as Hedge Instrument | Location of gain or (loss) | Three months ended | |||||||||
March 31, | |||||||||||
recognized | |||||||||||
in Income Statement | 2015 | 2014 | |||||||||
Forward currency contracts | Foreign currency transaction gains (losses) | $ | (187 | ) | $ | (59 | ) | ||||
Interest rate swap contracts | Interest expense | 354 | — | ||||||||
$ | 167 | $ | (59 | ||||||||
Derivatives designated as Hedge Instrument | Location of gain or (loss) | Three months ended | |||||||||
March 31, | |||||||||||
recognized | |||||||||||
in Income Statement | 2015 | 2014 | |||||||||
Forward currency contracts | Net revenue | $ | — | $ | (26 | ) | |||||
The following table shows the beginning and ending amounts of gains and losses related to hedges which have been included in Other Comprehensive Income and related activity net of income taxes for the three months ended March 31, 2015 and 2014. | |||||||||||
Three months ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Beginning balance gain (loss), net of income taxes | $ | — | $ | (7 | ) | ||||||
Amounts recorded in OCI net of gain (loss), net of income taxes | — | (11 | ) | ||||||||
Amount reclassified to income, loss (gain), net of income taxes | — | 18 | |||||||||
Ending balance gain (loss), net of income taxes | $ | — | $ | — | |||||||
The Counterparty to currency exchange forward contracts is a major financial institution with credit ratings of investment grade or better and no collateral is required. Management continues to monitor counterparty risk and believes the risk of incurring losses on derivative contracts related to credit risk is unlikely. |
Net_Earnings_per_Common_Share
Net Earnings per Common Share | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Net Earnings per Common Share | 6. Net Earnings per Common Share | ||||||||
Basic net earnings per share is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution of convertible debt, and restricted stock units. Details of the calculations are as follows: | |||||||||
Three months ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Net income attributable to shareholders of Manitex International, Inc. | |||||||||
Basic | $ | (224 | ) | $ | 1,877 | ||||
Diluted | $ | (224 | ) | $ | 1,877 | ||||
Earnings per share | |||||||||
Basic | $ | (0.01 | ) | $ | 0.14 | ||||
Diluted | $ | (0.01 | ) | $ | 0.14 | ||||
Weighted average common share outstanding | |||||||||
Basic | 15,836,423 | 13,807,312 | |||||||
Diluted | |||||||||
Basic | 15,836,423 | 13,807,312 | |||||||
Dilutive effect of restricted stock units | — | 33,194 | |||||||
15,836,423 | 13,840,506 | ||||||||
At March 31, 2015, there are 201,695 restricted stock units which are anti-dilutive and therefore not included in the average number of diluted shares outstanding shown above. |
Equity
Equity | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Equity [Abstract] | |||||
Equity | 7. Equity | ||||
Stock Issuance | |||||
Shares issued to Terex Corporation | |||||
On December 19, 2014, pursuant to the terms of the Securities Purchase Agreement, the Company issued 1,108,156 shares of Company’s common stock and received $12,500 of cash. | |||||
Shares issued to PM Group | |||||
On January 15, 2015, the Company’s acquisition of PM Group closed. The aggregate consideration paid by the Company for PM Group was $30,436 which reflects exchange rates in effect at the closing. The consideration consisted of $20,312 of cash, and 994,483 shares of Company common stock valued at $10,124. | |||||
Stock issued to Directors and employees | |||||
On March 4, 2015, the Company granted an aggregate of 20,000 restricted stock units to five independent Directors pursuant to the Company’s 2004 Equity Incentive Plan. Restricted stock units of 6,800, 6,600 and 6,600 vest on March 4, 2015, December 31, 2015 and December 31, 2016, respectively. The result of the issuance was valued at $77. | |||||
On March 13, 2015, the Company granted 22,868 restricted stock units to employees pursuant to the Company’s 2004 Equity Incentive Plan. The restricted stock units which vested immediately represent a portion of the employees’ 2014 bonus award that was paid in restricted stock units. The result of the issuance was valued at $212. | |||||
2004 Equity Incentive Plan | |||||
In 2004, the Company adopted the 2004 Equity Incentive Plan and subsequently amended and restated the plan on September 13, 2007 and May 28, 2009. The maximum number of shares of common stock reserved for issuance under the plan is 917,046 shares. The total number of shares reserved for issuance however, can be adjusted to reflect certain corporate transactions or changes in the Company’s capital structure. The Company’s employees and members of the board of directors who are not our employees or employees of our affiliates are eligible to participate in the plan. The plan is administered by a committee of the board comprised of members who are outside directors. The plan provides that the committee has the authority to, among other things, select plan participants, determine the type and amount of awards, determine award terms, fix all other conditions of any awards, interpret the plan and any plan awards. Under the plan, the committee can grant stock options, stock appreciation rights, restricted stock, restricted stock units, performance shares and performance units, except Directors may not be granted stock appreciation rights, performance shares and performance units. During any calendar year, participants are limited in the number of grants they may receive under the plan. In any year, an individual may not receive options for more than 15,000 shares, stock appreciation rights with respect to more than 20,000 shares, more than 20,000 shares of restricted stock and/or an award for more than 10,000 performance shares or restricted stock units or performance units. The plan requires that the exercise price for stock options and stock appreciation rights be not less than fair market value of the Company’s common stock on date of grant. | |||||
The Company awarded under the Amended and Restated 2004 Equity Incentive Plan a total of 103,111 restricted stock units to employees and directors on January 1, 2015. The restricted stock units are subject to the same conditions as the restricted stock awards except the restricted stock units will not have voting rights and the common stock will not be issued until the vesting criteria are satisfied. | |||||
The following table contains information regarding restricted stock units: | |||||
March 31, | |||||
2015 | |||||
Outstanding on January 1, 2015 | 85,384 | ||||
Units granted during the period | 145,979 | ||||
Vested and issued | (29,668 | ) | |||
Forfeited | — | ||||
Outstanding on March 31, 2015 | 201,695 | ||||
The value of the restricted stock is being charged to compensation expense over the vesting period. Compensation expense includes expense related to restricted stock units of $362 and $284 for the three months ended March 31, 2015 and 2014, respectively. Additional compensation expense related to restricted stock units will be $929, $872 and $437 for the remainder of 2015, 2016 and 2017, respectively. |
New_Accounting_Pronouncements
New Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2015 | |
Accounting Changes and Error Corrections [Abstract] | |
New Accounting Pronouncements | 8. New Accounting Pronouncements |
Recently Adopted Accounting Guidance | |
In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers,” (“ASU 2014-09”). ASU 2014-09 outlines a new, single comprehensive model for entities to use in accounting for revenue arising from contracts with customers and supersedes most current revenue recognition guidance, including industry-specific guidance. This new revenue recognition model provides a five-step analysis in determining when and how revenue is recognized. The new model will require revenue recognition to depict the transfer of promised goods or services to customers in an amount that reflects the consideration a company expects to receive in exchange for those goods or services. ASU 2014-09 is effective for reporting periods beginning after December 15, 2016, and early adoption is not permitted. The Company is evaluating the impact that adoption of this guidance will have on the determination or reporting of its financial results. | |
In June 2014, the FASB issued ASU 2014-12, “Accounting for Share-Based Payments When the Terms of an Award Provide that a Performance Target Could be Achieved after the Requisite Service Period,” (“ASU 2014-12”). ASU 2014-12 requires that a performance target that affects vesting, and that could be achieved after the requisite service period, be treated as a performance condition. As such, the performance target should not be reflected in estimating the grant date fair value of the award. ASU 2014-12 is effective for reporting periods beginning after December 15, 2015. Early adoption is permitted. Adoption of this guidance is not expected to have a significant impact on the determination or reporting of the Company’s financial results. | |
In August 2014, the FASB issued ASU 2014-15, “Disclosure of Uncertainties about an Entity’s Ability to Continue as a Going Concern,” (“ASU 2014-15”). ASU 2014-15 requires management to perform interim and annual assessments of an entity’s ability to continue as a going concern for a one year period subsequent to the date of the financial statements. An entity must provide certain disclosures if conditions or events raise substantial doubt about the entity’s ability to continue as a going concern. The guidance is effective for all entities for the first annual period ending after December 15, 2016 and interim periods thereafter, with early adoption permitted. Adoption of this guidance is not expected to have any impact on the determination or reporting of the Company’s financial results. | |
In April 2015, the FASB issued ASU 2015-03, “Imputation of Interest: Simplifying the Presentation of Debt Issuance Costs,” (“ASU 2015-03”). ASU 2015-03 requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The guidance is effective for reporting periods beginning after December 15, 2015 and interim periods within those fiscal years with early adoption permitted. ASU 2015-03 should be applied on a retrospective basis, wherein the balance sheet of each period presented should be adjusted to reflect the effects of adoption. Adoption of this guidance is not expected to have a significant impact on the determination or reporting of the Company’s financial results. | |
Except as noted above, the guidance issued by the FASB during the current year is not expected to have a material effect on the Company’s consolidated financial statements. |
Inventory
Inventory | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Inventory | 9. Inventory | ||||||||
The components of inventory are as follows: | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Raw materials and purchased parts, | $ | 85,785 | $ | 63,704 | |||||
Work in process | 10,797 | 9,257 | |||||||
Finished goods | 23,905 | 24,221 | |||||||
Inventory, net | $ | 120,487 | $ | 97,182 | |||||
Goodwill_and_Other_Intangible_
Goodwill and Other Intangible Assets | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||
Goodwill and Other Intangible Assets | 10. Goodwill and Other Intangible Assets | ||||||||||||||||
March 31, | December 31, | Useful | |||||||||||||||
2015 | 2014 | ||||||||||||||||
lives | |||||||||||||||||
Patented and unpatented technology | $ | 29,642 | $ | 21,561 | 7-10 years | ||||||||||||
Amortization | (10,698 | ) | (10,137 | ) | |||||||||||||
Customer relationships | 43,066 | 31,477 | 10-20 years | ||||||||||||||
Amortization | (4,318 | ) | (5,013 | ) | |||||||||||||
Trade names and trademarks | 21,962 | 15,875 | 25 years-indefinite | ||||||||||||||
Amortization | (3,616 | ) | (1,867 | ) | |||||||||||||
Non-competition agreements | 50 | 50 | 2-5 years | ||||||||||||||
Amortization | (28 | ) | (24 | ) | |||||||||||||
Customer backlog | 458 | 462 | < 1 year | ||||||||||||||
Amortization | (458 | ) | (462 | ) | |||||||||||||
Total Intangible assets | $ | 76,060 | $ | 51,922 | |||||||||||||
Amortization expense for intangible assets was $1,231 and $659 for the three months ended March 31, 2015 and 2014, respectively. | |||||||||||||||||
Changes in goodwill for the three months ended March 31, 2015 are as follows: | |||||||||||||||||
Equipment Lifting | Equipment Distribution | ASV | Total | ||||||||||||||
Segment | Segment | Segment | |||||||||||||||
Balance January 1, 2015 | $ | 21,811 | $ | 275 | $ | 26,858 | $ | 48,944 | |||||||||
Goodwill for PM Group acquisition | 30,636 | — | — | 30,636 | |||||||||||||
Effect of change in exchange rates | (3,034 | ) | — | — | (3,034 | ) | |||||||||||
Balance March 31, 2015 | $ | 49,413 | $ | 275 | $ | 26,858 | $ | 76,546 | |||||||||
Accrued_Expenses
Accrued Expenses | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Accrued Expenses | 11. Accrued Expenses | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Accrued expenses: | |||||||||
Accrued payroll | $ | 4,258 | $ | 2,805 | |||||
Accrued employee benefits | 1,435 | 439 | |||||||
Accrued bonuses | 234 | 1,226 | |||||||
Accrued vacation expense | 2,075 | 1,309 | |||||||
Accrued consulting fees | — | 223 | |||||||
Accrued interest | 501 | 375 | |||||||
Accrued commissions | 987 | 497 | |||||||
Accrued expenses—other | 2,315 | 1,109 | |||||||
Accrued warranty | 4,014 | 3,335 | |||||||
Accrued income taxes | 1,000 | 151 | |||||||
Accrued taxes other than income taxes | 2,773 | 1,015 | |||||||
Accrued product liability and workers compensation claims | 1,108 | 603 | |||||||
Accrued liability on forward currency exchange contracts | 306 | 30 | |||||||
Total accrued expenses | $ | 21,006 | $ | 13,117 | |||||
Accrued_Warranty
Accrued Warranty | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Guarantees [Abstract] | |||||||||
Accrued Warranty | 12. Accrued Warranty | ||||||||
The liability is established using historical warranty claim experience. Historical warranty experience is, however, reviewed by management. The current provision may be adjusted to take into account unusual or non-recurring events in the past or anticipated changes in future warranty claims. Adjustments to the initial warranty accrual are recorded if actual claim experience indicates that adjustments are necessary. Warranty reserves are reviewed to ensure critical assumptions are updated for known events that may impact the potential warranty liability. | |||||||||
Three Months Ended | |||||||||
March 31, | March 31, | ||||||||
2015 | 2014 | ||||||||
Balance January 1, | $ | 3,335 | $ | 1,070 | |||||
Business Acquired | 843 | — | |||||||
Accrual for warranties issued during the period | 1,100 | 102 | |||||||
Warranty services provided | (1,155 | ) | (289 | ) | |||||
Change in estimate | (92 | ) | 43 | ||||||
Foreign currency translation | (17 | ) | (2 | ) | |||||
Balance March 31, | $ | 4,014 | $ | 924 | |||||
Revolving_Term_Credit_Faciliti
Revolving Term Credit Facilities and Debt | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||||
Revolving Term Credit Facilities and Debt | 13. Revolving Term Credit Facilities and Debt | ||||||||||||||||||||||||
On January 6, 2015, the Company and Comerica Bank (“Comerica”) and Fifth Third Bank (collectively the “Banks”) entered into Amendment No. 6 to the Credit Agreement (the “Amendment”). The principal modification to the Credit Agreement resulting from the Amendment is the express authorization from the Banks for the Company to enter into the Perella Note Purchase Agreement, which is described in note 14. | |||||||||||||||||||||||||
On January 9, 2015, the Company together with its U.S. and Canadian subsidiaries amended and restated its existing credit agreement (“Amended Credit Agreement”) with Comerica Bank (“Comerica”) and certain other lenders, who are participants under the credit agreement. The Amended Credit Agreement provides the Company with up to $71,000 of financing (“Financing”) comprised of (a) a $45,000 Senior Secured Revolving Credit Facility to the U.S. Borrowers (“U.S. Revolver”), (b) a new $14,000 Secured Term Loan to the U.S. Borrowers (“Term Loan”) and (c) a $12,000 (or the Canadian dollar equivalent amount) Senior Secured Revolving Credit Facility to the Canadian Borrower (“Canadian Revolver”). The three aforementioned credit facilities each mature on August 19, 2018. | |||||||||||||||||||||||||
Prior to the credit restatement, the Company had US and Canadian revolving credit facilities of $40,000 and $9,000, respectively. | |||||||||||||||||||||||||
The Company is also required to comply with certain financial covenants as defined in the Credit Agreement including maintaining (1) a Consolidated Fixed Charge Coverage Ratio of not less than 1.20 to 1.00, (2) a Maximum Senior Secured First Lien North American Debt to Consolidated North American EBITDA Ratio of not more than 3.75 to 1.00, with a step down to 3.50 to 1.00 at December 31, 2015, and a further step down to 2.75 to 1.00 at June 30, 2016, and (3) a Maximum Consolidated North American Total Debt to Consolidated North American EBITDA Ratio of not more than 5.25 to 1.00, with a step down to 4.50 to 1.00 at December 31, 2015, and a further step down to 3.75 to 1.00 at June 30, 2016. | |||||||||||||||||||||||||
The indebtedness is collateralized by substantially all of the Company’s assets, except for the assets of the ASV and the Company’s equity interest in ASV. The facility contains customary limitations including, but not limited to, limitations on acquisitions, dividends, repurchase of the Company’s stock and capital expenditures. | |||||||||||||||||||||||||
U.S. Revolver | |||||||||||||||||||||||||
At March 31, 2015, the Company had drawn $27,946 under the $45 million U.S. Revolver. The U.S. Revolver bears interest, at the Company’s option at the base rate plus a spread or an adjusted LIBOR rate plus a spread. The base rate is the greater of the bank’s prime rate, the federal funds rate plus 1.00% or the 30 day LIBOR rate Adjusted Daily plus 1.00%. For the U.S. Revolver the interest rate spread for Base Rate is between 1.75% and 3.0% and for LIBOR the spread is between 2.75% and 4.0% in each case with the spread being based on the Consolidated North American Total Debt to Consolidated North American EBITDA ratio, as defined in the Credit Agreement, for the preceding twelve months. Funds borrowed under the LIBOR options can be borrowed for periods of one, two, three or six months. | |||||||||||||||||||||||||
The $45,000 U.S. Revolver is a secured financing facility under which borrowing availability is limited to existing collateral as defined in the agreement. The maximum amount available is limited to (1) the sum of 85% of eligible receivables, (2) the lesser of 85% of eligible bill and hold receivables or $10,000, (3) the lesser of 50% of eligible inventory or $26,500, (4) the lesser of 80% of used equipment purchased for resale or rent or $2,000 reduced by outstanding standby letter or credits issued by the bank. At March 31, 2015, the maximum the Company could borrow based on available collateral was capped at $40,655. | |||||||||||||||||||||||||
Under the Credit Agreement, the banks are also paid 0.375% annual facility fee payable in quarterly installments. | |||||||||||||||||||||||||
The agreement permits the Company to issue unsecured guarantees of indebtedness owed by CVS Ferrari, srl to foreign banks in respect to working capital financing, not to exceed the lesser of $9,000 or the amount of such financing. Additionally the agreement allows the Company to make or allow to remain outstanding any investment (whether such investment shall be of the character of investment of shares of stock, evidence of indebtedness or other securities or otherwise) in, or any loans or advances to CVS or to any other wholly-owned foreign subsidiary in an amount not to exceed $7,500. | |||||||||||||||||||||||||
Term Loan | |||||||||||||||||||||||||
On January 9, 2015, the Company borrowed the entire $14,000 under the Term Loan, the principal amount of which will be repaid in quarterly installments of $500,000 commencing on April 1, 2015 and on each July 1, October 1 and January 1 and April 1 thereafter, with the remainder due on August 19, 2018. For the Term Loan the interest rate spread for Base Rate is between 2.25% and 3.50% and for LIBOR the spread is between 3.25% and 4.50% in each case with the spread being based on the Consolidated North American Total Debt to Consolidated North American EBITDA ratio. | |||||||||||||||||||||||||
At March 31, 2015, the Term Loan had a balance of $12,000. | |||||||||||||||||||||||||
Canadian Revolver | |||||||||||||||||||||||||
At March 31, 2015, the Company had drawn $8,196 under the Canadian Revolver. The Company is eligible to borrow up to $8,527. The maximum amount available is limited to the sum of (1) 90% of eligible insured receivables plus (2) 85% of eligible receivables plus (3) the lesser of (i) 50% of eligible inventory including work in process inventory up to CDN$3,000 and (ii) CDN $10,500. At March 31, 2015, the maximum the Company could borrow based on available collateral was $8,527. The indebtedness is collateralized by substantially all of Manitex Liftking ULC’s assets. The Company can borrow in either U.S. or Canadian dollars. For the Canadian Revolver, the interest rate spread for U.S. prime based borrowing is between 1.75% and 3.00% and for Canadian prime based borrowings the interest rate spread is between 2.75% and 4.00%, in each case with the spread being based on the Consolidated North American Total Debt to Consolidated North American EBITDA, as defined in the Credit Agreement, for the preceding twelve months. As of March 31, 2015 the spread on the U.S. Prime based borrowing was 2.50% and Canadian Prime based borrowings was 3.50%. | |||||||||||||||||||||||||
Under the Credit Agreement, the banks are also paid 0.50% annual facility fee payable in quarterly installments. | |||||||||||||||||||||||||
Specialized Export Facility | |||||||||||||||||||||||||
The Canadian Revolving Credit facility contains an additional $3,000 Specialized Export Facility that matures on June 1, 2015. Borrowings under the Specialized Export Facility are guaranteed by the Company and Export Development Canada (“EDC”), a corporation established by an Act of Parliament of Canada. Under the Export Facility Liftking can borrow 90% of the total cost of material and labor incurred on export contracts which are subject to the EDC guarantee. The EDC guarantee, which expires on June 1, 2015, is issued under their export guarantee program and covers certain goods that are to be exported from Canada. At March 31, 2015, the maximum the Company could have borrowed based upon available collateral under the Specialized Export Facility was $3,000. Under this facility, the Company can borrow either Canadian or U.S. dollars. | |||||||||||||||||||||||||
Any borrowings under the facility in Canadian dollars currently bear interest of 2.85% which is based on the Canadian prime rate (the Canadian prime was 2.85% at March 31, 2015). Any borrowings under the facility in U.S. dollars bear interest at the U.S. prime rate (prime was 3.25% at March 31, 2015). Repayment of advances made under the Export Facility are due sixty days after shipment of the goods, or five business days after the borrower receives payment in full for the goods covered by the guarantee (the “Scheduled Payment Date”) or upon the termination of the EDC guarantee. | |||||||||||||||||||||||||
At March 31, 2015, the Company had outstanding borrowing in connection with the Specialized Export Facility of $1,255. | |||||||||||||||||||||||||
Notes Payable—Terex | |||||||||||||||||||||||||
Related to Crane and Schaeff Acquisitions | |||||||||||||||||||||||||
At March 31, 2015, the Company has a note payable to Terex Corporation with a remaining balance of $250. The note was issued in connection with the purchase of substantially all of the domestic assets of Crane & Machinery, Inc. (“Crane”) and Schaeff Lift Truck, Inc., (“Schaeff”). The note bears interest at 6% annually and is payable quarterly. Terex has been granted a lien on and security interest in all of the assets of the Company’s Crane & Machinery Division as security against the payment of the note. | |||||||||||||||||||||||||
The Company has one remaining principal payment of $250 due on March 1, 2016. As long as the Company’s common stock is listed for trading on the NASDAQ or another national stock exchange, the Company may opt to pay up to $150 of each annual principal payment in shares of the Company’s common stock having a market value of $150. | |||||||||||||||||||||||||
Related to ASV Acquisition | |||||||||||||||||||||||||
On December 19, 2014, the Company executed a note payable to Terex Corporation for $1,594. The note matures on December 19, 2015 and has an annual interest rate of 4.5%. Interest is payable semi-annually beginning on June 19, 2015. The note was issued in connection with acquisition of 51% interest in ASV from Terex Corporation. The note has an outstanding balance of $1,594 at March 31, 2015. | |||||||||||||||||||||||||
Load King Debt | |||||||||||||||||||||||||
In November 2011, the Company’s Load King Subsidiary used its manufacturing facility as collateral to secure mortgage financing with BED (South Dakota Board of Economic Development) and a bank. Load King pledged its equipment to the bank to secure additional term debt (“Equipment Note”). The funds received in connection with the above borrowing were used to repay a promissory note to Terex Corporation (“Terex”), which was issued in connection with the Load King acquisition. The BED Mortgage, the bank mortgage and the Equipment Note, which are all guaranteed by the Company, have outstanding balances as of March 31, 2015 of $748, $776 and $231, respectively. | |||||||||||||||||||||||||
Under the terms of the BED Mortgage, the Company is required to make 59 payments of $5 based on a 240 month amortization period and a 3% interest rate. A final balloon payment of unpaid principal and interest is due on November 2, 2016. The interest rate for the note is subject to Load King maintaining employment levels specified in an Employment Agreement between Load King and BED. If Load King fails to maintain agreed upon employment levels, Load King may be required to pay BED an amount equal to the difference between the interest paid and amount of interest that would have been paid if the loan had a 6.5% interest rate. | |||||||||||||||||||||||||
Under the terms of the Bank Mortgage, the Company is required to make 120 interest and principal payments. The first sixty payments of $6 per month are based on a 240 month amortization period and a 6% interest rate. On November 2, 2016, the interest rate will reset. The new interest rate will be equal to the monthly average yield on 5 Year Constant Maturity U.S. Treasury Securities plus 3.75%. The monthly interest and principal payment will be recalculated accordingly. A final balloon payment of unpaid principal and interest is due on November 2, 2021. | |||||||||||||||||||||||||
Under the Equipment Note, the Company is required to make 84 monthly interest and principal payments. The first 60 payments will be for $6 and are based on an 84 month amortization period and a 6.25% interest rate. On November 2, 2016, the interest rate will reset. The interest rate will be equal to the monthly average yield on 5 year Constant Maturity of U.S. Treasury Securities plus 4.00%. The monthly principal and interest payments will be recalculated based on the new interest rate and will remain fixed for the next 24 months. | |||||||||||||||||||||||||
Columbia notes | |||||||||||||||||||||||||
In connection with Columbia acquisition the Company issued two notes. At date of issuance, the notes had face amounts of $450 (“Inventory Note”) and $390 (“Equipment Note”), respectively and both are non-interest bearing. The Inventory Note matures on August 31, 2016 and requires the Company to make 18 monthly installment payments of $25. The Equipment Note matures on May 31, 2016 and requires the Company to make 14 monthly installment payments of $25 and a final payment of $40 on May 31, 2016. | |||||||||||||||||||||||||
On March 12, 2015, the date of issuance, the fair value of Inventory Note and the Equipment Note was determined to be $436 and $378. The fair value of the notes was calculated to equal the present value of future debt payments discounted at a market rate of return commensurate with similar debt instruments with comparable levels of risk and marketability. A rate of 4.0% was determined to be the appropriate rate following an assessment of the risk inherent in the debt issued and the market rate for debt of this nature using corporate credit ratings. The difference between face amount of the promissory note and its fair value is being amortized over the life of the note and recorded as interest expense. | |||||||||||||||||||||||||
At March 31, 2015, the Inventory Note and the Equipment Note had a balance of $411 and $353, respectively. | |||||||||||||||||||||||||
CVS Debt | |||||||||||||||||||||||||
CVS Short-Term Working Capital Borrowings | |||||||||||||||||||||||||
At March 31, 2015, CVS had established demand credit facilities with twelve Italian banks. Under the facilities, CVS can borrow up to €335 ($360) on an unsecured basis and additional amounts as advances against orders, invoices and letter of credit with a total maximum facilities (including the unsecured portion) of €13,713 ($14,729). The Company has granted guarantees in respect to available credit facilities in the amount of €7,123 ($7,650). The maximum amount outstanding is limited to 80% of the assigned accounts receivable if there is an invoice issued or 50% if there is an order/contract issued. The banks will evaluate each request to borrow individually and determine the allowable advance percentage and interest rate. In making its determination the bank considers the customer’s credit and location of the customer. | |||||||||||||||||||||||||
At March 31, 2015, the banks had advanced CVS €4,873 ($5,234) at variable interest rates which currently range from 2.25% to 6.35%. | |||||||||||||||||||||||||
At March 31, 2015, the Company has guaranteed €1,944 ($2,088) of CVS’s outstanding debt. Additionally, the banks had issued performance bonds which total €533 ($572) which have been guaranteed by the Company. | |||||||||||||||||||||||||
Notes Payable | |||||||||||||||||||||||||
At March 31, 2015, CVS has a €1,000 ($1,074) note payable to a bank. The note dated March 27, 2015 had an original principal amount of €1,000 ($1,074) and an annual interest rate of EURIBOR 3 month plus 140 basis points. Under the terms of the note CVS is required to make twelve quarterly principal and interest payments beginning on June 30, 2015 through March 30, 2018. The Company does not guarantee any of the borrowing. | |||||||||||||||||||||||||
At March 31, 2015, CVS has a €2,363 ($2,538) note payable to a bank. The note dated March 4, 2015 had an original principal amount of €2,363 ($2,538) and an annual interest rate of 0.50% on €2,127 ($2,285) and 3.65% on the balance of €236 ($253) . Under the terms of the note CVS is required to make sixteen semi-annual principal payments beginning on December 31, 2016 thru June 30, 2024. CVS is also required to make nineteen semi-annual interest payments beginning on June 30, 2015 through June 30, 2024. The Company is guaranteeing €236 ($253) of the borrowing. | |||||||||||||||||||||||||
Note Payable—Bank | |||||||||||||||||||||||||
At March 31, 2015, the Company has a $666 note payable to a bank. The note dated January 12, 2015 had an original principal amount of $912 and an annual interest rate of 3.35%. Under the terms of the note the company is required to make eleven monthly payments of $84 commencing January 30, 2015. The proceeds from the note were used to pay annual premiums for certain insurance policies carried by the Company. The holder of the note has a security interest the insurance policies it financed and has the right upon default to cancel these policies and receive any unearned premiums. | |||||||||||||||||||||||||
Acquisition note—Valla | |||||||||||||||||||||||||
In connection with the acquisition, the Company has a note with a stated interest rate of 5% in the amount of $170 payable to the sellers. The note is payable in two installments of $85 payable on December 31, 2015 and 2016. | |||||||||||||||||||||||||
The fair value of the promissory note was calculated to equal the present value of future debt payments discounted at a market rate of return commensurate with similar debt instruments with comparable levels of risk and marketability. A rate of 1.5% was determined to be the appropriate rate following an assessment of the risk inherent in the debt issued and the market rate for debt of this nature using corporate credit ratings. The difference of $28 between face amount of the promissory note and its fair value is being amortized over the life of the note and recorded as a reduction of interest expense. | |||||||||||||||||||||||||
As of March 31, 2015, the note had remaining principal balance of $153. | |||||||||||||||||||||||||
ASV Loan Facilities | |||||||||||||||||||||||||
In connection with the ASV arrangement, ASV entered into two separate loan facilities on December 19, 2014, one with JPMorgan Chase Bank, N.A. (“JPMCB”), and the other with Garrison Loan Agency Services LLC (“Garrison”). These two facilities are for the exclusive use of ASV and restrict the transfer of cash outside of ASV. | |||||||||||||||||||||||||
Both loan facilities are secured by certain assets of ASV and by a pledge of the equity interest in ASV. Pursuant to an intercreditor agreement dated as of December 19, 2014 among JPMCB, Garrison and ASV (“ASV Intercreditor Agreement”), the parties have agreed that (i) JPMCB shall have a first-priority security interest in substantially all personal property of ASV and (ii) Garrison shall have a first priority security interest in (a) substantially all real property of ASV and (b) a pledge of 100% of the equity interest in ASV issued to Company and to Terex. ASV’s loans are solely obligations of ASV and have not been guaranteed by the Company and are not collateralized by any assets outside of ASV. | |||||||||||||||||||||||||
ASV Revolving Loan Facility with JPMCB | |||||||||||||||||||||||||
On December 19, 2014 ASV entered into a $35,000 revolving loan facility with JPMCB (“JPMCB Credit Agreement”) as the administrative agent, which loan facility includes two sub-facilities: (i) a $1,000 sub-facility for letters of credit, and (ii) a $7,500 sub-facility for loans to be guaranteed by the Export-Import Bank of the United States of America (“Ex-Im Bank Loans”). A portion of the JPMCB Credit Agreement was used to fund certain transaction costs and payments required by ASV under the ASV arrangement. The remainder of the loan amount will be available to ASV for its general working capital needs. | |||||||||||||||||||||||||
The $35,000 revolving loan facility is a secured financing facility under which borrowing availability is limited to existing collateral as defined in the agreement. The maximum amount available is limited to (1) the sum of 85% of eligible receivables, plus (2) the lesser of (i) 65% of eligible inventory valued at the lower of cost or market value or (ii) 85% of eligible inventory valued at the net orderly liquidation value, reduced by (3) (i) certain reserves determined by JPMCB, (ii) the amount of outstanding standby letters of credit issued under the JPMCB Credit Agreement and (iii) the amount of outstanding Ex-In Bank loans. The facility matures on December 19, 2019. At March 31, 2015, ASV had drawn $16,219 under the $35,000 JPMCB Credit Agreement. The JPMCB Credit Agreement bears interest at ASV’s option at JPMCB’ prime rate plus a spread or an adjusted LIBOR rate plus a spread. The interest rate spread for prime rate is between 0.50% and 1.00% and for LIBOR the spread is between 1.50% and 2.00% in each case with the spread being based on the aggregate amount of funds available for borrowing by ASV under the JPMCB Credit Agreement, as defined in the JPMCB Credit Agreement. The base rate and LIBOR spread is currently .75% and 1.75%, respectively. Funds borrowed under the LIBOR options can be borrowed for periods of one, two, three or six months. At March 31, 2015 the maximum ASV could borrow based on available collateral was capped at $22,789. | |||||||||||||||||||||||||
The indebtedness of ASV under the JPMCB Credit Agreement is collateralized by substantially all of ASV’s assets, but subject to the terms of the ASV Intercreditor Agreement. The facility contains customary limitations including, but not limited to, limitations on additional indebtedness, acquisitions, and payment of dividends. ASV is also required to comply with certain financial covenants as defined in the JPMCB Credit Agreement including maintaining a Minimum Fixed Charge Coverage ratio of not less than 1.10 to 1.0. The covenant requirement becomes effective as of March 31, 2015. | |||||||||||||||||||||||||
Under the JPMCB Credit Agreement, the banks are also paid a commitment fee payable in monthly installments equal to (i) the average daily amount of funds available but undrawn multiplied by (ii) an annual rate of 0.25%. | |||||||||||||||||||||||||
ASV Term Loan with Garrison | |||||||||||||||||||||||||
On December 19, 2014 ASV entered into a $40,000 term loan facility with Garrison (“Garrison Credit Agreement”) as the administrative agent. A portion of the Garrison Credit Agreement was used to fund certain transaction costs and payments required by ASV under the ASV arrangement. | |||||||||||||||||||||||||
At March 31, 2015, ASV had a remaining principal balance of $39,500 under the Garrison Credit Agreement. The Garrison Credit Agreement bears interest, at a one-month adjusted LIBOR rate plus a spread of between 9.00% and 9.50%. The spread is based on the ratio of ASV’s total debt to its EBITDA, as defined in the Garrison Credit Agreement. The LIBOR spread is currently 9.5%. The interest rate for the period ending March 31, 2015 was 10.5%. | |||||||||||||||||||||||||
ASV is obligated to make quarterly principal payments of $500 commencing on April 1, 2015. Any unpaid principal is due on maturity, which is December 19, 2019. Interest is payable monthly beginning on February 1, 2015. | |||||||||||||||||||||||||
The indebtedness of ASV under the Garrison Credit Agreement is collateralized by substantially all of ASV assets, but subject to the terms of the ASV Intercreditor Agreement. The facility contains customary limitations including, but not limited to, limitations on additional indebtedness, acquisitions, and payment of dividends. ASV is also required to comply with certain financial covenants as defined in the Garrison Credit Agreement including maintaining (1) a Minimum Fixed Charge Coverage ratio of not less than 1.10 to 1.0 which shall step up to 1.50 to 1.00 by March 31, 2017, (2) a Leverage Ratio of 4.75 to 1.00, which shall step down to 2.50 to 1.00 by March 31, 2018 and (3) a limitation of $1,600 in capital expenditures in any fiscal year. The covenant requirement becomes effective as of March 31, 2015. | |||||||||||||||||||||||||
PM Group Short-Term Working Capital Borrowings | |||||||||||||||||||||||||
At March 31, 2015, PM Group had established demand credit and overdraft facilities with six Italian banks and twelve banks in South America. Under the facilities, PM Group can borrow up to approximately €22,619 ($24,295) for advances against orders, invoices, and letter of credit and bank overdrafts. Interest on the Italian facilities is charged at the 3-month or 6-month Euribor plus 200 basis points for advances on orders, invoices, and letter of credit and the 3-month Euribor plus 350 basis points for bank overdrafts. Interest on the South American facilities is charged at a flat rate of approximately 5%. | |||||||||||||||||||||||||
At March 31, 2015, the Italian banks had advanced PM Group €18,369 ($19,731), at variable interest rates, which currently range from 2.05% to 3.55%. At March 31, 2015, the South American banks had advanced PM Group €525 ($564). Total short-term borrowings for PM Group were €18,894 ($20,295) at March 31, 2015. | |||||||||||||||||||||||||
PM Group Term Loans | |||||||||||||||||||||||||
At March 31, 2015, PM Group has a €14,243 ($15,298) term loan with two Italian banks, BPER and Unicredit. The term loan is split into three separate notes and is secured by PM Group’s common stock. | |||||||||||||||||||||||||
The first note has an outstanding principal balance of €4,378 ($4,702), is charged interest at the 6-month Euribor plus 236 basis points, effective rate of 2.53% at March 31, 2015. The note is payable in semi-annual installments beginning June 2017 and ending December 2021. The second note has an outstanding principal balance of €4,865 ($5,225), is charged interest at the 6-month Euribor plus 286 basis points, effective rate of 3.03% at March 31, 2015. The note is payable in semi-annual installments beginning June 2017 and ending December 2021. The third note has an outstanding principal balance of €5,000 ($5,371) and is non-interest bearing. The note is payable in semi-annual installments beginning June 2016 and ending December 2017. Accrued interest on these notes through the date of acquisition, January 15, 2015, totaled €4,857 ($5,217) and is payable in semi-annual installments beginning June 2015 and ending December 2016. | |||||||||||||||||||||||||
An adjustment in the purchase accounting to value the non-interest bearing debt at its fair market value was made. At January 15, 2015 it was determined that the fair value of the debt was $1,460 or $1,720 less than the book value. This reduction is not reflected in the above descriptions of PM debt. This discount is being amortized over the life of the debt and being charged to interest expense. As of March 31, 2015 the remaining balance was €1,348 or $1,448 and is an offset to the debt shown above. | |||||||||||||||||||||||||
PM Group is subject to certain financial covenants as defined by the debt restructuring agreement with BPER and Unicredit including maintaining (1) income to EBITDA, (2) income to equity, and (3) EBITDA to financial charges ratios. The covenants are measured on a semi-annual basis beginning June 2015. | |||||||||||||||||||||||||
At March 31, 2015 PM Group has unsecured borrowings with five Italian banks totaling €13,404 ($14,397). Interest on the unsecured notes is charged at the 3-month Euribor plus 250 basis points, effective rate of 2.55% at March 31, 2015. Principal payments are due on a semi-annual basis beginning June 2019 and ending December 2021. Accrued interest on these borrowings through the date of acquisition, January 15, 2015, totaled €358 ($385) and is payable in semi-annual installments beginning June 2019 and ending December 2019. | |||||||||||||||||||||||||
Autogru PM RO, a subsidiary of PM Group, entered into a note payable in January 2014 totaling €800 ($859). The note is payable in 60 monthly principal installments of €13 ($14), plus interest at 3.98%, maturing December 2018. At March 31, 2015, the outstanding principal balance of the note was €600 ($644). | |||||||||||||||||||||||||
PM has interest rates swaps with a fair market value at March 31, 2015 of €1,405 or $1,509 which has been included in notes payable. | |||||||||||||||||||||||||
Schedule of Debt Maturities | |||||||||||||||||||||||||
Scheduled annual maturities of the principal portion of PM Group debt outstanding at March 31, 2015 in the next five years and the remaining maturity in aggregate are summarized below. | |||||||||||||||||||||||||
Periods Ending March 31, | Term Loan | Accrued | Unsecured | Accrued | Autogru | Total | |||||||||||||||||||
Interest Term | Borrowings | Interest | PM RO | ||||||||||||||||||||||
Loan | Unsecured | Loan | |||||||||||||||||||||||
Borrowings | |||||||||||||||||||||||||
2016 | $ | — | $ | 3,639 | $ | — | $ | — | $ | 129 | $ | 3,767 | |||||||||||||
2017 | 1,927 | 1,039 | — | — | 172 | 3,137 | |||||||||||||||||||
2018 | 2,685 | — | — | — | 172 | 2,857 | |||||||||||||||||||
2019 | 4,833 | — | — | — | 172 | 5,005 | |||||||||||||||||||
2020 | 963 | — | 4,306 | 385 | — | 5,654 | |||||||||||||||||||
Subsequent | 4,890 | 539 | 10,091 | — | — | 15,520 | |||||||||||||||||||
$ | 15,298 | $ | 5,217 | $ | 14,397 | $ | 385 | $ | 645 | $ | 35,940 | ||||||||||||||
Interest rate swaps | 1,509 | ||||||||||||||||||||||||
FMV adjustments to non-interest bearing debt | (1,448 | ) | |||||||||||||||||||||||
Total PM term debt | $ | 36,001 | |||||||||||||||||||||||
Capital leases | |||||||||||||||||||||||||
Georgetown facility | |||||||||||||||||||||||||
The Company has a twelve year lease, which expires in April 2018 that provides for monthly lease payments of $76 for its Georgetown, Texas facility. The lease has been classified as a capital lease. At March 31, 2015, the outstanding capital lease obligation is $2,049. | |||||||||||||||||||||||||
Winona facility | |||||||||||||||||||||||||
The Company had a five year lease which expired in July 10, 2014 that provides for monthly lease payments of $25 for its Winona, Minnesota facility. The Company has an option to purchase the facility for $500 by giving notice to the landlord of its intent to purchase the Facility. The Landlord must receive such notice at least three months prior to end of the Lease term. At March 31, 2015, the outstanding capital lease obligation was $497. The Company has given the landlord notice of its intent to purchase the facility and expect to complete the closing in the near future. | |||||||||||||||||||||||||
Equipment | |||||||||||||||||||||||||
The Company has entered into a lease agreement with a bank pursuant to which the Company is permitted to borrow 100% of the cost of new equipment and 75% of the cost of used equipment with 60 and 36 months repayment periods, respectively. At the conclusion of the lease period, for each piece of equipment the Company is required to purchase that piece of leased equipment for one dollar. | |||||||||||||||||||||||||
The equipment, which is acquired in ordinary course of the Company’s business, is available for sale and rental prior to sale. | |||||||||||||||||||||||||
Under the lease agreement the Company can elect to exercise an early buyout option at any time, and pay the bank the present value of the remaining rental payments discounted by a specified Index Rate established at the time of leasing. The early buyout option results in a prepayment penalty which progressively decreases during the term of the lease. Alternatively, the Company under the like-kind provisions in the agreement can elect to replace or substitute different equipment in place of equipment subject to the early buyout without incurring a penalty. | |||||||||||||||||||||||||
The following is a summary of amounts financed under equipment capital lease agreements: | |||||||||||||||||||||||||
Amount | Repayment | Amount of | Balance | ||||||||||||||||||||||
Borrowed | Period | Monthly Payment | As of March 31, | ||||||||||||||||||||||
2015 | |||||||||||||||||||||||||
New equipment | $ | 1,166 | 60 | $ | 22 | $ | 918 | ||||||||||||||||||
Used equipment | $ | 1,754 | 36 | $ | 53 | $ | 452 | ||||||||||||||||||
Total | $ | 2,920 | $ | 75 | $ | 1,370 | |||||||||||||||||||
The Company has three additional capital leases. As of March 31, 2015, the capitalized lease obligation in aggregate related to the three leases was $67. |
Convertible_Notes
Convertible Notes | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Text Block [Abstract] | |||||
Convertible Notes | Note 14. Convertible Notes | ||||
Related Party | |||||
On December 19, 2014, the Company issued a subordinated convertible debenture with a $7,500 face amount payable to Terex, a related party. The convertible debenture, is subordinated, carries a 5% per annum coupon, and is convertible into Company common stock at a conversion price of $13.65 per share or a total of 549,451 shares, subject to customary adjustment provisions. The debenture has a December 19, 2020 maturity date. | |||||
From and after the third anniversary of the original issuance date, the Company may redeem the convertible debenture in full (but not in part) at any time that the last reported sale price of the Company’s common stock equals at least 130% of the Conversion Price (as defined in the debenture) for at least 20 of any 30 consecutive trading days. Following an election by the holder to convert the debenture into common stock of the Company in accordance with the terms of the debenture, the Company has the discretion to deliver to the holder either (i) shares of common stock, (ii) a cash payment, or (iii) a combination of cash and stock. | |||||
In accounting for the issuance of the note, the Company separated the note into liability and equity components. The carrying amount of the liability component was calculated by measuring the estimated fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the face value of the Note as a whole. The excess of the principal amount of the liability component over its carrying amount (“debt discount”) is amortized to interest expense over the term of the note using the effective interest method with an effective interest rate of 7.5 percent per annum. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. | |||||
On December 19, 2014, the components of the note was as follows: | |||||
Liability component | $ | 6,607 | |||
Equity component (a component of paid in capital) | 893 | ||||
$ | 7,500 | ||||
Additionally in connection with the transaction a $321 deferred tax liability was established and was recorded as a deduction to paid in capital. The deferred tax liability was recognized as the excess of the principal amount being amortized and charged to interest expenses that is not tax deductible. | |||||
As of March 31, 2015, the note had a remaining principal balance of $6,641 and an unamortized discount of $859. The difference between this amount and the amount initially recorded represents $34 of amortization of excess of the principal amount of the liability component over its carrying amount. | |||||
Perella Notes | |||||
On January 7, 2015, the Company entered into a Note Purchase Agreement (the “Perella Note Purchase Agreement”) with MI Convert Holdings LLC (which is owned by investment funds constituting part of the Perella Weinberg Partners Asset Based Value Strategy) and Invemed Associates LLC (together, the “Investors”), pursuant to which the Company agreed to issue $15,000 in aggregate principal amount of convertible notes due 2021 (the “Perella Notes”) to the Investors. The Notes are subordinated, carry a 6.50% per annum coupon, and are convertible, at the holder’s option, into shares of Company common stock, based on an initial conversion price of $15.00 per share, subject to customary adjustments. Upon the occurrence of certain fundamental corporate changes, the Perella Notes are redeemable at the option of the holders of the Perella Notes. The Perella Notes are not redeemable at the Company’s option prior to the maturity date, and the payment of principal is subject to acceleration upon an event of default. The issuance of the Perella Notes by the Company was made in reliance upon the exemptions from registration provided by Rule 506 and Section 4(2) of the Securities Act of 1933. | |||||
In connection with the issuance of the Perella Notes, on January 7, 2015, the Company entered into a Registration Rights Agreement with the Investors (the “Registration Rights Agreement”). Pursuant to the Registration Rights Agreement, the Company has agreed to register the resale of the shares of common stock issuable upon conversion of the Perella Notes. The Company filed a Registration Statement on Form S-3 to register the shares with the Securities and Exchange Commission, which was declared effective on February 23, 2015. | |||||
In accounting for the issuance of the note, the Company separated the note into liability and equity components. The carrying amount of the liability component was calculated by measuring the estimated fair value of a similar liability that does not have an associated convertible feature. The carrying amount of the equity component representing the conversion option was determined by deducting the fair value of the liability component from the face value of the Note as a whole. The excess of the principal amount of the liability component over its carrying amount (“debt discount”) is amortized to interest expense over the term of the note using the effective interest method with an effective interest rate of 7.5 percent per annum. The equity component is not remeasured as long as it continues to meet the conditions for equity classification. | |||||
On January 7, 2015, the components of the note was as follows: | |||||
Liability component | $ | 14,286 | |||
Equity component (a component of paid in capital) | 714 | ||||
$ | 15,000 | ||||
Additionally in connection with the transaction a $257 deferred tax liability was established and was recorded as a deduction to paid in capital. The deferred tax liability was recognized as the excess of the principal amount being amortized and charged to interest expenses is not tax deductible. | |||||
As of March 31, 2015, the note had remaining principal balance of $14,310 and an unamortized discount of $690. The difference between this amount and the amount initially recorded represents $24 of amortization of excess of the principal amount of the liability component over its carrying amount. |
Legal_Proceedings_and_Other_Co
Legal Proceedings and Other Contingencies | 3 Months Ended |
Mar. 31, 2015 | |
Commitments and Contingencies Disclosure [Abstract] | |
Legal Proceedings and Other Contingencies | 15. Legal Proceedings and Other Contingencies |
The Company is involved in various legal proceedings, including product liability, employment related issues, and workers’ compensation matters which have arisen in the normal course of operations. The Company has product liability insurance with self- insurance retention that range from $50 to $500. ASV product liability cases that existed on date of acquisition have a $4,000 self-retention limit. | |
Certain cases are at a preliminary stage, and it is not possible to estimate the amount or timing of any cost to the Company. However, the Company does not believe that these contingencies, in the aggregate, will have a material adverse effect on the Company. A provisional reserve has been established for the above mentioned liability case. The Company is, however, waiting to receive additional information required to access the value of the liability as of the date ASV was acquired. Based on a review of the additional information, the provisional reserve may be adjusted with an offsetting adjustment to goodwill. The adjustment will be made as of the date of the acquisition. At this time, the Company cannot assess what the magnitude of future possible adjustment will be and, therefore, cannot conclude that it will not be material. | |
The Company has been named as a defendant in several multi-defendant asbestos related product liability lawsuits. In certain instances, the Company is indemnified by a former owner of the product line in question. In the remaining cases the plaintiff has, to date, not been able to establish any exposure by the plaintiff to the Company’s products. The Company is uninsured with respect to these claims but believes that it will not incur any material liability with respect to these to claims. | |
Beginning on December 31, 2011, the Company’s workmen’s compensation insurance policy has a per claim deductible of $250 and aggregates of $1,150, $1,325 and $1,875 for 2013, 2014 and 2015 policy years, respectively. The Company is fully insured for any amount on any individual claim that exceeds the deductible and for any additional amounts of all claims once the aggregate is reached. The Company currently has several workmen compensation claims related to injuries that occurred after December 31, 2011 and therefore are subject to a deductible. The Company does not believe that the contingencies associated with these worker compensation claims in aggregate will have a material adverse effect on the Company. Prior to December 31, 2011, worker compensation claims were fully insured. | |
On May 5, 2011, Company entered into two separate settlement agreements with two plaintiffs. As of March 31, 2015, the Company has a remaining obligation under the agreements to pay the plaintiffs $1,615 without interest in 17 annual installments of $95 on or before May 22 each year. The Company has recorded a liability for the net present value of the liability. The difference between the net present value and the total payment will be charged to interest expense over payment period. | |
It is reasonably possible that the “Estimated Reserve for Product Liability Claims” may change within the next 12 months. A change in estimate could occur if a case is settled for more or less than anticipated, or if additional information becomes known to the Company. |
Business_Segments
Business Segments | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Segment Reporting [Abstract] | |||||||||
Business Segments | 16. Business Segments | ||||||||
The Company operates in three business segments: Lifting Equipment, Equipment Distribution and ASV. | |||||||||
The Lifting Equipment segment is a leading provider of engineered lifting solutions. The Company designs, manufactures and distributes, predominately through a network of dealers, a diverse group of products that serve different functions and are used in a variety of industries. The Company markets a comprehensive line of boom trucks, a truck crane and sign cranes, a complete line of rough terrain forklifts, including both the Liftking and Noble product lines, as well as special mission oriented vehicles, and other specialized carriers, heavy material handling transporters and steel mill equipment. The Company also manufacturers a number of specialized rough terrain cranes and material handling products, including 15 and 30-ton cab down rough terrain cranes. Company lifting products are used in industrial applications, energy exploration and infrastructure development in the commercial sector and for military applications. The company’s specialized rough terrain cranes primarily serve the needs of the construction, municipality, and railroad industries. Through its Italian subsidiary, the Company manufactures and distributes reach stackers and associated lifting equipment for the global container handling markets. On November 30, 2013, the Company acquired the assets of Valla SpA (“Valla”) located in Piacenza, Italy. Valla offers a full range of mobile cranes from 2 to 90 tons, using electric, diesel, and hybrid power options. Its cranes offer wheeled or tracked, fixed or swing boom configurations, with dozens of special applications designed specifically to meet the needs of its customers. Additionally, the Company manufactures and distributes custom trailers and hauling systems typically used for transporting heavy equipment, the trailer business serves niche markets in the commercial construction, railroad, military, and equipment rental industries through a dealer network. Beginning in August 2013, the Company began to manufacture and market a comprehensive line of specialized trailer tanks for liquid and solid storage and containment. The tank trailers are used in a variety of end markets such as petrochemical, waste management and oil and gas drilling. On January 15, 2015, the Company acquired PM Group S.p.A, (“PM Group”), a manufacturer of truck mounted cranes based in San Cesario sul Panaro, Modena, Italy. | |||||||||
The Equipment Distribution segment located in Bridgeview, Illinois, comprises the operations of Crane & Machinery (“C&M”), a division of Manitex International , Inc. The segment 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. C&M is a distributor of Terex rough terrain and truck cranes, and supplies repair parts for a wide variety of medium to heavy duty construction equipment and sells domestically and internationally, predominately to end users, including the rental market. It also provides crane equipment repair services in the Chicago area. C&M uses the trade name, North American Equipment Exchange to market previously-owned construction and heavy equipment, both domestically and internationally and provides a wide range of used lifting and construction equipment of various ages and condition, and also has the capability to refurbish equipment to the customers’ specification. The Equipment Distribution segment operates as the North American sales organization for our Italian based Valla pick and carry crane products. | |||||||||
ASV which was acquired on December 19, 2014, is shown as a separate segment. ASV is located in Grand Rapids, Minnesota and manufactures a line of high quality compact track and skid steer loaders. The ASV products are distributed through the Terex distribution channels as well as Manitex dealers. | |||||||||
ASV, PM Group and Columbia Tanks results are included in the Company’s results from their respective effective dates of acquisition December 20, 2014, January 15, 2015 and March 13, 2015. | |||||||||
The following is financial information for our three operating segments, i.e., Lifting Equipment, Equipment Distribution and ASV. | |||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Net revenues | |||||||||
Lifting Equipment | $ | 71,502 | $ | 58,641 | |||||
Equipment Distribution | 3,490 | 4,717 | |||||||
ASV | 32,061 | — | |||||||
Elimination of intersegment sales | (1,171 | ) | (782 | ) | |||||
Total | $ | 105,882 | $ | 62,576 | |||||
Operating income | |||||||||
Lifting Equipment | $ | 2,812 | $ | 5,321 | |||||
Equipment Distribution | 30 | 61 | |||||||
ASV | 1,979 | — | |||||||
Corporate expenses | (2,669 | ) | (1,735 | ) | |||||
Elimination of intersegment profit in inventory | (10 | ) | (36 | ) | |||||
Total operating income | $ | 2,142 | $ | 3,611 | |||||
The Lifting Equipment segment operating earnings includes amortization of $891 and $622 for the three months ended March 31, 2015 and 2014, respectively. The Equipment Distribution segment operating earnings includes amortization of $37 and $37 for the three months ended March 31, 2015 and 2014, respectively. The ASV segment operating earnings includes amortization of $795 for the three months ended March 31, 2015. | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Total Assets | |||||||||
Lifting Equipment | $ | 298,932 | $ | 172,306 | |||||
Equipment Distribution | 14,738 | 15,634 | |||||||
ASV | 127,458 | 126,661 | |||||||
Corporate | 2,489 | 1,636 | |||||||
Total | $ | 443,617 | $ | 316,237 | |||||
Transactions_between_the_Compa
Transactions between the Company and Related Parties | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Related Party Transactions [Abstract] | |||||||||||
Transactions between the Company and Related Parties | 17. Transactions between the Company and Related Parties | ||||||||||
In the course of conducting its business, the Company has entered into certain related party transactions. | |||||||||||
On December 16, 2014, Manitex International, Inc. (the “Company”), BGI USA Inc. (“BGI”), Movedesign SRL and R & S Advisory S.r.l., entered into an operating agreement (the “Operating Agreement”) for Lift Ventures LLC (“Lift Ventures”), a joint venture entity. The purposes for which Lift Ventures is organized are the manufacturing and selling of certain products and components, including the Schaeff line of electric forklifts and certain LiftKing products. Pursuant to the Operating Agreement, the Company was granted a 25% equity stake in the Lift Ventures in exchange for the contribution of certain inventory and a license of certain intellectual property related to the Company’s products. | |||||||||||
The Company, through its Manitex and Manitex Liftking subsidiaries, purchases and sells parts to BGI USA, Inc. (“BGI”) including its subsidiary SL Industries, Ltd (“SL”). BGI is a distributor of assembly parts used to manufacture various lifting equipment. SL Industries, Ltd is a Bulgarian subsidiary of BGI that manufactures fabricated and welded components used to manufacture various lifting equipment. The Company’s President of Manufacturing Operations is the majority owner of BGI. | |||||||||||
The Company through its Manitex Liftking subsidiary provides parts and services to LiftMaster, Ltd (“LiftMaster”) or purchases parts or services from LiftMaster. LiftMaster is a rental company that rents and services rough terrain forklifts. LiftMaster is owned by the Vice President of Manitex Liftking a wholly owned subsidiary of the Company, Manitex Liftking, ULC, and a relative. | |||||||||||
As of March 31, 2015 the Company had an accounts receivable of $0 and $1 from SL and LiftMaster and accounts payable of $2 and $1,089 to BGI and SL, respectively. As of December 31, 2014 the Company had an accounts receivable of $2 and $16 from LiftMaster and SL, respectively and accounts payable of $1, $519 and $1 to BGI, SL and Liftmaster, respectively. | |||||||||||
The following is a summary of the amounts attributable to certain related party transactions as described in the footnotes to the table, for the periods indicated: | |||||||||||
Three months ended | Three months ended | ||||||||||
31-Mar-15 | 31-Mar-14 | ||||||||||
Rent paid | Bridgeview Facility (1) | $ | 65 | $ | 63 | ||||||
Sales to: | |||||||||||
SL Industries, Ltd. | $ | — | $ | 2 | |||||||
LiftMaster | — | 165 | |||||||||
Total Sales | $ | — | $ | 167 | |||||||
Purchases from: | |||||||||||
BGI USA, Inc. | $ | — | $ | 15 | |||||||
SL Industries, Ltd. | 1,575 | 843 | |||||||||
LiftMaster | — | — | |||||||||
Total Purchases | $ | 1,575 | $ | 858 | |||||||
1 | The Company leases its 40,000 sq. ft. Bridgeview facility from an entity controlled by Mr. David Langevin, the Company’s Chairman and CEO. Pursuant to the terms of the lease, the Company makes monthly lease payments of $21. The Company is also responsible for all the associated operations expenses, including insurance, property taxes, and repairs. The lease will expire on June 30, 2020 and has a provision for six one year extension periods. The lease contains a rental escalation clause under which annual rent is increased during the initial lease term by the lesser of the increase in the Consumer Price Increase or 2.0%. Rent for any extension period shall however, be the then-market rate for similar industrial buildings within the market area. The Company has the option, to purchase the building by giving the Landlord written notice at any time prior to the date that is 180 days prior to the expiration of the lease or any extension period. The Landlord can require the Company to purchase the building if a change of Control Event, as defined in the agreement occurs by giving written notice to the Company at any time prior to the date that is 180 days prior to the expiration of the lease or any extension period. The purchase price regardless whether the purchase is initiated by the Company or the landlord will be the Fair Market Value as of the closing date of said sale. | ||||||||||
Transactions with Terex | |||||||||||
On December 19, 2014, Terex became a related party. | |||||||||||
At March 31, 2015, ASV has accounts receivable due from Terex for $586 which is shown on the balance on the line titled “accounts receivable from related party” and accounts payable of $1,769 on the line titled “accounts payable related parties”. As part of the agreement Terex retained certain receivables from third party customers. In place of the retained receivable, Terex gave ASV a receivable for a portion of the third party customer receivable retained by Terex. Terex paid 50% of this receivable thirty days after closing of the transaction and the remaining balance 60 days after of closing the transaction. | |||||||||||
At March 31, 2015, the Company has the following notes payable to Terex: | |||||||||||
Note related to Crane and Schaeff acquisition | $ | 250 | |||||||||
Note payable related to ASV acquisition | $ | 1,594 | |||||||||
Convertible note | $ | 6,641 | |||||||||
See Note 13 and Note 14 for additional details regarding the above debt obligations. | |||||||||||
The following is a summary of the amounts attributable to certain Terex transactions as described in the footnotes to the table, for the period indicated: | |||||||||||
Three months ended | |||||||||||
March 31, 2015 | |||||||||||
Sales to Terex | $ | 597 | |||||||||
Purchases from Terex | $ | 1,106 | |||||||||
In addition to purchases from above with Terex Corporation, ASV expensed $907 and $84, respectively, on Distribution and Cross Marketing Agreement and Services Agreement at March 31, 2015. |
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | 18. Income Taxes |
The Company’s provision for income taxes consists of U.S. and foreign taxes in amounts necessary to align the Company’s year-to-date tax provision with the effective rate that the Company expects to achieve for the full year. Each quarter the Company updates its estimate of the annual effective tax rate and records cumulative adjustments as necessary. The annual effective tax rates (excluding discrete items) is estimated to be approximately 28.7% for 2015. The effective tax rate is based upon the Company’s anticipated earnings both in the U.S. and in foreign jurisdictions. | |
The 2015 effective tax rate is lower than the statutory rate of 35% primarily related to the non-taxable portion of A.S.V.’s earnings, and foreign earnings which are taxed at lower rates. | |
For the three months ended March 31, 2015, the Company recorded an income tax expense of $34. For the three months ended March 31, 2014, the Company recorded an income tax expense of $905. The Company’s total unrecognized tax benefits as of March 31, 2015 were approximately $219, which, if recognized, would affect the Company’s effective tax rate. As of March 31, 2015 the Company had accrued immaterial amounts for the potential payment of interest and penalties. | |
PM Group has recorded a liability for potential IRES and IRAP audit adjustments due totaling € 650 or $ 698 for the tax years 2009 through 2013. This amount is included with accrued other taxes, which is a component of accrued expenses, on the consolidated balance sheet at March 31, 2015. Depending upon the final resolution of the tax proceedings, the liability could be higher or lower than the amount recorded at March 31, 2015. |
Basis_of_Presentation_Policies
Basis of Presentation (Policies) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Accounting Policies [Abstract] | |||||
Accounts Receivable and Allowance for Doubtful Accounts | Accounts Receivable and Allowance for Doubtful Accounts | ||||
Accounts receivable are stated at the amounts the Company’s customers are invoiced and do not bear interest. Accounts Receivable is reduced by an allowance for amounts that may become uncollectible in the future. The Company’s estimate for the allowance for doubtful accounts related to trade receivables includes evaluation of specific accounts where the Company has information that the customer may have an inability to meet its financial obligations. The Company had allowances for doubtful accounts of $482 and $458 at March 31, 2015 and December 31, 2014, respectively. | |||||
Inventory Valuation | Inventory Valuation | ||||
Inventory consists of stock materials and equipment stated at the lower of cost or market (first in, first out). All equipment classified as inventory is available for sale. The Company records excess and obsolete inventory reserves. The estimated reserve is based upon specific identification of excess or obsolete inventories. Selling, general and administrative expenses are expensed as incurred and are not capitalized as a component of inventory. | |||||
Accrued Warranties | Accrued Warranties | ||||
Warranty costs are accrued at the time revenue is recognized. The Company’s products are typically sold with a warranty covering defects that arise during a fixed period of time. The specific warranty offered is a function of customer expectations and competitive forces. The Equipment Distribution segment does not accrue for warranty costs at the time of sales, as they are reimbursed by the manufacturers for any warranty that they provide to their customers. | |||||
A liability for estimated warranty claims is accrued at the time of sale. The liability is established using historical warranty claim experience. Historical warranty experience is, however, reviewed by management. The current provision may be adjusted to take into account unusual or non-recurring events in the past or anticipated changes in future warranty claims. Adjustments to the initial warranty accrual are recorded if actual claim experience indicates that adjustments are necessary. Warranty reserves are reviewed to ensure critical assumptions are updated for known events that may impact the potential warranty liability. | |||||
Revenue Recognition | Revenue Recognition | ||||
Revenue and related costs are generally recorded when products are shipped and invoiced to our customers. Revenue is recognized when title passes and risk of loss pass to our customers which is generally occurs upon shipment depending upon the terms of the contract. Under certain contracts with our customers title passes to the customers when the units are completed. The units are segregated from our inventory and identified as belonging to the customer, the customer is notified that the units are complete and wait pick up or delivery as specified by the customer before income is recognized. Additionally, the customer is requested to sign an “Invoice Authorization Form” which acknowledges the contract terms and acknowledges that the customer has economic ownership and control over the unit. It also acknowledges that we are going to invoice the unit per terms of the contract. The Company insures any custodial risk that it may retain. | |||||
For FOB contracts, customers may be invoiced prior to the time customers take physical possession. Revenue is recognized in such cases only when the customer has a fixed commitment to purchase the units, the units have been completed, tested and made available to the customer for pickup or delivery, and the customer has authorized in writing that we hold the units for pickup or delivery at a time specified by the customer. In such cases, the units are invoiced under our customary billing terms, title to the units and risks of ownership pass to the customer upon invoicing, the units are segregated from our inventory and identified as belonging to the customer and we have no further obligations under the order. The Company insures any custodial risk that it may retain. | |||||
In addition, our policy requires in all instances certain minimum criteria be met in order to recognize revenue, specifically: | |||||
a) | Persuasive evidence that an arrangement exists; | ||||
b) | The price to the buyer is fixed or determinable; | ||||
c) | Collectability is reasonably assured; and | ||||
d) | We have no significant obligations for future performance. | ||||
Interest Rate Swap Contracts | Interest Rate Swap Contracts | ||||
The Company enters into derivative instruments to manage its exposure to interest rate risk related to certain foreign term loans. Derivatives are initially recognized at fair value at the date the contract is entered into and are subsequently remeasured to their fair value at the end of each reporting period. The resulting gain or loss is recognized in current earnings immediately unless the derivative is designated and effective as a hedging instrument, in which case the effective portion of the gain or loss is recognized and is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedging instrument affects earnings (date of sale). As part of the acquisition of PM Group, which was acquired on January 15, 2015, the Company acquired interest rate swap contracts, which manage the exposure to interest rate risk related to term loans with certain financial institutions in Italy. These contracts have been determined not to be hedge instruments under ASC 815-10. Further details of derivative financial instruments are disclosed in Notes 4 and 5. | |||||
Litigation Claims | Litigation Claims | ||||
In determining whether liabilities should be recorded for pending litigation claims, the Company must assess the allegations and the likelihood that it will successfully defend itself. When the Company believes it is probable that it will not prevail in a particular matter, it will then make an estimate of the amount of liability based, in part, on the advice of outside legal counsel. | |||||
Income Taxes | Income Taxes | ||||
The Company’s provision for income taxes consists of U.S. and foreign taxes in amounts necessary to align the Company’s year-to-date tax provision with the effective rate that the Company expects to achieve for the full year. Each quarter the Company updates its estimate of the annual effective tax rate and records cumulative adjustments as necessary. The effective tax rate is based upon the Company’s anticipated earnings both in the U.S. and in foreign jurisdictions. | |||||
Comprehensive Income | Comprehensive Income | ||||
Reporting “Comprehensive Income” requires reporting and displaying comprehensive income and its components. Comprehensive income includes, in addition to net earnings, other items that are reported as direct adjustments to stockholder’s equity. Currently, the comprehensive income adjustment required for the Company has two components. First is a foreign currency translation adjustment, the result of consolidating its foreign subsidiaries. The second component is a derivative instrument fair market value adjustment (net of income taxes) related to forward currency contracts designated as a cash flow hedge. | |||||
For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of other comprehensive income and reclassified into earnings in the same period or periods during which the hedged transaction affects earnings (date of sale). See Note 5 for additional details. | |||||
Business Combinations | Business Combinations | ||||
The Company accounts for acquisitions in accordance with guidance found in ASC 805, Business Combinations. The guidance requires consideration given, including contingent consideration, assets acquired and liabilities assumed to be valued at their fair market values at the acquisition date. The guidance further provides that: (1) in-process research and development will be recorded at fair value as an indefinite-lived intangible asset; (2) acquisition costs will generally be expensed as incurred, (3) restructuring costs associated with a business combination will generally be expensed subsequent to the acquisition date; and (4) changes in deferred tax asset valuation allowances and income tax uncertainties after the acquisition date generally will affect income tax expense. | |||||
ASC 805 requires that any excess of purchase price over fair value of assets acquired, including identifiable intangibles and liabilities assumed be recognized as goodwill. In accordance with ASC 805, any excess of fair value of acquired net assets, including identifiable intangibles assets, over the acquisition consideration results in a bargain purchase gain. Prior to recording a gain, the acquiring entity must reassess whether all acquired assets and assumed liabilities have been identified and recognized and perform re-measurements to verify that the consideration paid, assets acquired and liabilities assumed have been properly valued. | |||||
ASV, PM Group and Columbia Tank results are included in the Company’s results from their respective dates of acquisition of December 19, 2014, January 15, 2015 and March 13, 2015. | |||||
Reclassification | Reclassification | ||||
Certain reclassifications have been made to the prior year’s consolidated financial statements to conform to the current year’s presentation. | |||||
Fair Value Measurements | ASC 820-10 classifies the inputs used to measure fair value into the following hierarchy: | ||||
Level 1 | — | Unadjusted quoted prices in active markets that are accessible at the measurement date for identical, unrestricted assets or liabilities; | |||
Level 2 | — | Quoted prices in markets that are not active, or inputs which are observable, either directly or indirectly, for substantially the full term of the asset or liability; and | |||
Level 3 | — | Prices or valuation techniques that require inputs that are both significant to the fair value measurement and unobservable (i.e., supported by little or no market activity). |
Acquisitions_and_Investments_T
Acquisitions and Investments (Tables) | 3 Months Ended | ||||||||||||
Mar. 31, 2015 | |||||||||||||
Schedule of Pro-forma Adjustments | The following table summarizes the pro forma adjustment that modify historical results: | ||||||||||||
Three Months | Three Months | ||||||||||||
Ended | Ended | ||||||||||||
March 31, | March 31, | ||||||||||||
2015 | 2014 | ||||||||||||
Dr.(CR.) | |||||||||||||
Record interest expense on Manitex debt issued in connection with the acquisition | $ | 33 | $ | 497 | |||||||||
Transfer transaction costs incurred between periods | (1,060 | ) | 1,060 | ||||||||||
Eliminate impact of capitalizing Research and Development by PM | (45 | ) | 68 | ||||||||||
Adjust depreciation to reflect fair values and current lives | (11 | ) | (110 | ) | |||||||||
Adjust amortization to reflect fair value on intangible assets and current lives | 90 | 553 | |||||||||||
Eliminate historic interest expense on debt forgiven or converted to non-interest debt | (14 | ) | (502 | ) | |||||||||
Record amortization of debt discount on non-interest bearing debt | 27 | 179 | |||||||||||
Transfer amortization of inventory step up between periods | (730 | ) | 820 | ||||||||||
Eliminate profit on debt restructuring (this was not a taxable event) | 6,298 | — | |||||||||||
Record income tax impact on the above pro forma adjustments | 574 | (861 | ) | ||||||||||
PM Group [Member] | |||||||||||||
Schedule of Fair Value of Purchase Consideration | The fair value of the purchase consideration is shown below: | ||||||||||||
Cash | € | 17,142 | $ | 20,312 | |||||||||
994,483 shares of Minitel International, Inc. | 8,710 | 10,124 | |||||||||||
Total purchase consideration | € | 25,852 | $ | 30,436 | |||||||||
Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the preliminary allocation of the PM acquisition consideration to the fair value of the assets acquired and liabilities assumed at the date of acquisition: | ||||||||||||
Purchase price allocation: | |||||||||||||
Cash invested in PM | € | 1,481 | $ | 1,721 | |||||||||
Trade receivables | 19,057 | 22,454 | |||||||||||
Inventory | 20,088 | 23,668 | |||||||||||
Prepaid Expenses | 1,825 | 2,150 | |||||||||||
Other receivables | 1,921 | 2,263 | |||||||||||
Total fixed assets | 14,674 | 17,290 | |||||||||||
Customer relationships | 10,841 | 12,773 | |||||||||||
Trade name and trademarks | 5,850 | 6,893 | |||||||||||
Patented & Unpatented Technology | 7,657 | 9,022 | |||||||||||
Goodwill | 26,001 | 30,636 | |||||||||||
Deferred net tax assets | 8,190 | 9,650 | |||||||||||
Other long term assets | 1,267 | 1,493 | |||||||||||
Accounts payable | (21,907 | ) | (25,812 | ) | |||||||||
Accrued expenses and accruals | (7,658 | ) | (9,023 | ) | |||||||||
Other current liabilities | (757 | ) | (892 | ) | |||||||||
Deferred tax liability | (11,595 | ) | (13,662 | ) | |||||||||
Other long-term liabilities | (2,973 | ) | (3,503 | ) | |||||||||
Assumed non-recourse debt | (48,110 | ) | (56,685 | ) | |||||||||
Net assets acquired | € | 25,852 | $ | 30,436 | |||||||||
Schedule of Assets Acquired and Liabilities Assumed Debt | Non-recourse PM debt: Under the transaction, the PM remains obligated for the following debt: | ||||||||||||
Term debt—interest bearing | € | 23,221 | $ | 27,359 | |||||||||
Term debt—non-interest bearing | 10,289 | 12,123 | |||||||||||
Fair market adjustment for non-interest bearing debt | (1,460 | ) | (1,720 | ) | |||||||||
Working capital borrowing | 14,340 | 16,896 | |||||||||||
Interest rate swap derivative contract | 1,720 | 2,027 | |||||||||||
Total assumed non-recourse debt | € | 48,110 | $ | 56,685 | |||||||||
Schedule of Pro Forma Results of Acquisition | The following unaudited pro forma information assumes the acquisition of PM occurred on January 1, 2014. The unaudited pro forma results have been prepared for informational purposes only and do not purport to represent the results of operations that would have been had the acquisition occurred as of the date indicated, nor of future results of operations. The unaudited pro forma results for the three months ended March 31, 2015 and 2014 are as follows (in thousands, except per share data): | ||||||||||||
Three Months | Three Months | ||||||||||||
Ended | Ended | ||||||||||||
March 31, | March 31, | ||||||||||||
2015 | 2014 | ||||||||||||
Net revenues | $ | 108,181 | $ | 84,102 | |||||||||
Net income attributable to shareholders of Manitex International, Inc. | $ | 27 | $ | (906 | ) | ||||||||
Income per share: | |||||||||||||
Basic | $ | 0 | $ | (0.06 | ) | ||||||||
Diluted | $ | 0 | $ | (0.06 | ) | ||||||||
Weighted average common shares outstanding: | |||||||||||||
Basic | 16,002,170 | 14,801,795 | |||||||||||
Diluted | 16,002,170 | 14,801,795 | |||||||||||
Columbia Tanks [Member] | |||||||||||||
Schedule of Fair Value of Purchase Consideration | The fair value of the purchase consideration was $1,214 in total as shown below: | ||||||||||||
Cash | $ | 400 | |||||||||||
Seller notes | 814 | ||||||||||||
Total purchase consideration | $ | 1,214 | |||||||||||
Estimated Fair Values of Assets Acquired and Liabilities Assumed | The following table summarizes the allocation of the Columbia acquisition consideration to the fair value of the assets acquired: | ||||||||||||
Purchase price allocation: | |||||||||||||
Inventory | $ | 686 | |||||||||||
Equipment | 528 | ||||||||||||
$ | 1,214 | ||||||||||||
ASV Inc [Member] | |||||||||||||
Schedule of Fair Value of Purchase Consideration | The fair value of the purchase consideration was $49,787 in total as shown below: | ||||||||||||
Cash | $ | 25,000 | |||||||||||
Note payable to seller | 1,411 | ||||||||||||
Fair value of non-controlling interest in ASV | 23,376 | ||||||||||||
Total purchase consideration | $ | 49,787 | |||||||||||
Estimated Fair Values of Assets Acquired and Liabilities Assumed | Purchase price allocation: | ||||||||||||
Cash | $ | 2 | |||||||||||
Accounts receivable | 18,232 | ||||||||||||
Prepaid Expenses | 71 | ||||||||||||
Inventory | 27,217 | ||||||||||||
Total fixed assets | 19,177 | ||||||||||||
Customer relationships | 16,000 | ||||||||||||
Trade name and trademarks | 7,000 | ||||||||||||
Patented & unpatented technology | 8,000 | ||||||||||||
Goodwill | 26,858 | ||||||||||||
Capitalized debt issuance costs | 2,767 | ||||||||||||
Accounts payable | (9,459 | ) | |||||||||||
Accrued expenses | (4,089 | ) | |||||||||||
Accrued conversion tax | (16,500 | ) | |||||||||||
Accrued pension liability | (839 | ) | |||||||||||
Assumption of non-recourse ASV debt | (44,650 | ) | |||||||||||
Net assets acquired | $ | 49,787 | |||||||||||
Schedule of Restated Purchase Price Allocations | Additionally, the balance sheet at December 31, 2014 was restated to reflect the above changes to ASV purchase price allocations as follows: | ||||||||||||
Account | Provisional amount | Adjustment | Revised Provisional | ||||||||||
recorded as of | to purchase | amount | |||||||||||
December 31, 2014 | price allocation | recorded as of | |||||||||||
December 31, 2014 | |||||||||||||
Goodwill | $ | 26,744 | $ | 114 | $ | 26,858 | |||||||
Accrued Expenses | (3,975 | ) | (114 | ) | (4,089 | ) |
Financial_InstrumentsForward_C1
Financial Instruments-Forward Currency Exchange Contracts and Interest Rate Swap Contracts (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Fair Value Disclosures [Abstract] | |||||||||||||||||
Summary of Items Measures at Fair Value on Recurring and Nonrecurring Basis | The following is summary of items that the Company measures at fair value on a recurring and nonrecurring basis: | ||||||||||||||||
Fair Value at March 31, 2015 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Asset | |||||||||||||||||
Forward currency exchange contracts | $ | — | $ | 461 | $ | — | $ | 461 | |||||||||
Total current assets at fair value | $ | — | $ | 461 | $ | — | $ | 461 | |||||||||
Liabilities: | |||||||||||||||||
Forward currency exchange contracts | $ | — | $ | 306 | $ | — | $ | 306 | |||||||||
Interest rate swap contracts | — | 1,509 | — | 1,509 | |||||||||||||
Convertible debt-Perella (see Note 14) (nonrecurring) | — | 14,286 | — | 14,286 | |||||||||||||
PM non-interest bearing debt (nonrecurring) | — | 9,483 | — | 9,483 | |||||||||||||
PM contingent liabilities | — | — | 1,174 | 1,174 | |||||||||||||
Valla contingent consideration | — | — | 250 | 250 | |||||||||||||
Total recurring and nonrecurring long-term liabilities at fair value | $ | — | $ | 25,584 | $ | 1,424 | $ | 27,008 | |||||||||
Fair Value at December 31, 2014 | |||||||||||||||||
Level 1 | Level 2 | Level 3 | Total | ||||||||||||||
Asset | |||||||||||||||||
Forward currency exchange contracts | $ | — | $ | 268 | $ | — | $ | 268 | |||||||||
Total current assets at fair value | $ | — | $ | 268 | $ | — | $ | 268 | |||||||||
Liabilities: | |||||||||||||||||
Forward currency exchange contracts | $ | — | $ | 29 | $ | — | $ | 29 | |||||||||
Convertible debt-Terex (see Note 14) (nonrecurring) | — | 6,607 | — | 6,607 | |||||||||||||
Valla contingent consideration | — | — | 250 | 250 | |||||||||||||
Total recurring and nonrecurring long-term liabilities at fair value | $ | — | $ | 6,639 | $ | 250 | $ | 6,886 | |||||||||
Derivatives_Financial_Instrume1
Derivatives Financial Instruments (Tables) | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |||||||||||
Forward Currency Contracts and Interest Rate Swaps | As of March 31, 2015, the Company had the following forward currency contracts and interest rate swaps: | ||||||||||
Nature of Derivative | Amount | Type | |||||||||
Forward currency contract | CDN$ | 5,508 | Not designated as hedge instrument | ||||||||
Forward currency contract | € | 2,179 | Not designated as hedge instrument | ||||||||
Interest rate swap contracts | € | 1,405 | Not designated as hedge instrument | ||||||||
Fair Value Amounts of Derivative Instruments Reported in Consolidated Balance Sheet | The following table provides the location and fair value amounts of derivative instruments that are reported in the Consolidated Balance Sheet as of March 31, 2015 and December 31, 2014: | ||||||||||
Total derivatives NOT designated as a hedge instrument | |||||||||||
Fair Value | |||||||||||
Balance Sheet Location | March 31, | December 31, | |||||||||
2015 | 2014 | ||||||||||
Asset Derivatives | |||||||||||
Foreign currency exchange contract | Prepaid expense and other | $ | 461 | $ | 268 | ||||||
Liabilities Derivatives | |||||||||||
Foreign currency exchange contract | Accrued expense | $ | 306 | $ | 29 | ||||||
Interest rate swap contracts | Notes payable | 1,509 | — | ||||||||
Foreign currency exchange contract | Accrued expense | $ | 1,815 | $ | 29 | ||||||
Total derivatives designated as a hedge instrument | |||||||||||
Fair Value | |||||||||||
Liabilities Derivatives | Balance Sheet Location | March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||||
Foreign currency exchange contract | Accrued expense | $ | — | $ | — | ||||||
Effect of Derivative Instruments on Consolidated Statement of Operations | The following tables provide the effect of derivative instruments on the Consolidated Statement of Income for the three months ended March 31, 2015 and 2014: | ||||||||||
Derivatives Not designated as Hedge Instrument | Location of gain or (loss) | Three months ended | |||||||||
March 31, | |||||||||||
recognized | |||||||||||
in Income Statement | 2015 | 2014 | |||||||||
Forward currency contracts | Foreign currency transaction gains (losses) | $ | (187 | ) | $ | (59 | ) | ||||
Interest rate swap contracts | Interest expense | 354 | — | ||||||||
$ | 167 | $ | (59 | ||||||||
Derivatives designated as Hedge Instrument | Location of gain or (loss) | Three months ended | |||||||||
March 31, | |||||||||||
recognized | |||||||||||
in Income Statement | 2015 | 2014 | |||||||||
Forward currency contracts | Net revenue | $ | — | $ | (26 | ) | |||||
Summary of Beginning and Ending Amounts of Gains and Losses Related to Hedges on Other Comprehensive Income and Related Activity Net of Income Taxes | The following table shows the beginning and ending amounts of gains and losses related to hedges which have been included in Other Comprehensive Income and related activity net of income taxes for the three months ended March 31, 2015 and 2014. | ||||||||||
Three months ended | |||||||||||
March 31, | |||||||||||
2015 | 2014 | ||||||||||
Beginning balance gain (loss), net of income taxes | $ | — | $ | (7 | ) | ||||||
Amounts recorded in OCI net of gain (loss), net of income taxes | — | (11 | ) | ||||||||
Amount reclassified to income, loss (gain), net of income taxes | — | 18 | |||||||||
Ending balance gain (loss), net of income taxes | $ | — | $ | — | |||||||
Net_Earnings_per_Common_Share_
Net Earnings per Common Share (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Earnings Per Share [Abstract] | |||||||||
Basic and Diluted Net Earnings Per Share | Basic net earnings per share is computed by dividing net income by the weighted average number of common shares outstanding for the period. Diluted earnings per share reflects the potential dilution of convertible debt, and restricted stock units. Details of the calculations are as follows: | ||||||||
Three months ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Net income attributable to shareholders of Manitex International, Inc. | |||||||||
Basic | $ | (224 | ) | $ | 1,877 | ||||
Diluted | $ | (224 | ) | $ | 1,877 | ||||
Earnings per share | |||||||||
Basic | $ | (0.01 | ) | $ | 0.14 | ||||
Diluted | $ | (0.01 | ) | $ | 0.14 | ||||
Weighted average common share outstanding | |||||||||
Basic | 15,836,423 | 13,807,312 | |||||||
Diluted | |||||||||
Basic | 15,836,423 | 13,807,312 | |||||||
Dilutive effect of restricted stock units | — | 33,194 | |||||||
15,836,423 | 13,840,506 | ||||||||
Equity_Tables
Equity (Tables) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Equity [Abstract] | |||||
Restricted Stock Units Outstanding | The following table contains information regarding restricted stock units: | ||||
March 31, | |||||
2015 | |||||
Outstanding on January 1, 2015 | 85,384 | ||||
Units granted during the period | 145,979 | ||||
Vested and issued | (29,668 | ) | |||
Forfeited | — | ||||
Outstanding on March 31, 2015 | 201,695 | ||||
Inventory_Tables
Inventory (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Inventory Disclosure [Abstract] | |||||||||
Components of Inventory | The components of inventory are as follows: | ||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Raw materials and purchased parts, | $ | 85,785 | $ | 63,704 | |||||
Work in process | 10,797 | 9,257 | |||||||
Finished goods | 23,905 | 24,221 | |||||||
Inventory, net | $ | 120,487 | $ | 97,182 | |||||
Goodwill_and_Other_Intangible_1
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended | ||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | |||||||||||||||||
Schedule of Intangible Assets | |||||||||||||||||
March 31, | December 31, | Useful | |||||||||||||||
2015 | 2014 | ||||||||||||||||
lives | |||||||||||||||||
Patented and unpatented technology | $ | 29,642 | $ | 21,561 | 7-10 years | ||||||||||||
Amortization | (10,698 | ) | (10,137 | ) | |||||||||||||
Customer relationships | 43,066 | 31,477 | 10-20 years | ||||||||||||||
Amortization | (4,318 | ) | (5,013 | ) | |||||||||||||
Trade names and trademarks | 21,962 | 15,875 | 25 years-indefinite | ||||||||||||||
Amortization | (3,616 | ) | (1,867 | ) | |||||||||||||
Non-competition agreements | 50 | 50 | 2-5 years | ||||||||||||||
Amortization | (28 | ) | (24 | ) | |||||||||||||
Customer backlog | 458 | 462 | < 1 year | ||||||||||||||
Amortization | (458 | ) | (462 | ) | |||||||||||||
Total Intangible assets | $ | 76,060 | $ | 51,922 | |||||||||||||
Changes in Goodwill | Changes in goodwill for the three months ended March 31, 2015 are as follows: | ||||||||||||||||
Equipment Lifting | Equipment Distribution | ASV | Total | ||||||||||||||
Segment | Segment | Segment | |||||||||||||||
Balance January 1, 2015 | $ | 21,811 | $ | 275 | $ | 26,858 | $ | 48,944 | |||||||||
Goodwill for PM Group acquisition | 30,636 | — | — | 30,636 | |||||||||||||
Effect of change in exchange rates | (3,034 | ) | — | — | (3,034 | ) | |||||||||||
Balance March 31, 2015 | $ | 49,413 | $ | 275 | $ | 26,858 | $ | 76,546 | |||||||||
Accrued_Expenses_Tables
Accrued Expenses (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Payables and Accruals [Abstract] | |||||||||
Schedule of Accrued Expenses | |||||||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Accrued expenses: | |||||||||
Accrued payroll | $ | 4,258 | $ | 2,805 | |||||
Accrued employee benefits | 1,435 | 439 | |||||||
Accrued bonuses | 234 | 1,226 | |||||||
Accrued vacation expense | 2,075 | 1,309 | |||||||
Accrued consulting fees | — | 223 | |||||||
Accrued interest | 501 | 375 | |||||||
Accrued commissions | 987 | 497 | |||||||
Accrued expenses—other | 2,315 | 1,109 | |||||||
Accrued warranty | 4,014 | 3,335 | |||||||
Accrued income taxes | 1,000 | 151 | |||||||
Accrued taxes other than income taxes | 2,773 | 1,015 | |||||||
Accrued product liability and workers compensation claims | 1,108 | 603 | |||||||
Accrued liability on forward currency exchange contracts | 306 | 30 | |||||||
Total accrued expenses | $ | 21,006 | $ | 13,117 | |||||
Accrued_Warranty_Tables
Accrued Warranty (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Guarantees [Abstract] | |||||||||
Summary of Changes in Product Warranty Liability | |||||||||
Three Months Ended | |||||||||
March 31, | March 31, | ||||||||
2015 | 2014 | ||||||||
Balance January 1, | $ | 3,335 | $ | 1,070 | |||||
Business Acquired | 843 | — | |||||||
Accrual for warranties issued during the period | 1,100 | 102 | |||||||
Warranty services provided | (1,155 | ) | (289 | ) | |||||
Change in estimate | (92 | ) | 43 | ||||||
Foreign currency translation | (17 | ) | (2 | ) | |||||
Balance March 31, | $ | 4,014 | $ | 924 | |||||
Revolving_Term_Credit_Faciliti1
Revolving Term Credit Facilities and Debt (Tables) | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | |||||||||||||||||||||||||
Debt Disclosure [Abstract] | |||||||||||||||||||||||||
Schedule of Annual Maturities Of Debt Outstanding | Scheduled annual maturities of the principal portion of PM Group debt outstanding at March 31, 2015 in the next five years and the remaining maturity in aggregate are summarized below. | ||||||||||||||||||||||||
Periods Ending March 31, | Term Loan | Accrued | Unsecured | Accrued | Autogru | Total | |||||||||||||||||||
Interest Term | Borrowings | Interest | PM RO | ||||||||||||||||||||||
Loan | Unsecured | Loan | |||||||||||||||||||||||
Borrowings | |||||||||||||||||||||||||
2016 | $ | — | $ | 3,639 | $ | — | $ | — | $ | 129 | $ | 3,767 | |||||||||||||
2017 | 1,927 | 1,039 | — | — | 172 | 3,137 | |||||||||||||||||||
2018 | 2,685 | — | — | — | 172 | 2,857 | |||||||||||||||||||
2019 | 4,833 | — | — | — | 172 | 5,005 | |||||||||||||||||||
2020 | 963 | — | 4,306 | 385 | — | 5,654 | |||||||||||||||||||
Subsequent | 4,890 | 539 | 10,091 | — | — | 15,520 | |||||||||||||||||||
$ | 15,298 | $ | 5,217 | $ | 14,397 | $ | 385 | $ | 645 | $ | 35,940 | ||||||||||||||
Interest rate swaps | 1,509 | ||||||||||||||||||||||||
FMV adjustments to non-interest bearing debt | (1,448 | ) | |||||||||||||||||||||||
Total PM term debt | $ | 36,001 | |||||||||||||||||||||||
Summary of Amounts Financed Under Equipment Capital Lease Agreements | The following is a summary of amounts financed under equipment capital lease agreements: | ||||||||||||||||||||||||
Amount | Repayment | Amount of | Balance | ||||||||||||||||||||||
Borrowed | Period | Monthly Payment | As of March 31, | ||||||||||||||||||||||
2015 | |||||||||||||||||||||||||
New equipment | $ | 1,166 | 60 | $ | 22 | $ | 918 | ||||||||||||||||||
Used equipment | $ | 1,754 | 36 | $ | 53 | $ | 452 | ||||||||||||||||||
Total | $ | 2,920 | $ | 75 | $ | 1,370 | |||||||||||||||||||
Convertible_Notes_Tables
Convertible Notes (Tables) | 3 Months Ended | ||||
Mar. 31, 2015 | |||||
Perella Notes Purchase Agreement [Member] | |||||
Schedule of Convertible Notes | On January 7, 2015, the components of the note was as follows: | ||||
Liability component | $ | 14,286 | |||
Equity component (a component of paid in capital) | 714 | ||||
$ | 15,000 | ||||
Terex Corporation Note Payable [Member] | |||||
Schedule of Convertible Notes | On December 19, 2014, the components of the note was as follows: | ||||
Liability component | $ | 6,607 | |||
Equity component (a component of paid in capital) | 893 | ||||
$ | 7,500 | ||||
Business_Segments_Tables
Business Segments (Tables) | 3 Months Ended | ||||||||
Mar. 31, 2015 | |||||||||
Segment Reporting [Abstract] | |||||||||
Financial Information for Three Operating Segments | The following is financial information for our three operating segments, i.e., Lifting Equipment, Equipment Distribution and ASV. | ||||||||
Three Months Ended | |||||||||
March 31, | |||||||||
2015 | 2014 | ||||||||
Net revenues | |||||||||
Lifting Equipment | $ | 71,502 | $ | 58,641 | |||||
Equipment Distribution | 3,490 | 4,717 | |||||||
ASV | 32,061 | — | |||||||
Elimination of intersegment sales | (1,171 | ) | (782 | ) | |||||
Total | $ | 105,882 | $ | 62,576 | |||||
Operating income | |||||||||
Lifting Equipment | $ | 2,812 | $ | 5,321 | |||||
Equipment Distribution | 30 | 61 | |||||||
ASV | 1,979 | — | |||||||
Corporate expenses | (2,669 | ) | (1,735 | ) | |||||
Elimination of intersegment profit in inventory | (10 | ) | (36 | ) | |||||
Total operating income | $ | 2,142 | $ | 3,611 | |||||
March 31, | December 31, | ||||||||
2015 | 2014 | ||||||||
Total Assets | |||||||||
Lifting Equipment | $ | 298,932 | $ | 172,306 | |||||
Equipment Distribution | 14,738 | 15,634 | |||||||
ASV | 127,458 | 126,661 | |||||||
Corporate | 2,489 | 1,636 | |||||||
Total | $ | 443,617 | $ | 316,237 |
Transactions_between_the_Compa1
Transactions between the Company and Related Parties (Tables) | 3 Months Ended | ||||||||||
Mar. 31, 2015 | |||||||||||
Related Party Transactions [Abstract] | |||||||||||
Related Party Transactions | The following is a summary of the amounts attributable to certain related party transactions as described in the footnotes to the table, for the periods indicated: | ||||||||||
Three months ended | Three months ended | ||||||||||
31-Mar-15 | 31-Mar-14 | ||||||||||
Rent paid | Bridgeview Facility (1) | $ | 65 | $ | 63 | ||||||
Sales to: | |||||||||||
SL Industries, Ltd. | $ | — | $ | 2 | |||||||
LiftMaster | — | 165 | |||||||||
Total Sales | $ | — | $ | 167 | |||||||
Purchases from: | |||||||||||
BGI USA, Inc. | $ | — | $ | 15 | |||||||
SL Industries, Ltd. | 1,575 | 843 | |||||||||
LiftMaster | — | — | |||||||||
Total Purchases | $ | 1,575 | $ | 858 | |||||||
1 | The Company leases its 40,000 sq. ft. Bridgeview facility from an entity controlled by Mr. David Langevin, the Company’s Chairman and CEO. Pursuant to the terms of the lease, the Company makes monthly lease payments of $21. The Company is also responsible for all the associated operations expenses, including insurance, property taxes, and repairs. The lease will expire on June 30, 2020 and has a provision for six one year extension periods. The lease contains a rental escalation clause under which annual rent is increased during the initial lease term by the lesser of the increase in the Consumer Price Increase or 2.0%. Rent for any extension period shall however, be the then-market rate for similar industrial buildings within the market area. The Company has the option, to purchase the building by giving the Landlord written notice at any time prior to the date that is 180 days prior to the expiration of the lease or any extension period. The Landlord can require the Company to purchase the building if a change of Control Event, as defined in the agreement occurs by giving written notice to the Company at any time prior to the date that is 180 days prior to the expiration of the lease or any extension period. The purchase price regardless whether the purchase is initiated by the Company or the landlord will be the Fair Market Value as of the closing date of said sale. | ||||||||||
Summary of Notes Payable to Related Parties | At March 31, 2015, the Company has the following notes payable to Terex: | ||||||||||
Note related to Crane and Schaeff acquisition | $ | 250 | |||||||||
Note payable related to ASV acquisition | $ | 1,594 | |||||||||
Convertible note | $ | 6,641 | |||||||||
Summary of Sales to and Purchase from Related Parties | The following is a summary of the amounts attributable to certain Terex transactions as described in the footnotes to the table, for the period indicated: | ||||||||||
Three months ended | |||||||||||
March 31, 2015 | |||||||||||
Sales to Terex | $ | 597 | |||||||||
Purchases from Terex | $ | 1,106 | |||||||||
Nature_of_Operations_Additiona
Nature of Operations - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Dec. 19, 2014 | |
Segment | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Number of operating segments | 3 | |
ASV Acquisition [Member] | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Acquisition of ownership interest | 51.00% | |
PM Group [Member] | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Number of square feet occupied | 510,000 | |
Minimum [Member] | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Lifting capacity of forklifts | 18,000 | |
Storage capacity of trailer mobile tanks | 8,000 | |
Minimum [Member] | Valla SpA [Member] | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Capacity of mobile cranes | 2 | |
Maximum [Member] | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Lifting capacity of forklifts | 40,000 | |
Storage capacity of trailer mobile tanks | 21,000 | |
Maximum [Member] | Valla SpA [Member] | ||
Partnership Organization And Basis Of Presentation [Line Items] | ||
Capacity of mobile cranes | 90 |
Basis_of_Presentation_Addition
Basis of Presentation - Additional Information (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Accounting Policies [Abstract] | ||
Allowances for doubtful accounts | $482 | $458 |
Acquisitions_and_Investments_A
Acquisitions and Investments - Additional Information - PM Group Acquisition (Detail) | Mar. 31, 2015 | Dec. 31, 2014 | Jan. 15, 2015 | Mar. 31, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 |
In Thousands, unless otherwise specified | USD ($) | USD ($) | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] |
USD ($) | USD ($) | EUR (€) | Legal Fees [Member] | Acquisition Related Bonus Payments [Member] | Accounting Services Fees [Member] | Other Acquisition Related Costs [Member] | Inventories [Member] | Property, Plant and Equipment [Member] | Term Debt [Member] | Term Debt [Member] | Term Debt [Member] | ||||
USD ($) | USD ($) | USD ($) | USD ($) | EUR (€) | EUR (€) | Non-interest Bearing Note [Member] | Non-interest Bearing Note [Member] | Non-interest Bearing Note [Member] | |||||||
USD ($) | EUR (€) | ||||||||||||||
Business Acquisition [Line Items] | |||||||||||||||
Acquisition closing date | 15-Jan-15 | 15-Jan-15 | |||||||||||||
Debt instrument, face amount | € 5,000 | ||||||||||||||
Contingent consideration provision maximum annual payment | Under the Option Agreement, the bank shall receive €2,500 if PM has 2017 EBITDA, as defined in the agreement, of between €14,500 and €16,500, and €5,000 if 2017 EBITDA exceeds €16,500. If 2017 EBITDA, as defined in the agreement, is less than €14,500, the bank is to sell the debt to the Company for €0.001. | ||||||||||||||
Fair value of the contingent consideration | 1,270 | 1,093 | |||||||||||||
Term debt | 10,289 | ||||||||||||||
Fair value of Term debt | 10,403 | 8,829 | |||||||||||||
Risk rate of non-interest bearing debt | 5.24% | ||||||||||||||
Fair market adjustments to fixed assets and inventory | -771 | -3,647 | |||||||||||||
Goodwill | 76,546 | 48,944 | 30,636 | 30,636 | 26,001 | ||||||||||
Acquisition transaction costs | $185 | $750 | $347 | $206 |
Acquisitions_and_Investments_P
Acquisitions and Investments - PM Group Acquisition - Schedule of Fair Value of Purchase Consideration (Detail) (PM Group [Member]) | 0 Months Ended | |||
In Thousands, unless otherwise specified | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 |
USD ($) | EUR (€) | USD ($) | EUR (€) | |
Business Acquisition [Line Items] | ||||
Cash | $20,312 | € 17,142 | ||
994,483 shares of Minitel International, Inc. | 10,124 | 8,710 | ||
Total purchase consideration | $30,436 | € 25,852 |
Acquisitions_and_Investments_P1
Acquisitions and Investments - PM Group Acquisition - Schedule of Fair Value of Purchase Consideration (Parenthetical) (Detail) (PM Group [Member]) | 0 Months Ended |
Jan. 15, 2015 | |
PM Group [Member] | |
Business Acquisition [Line Items] | |
Number of shares of Minitel International for Acquisition | 994,483 |
Acquisitions_and_Investments_P2
Acquisitions and Investments - PM Group Acquisition - Estimated Fair Values of Assets Acquired and Liabilities Assumed (Detail) | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Jan. 15, 2015 | Jan. 15, 2015 |
In Thousands, unless otherwise specified | USD ($) | USD ($) | PM Group [Member] | PM Group [Member] | PM Group [Member] |
USD ($) | USD ($) | EUR (€) | |||
Business Acquisition [Line Items] | |||||
Cash | $1,721 | € 1,481 | |||
Trade receivables | 22,454 | 19,057 | |||
Inventory | 23,668 | 20,088 | |||
Prepaid Expenses | 2,150 | 1,825 | |||
Other receivables | 2,263 | 1,921 | |||
Total fixed assets | 17,290 | 14,674 | |||
Customer relationships | 12,773 | 10,841 | |||
Trade name and trademarks | 6,893 | 5,850 | |||
Patented & unpatented technology | 9,022 | 7,657 | |||
Goodwill | 76,546 | 48,944 | 30,636 | 30,636 | 26,001 |
Deferred net tax assets | 9,650 | 8,190 | |||
Other long term assets | 1,493 | 1,267 | |||
Accounts payable | -25,812 | -21,907 | |||
Accrued expenses and accruals | -9,023 | -7,658 | |||
Other current liabilities | -892 | -757 | |||
Deferred tax liability | -13,662 | -11,595 | |||
Other long-term liabilities | -3,503 | -2,973 | |||
Assumed non-recourse debt | -56,685 | -48,110 | |||
Net assets acquired | $30,436 | € 25,852 |
Acquisitions_and_Investments_P3
Acquisitions and Investments - PM Group Acquisition - Schedule of Fair Values of Assets Acquired and Liabilities Assumed Debt (Detail) (PM Group [Member]) | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Jan. 15, 2015 |
In Thousands, unless otherwise specified | USD ($) | EUR (€) | Interest Rate Swap Contracts [Member] | Interest Rate Swap Contracts [Member] | Working Capital [Member] | Working Capital [Member] | Term Debt [Member] | Term Debt [Member] | Term Debt [Member] | Term Debt [Member] | Term Debt [Member] | Term Debt [Member] |
USD ($) | EUR (€) | USD ($) | EUR (€) | Interest Bearing [Member] | Interest Bearing [Member] | Non-interest Bearing Note [Member] | Non-interest Bearing Note [Member] | Fair market adjustment for non-interest bearing debt [Member] | Fair market adjustment for non-interest bearing debt [Member] | |||
USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | EUR (€) | |||||||
Business Acquisition [Line Items] | ||||||||||||
Total assumed non-recourse debt | $56,685 | € 48,110 | $2,027 | € 1,720 | $27,359 | € 23,221 | $12,123 | € 10,289 | ($1,720) | -€ 1,460 | ||
Total assumed non-recourse debt - Working Capital | $16,896 | € 14,340 |
Acquisitions_and_Investments_P4
Acquisitions and Investments - PM Group Acquisition - Schedule of Pro Forma Results of Acquisition (Detail) (PM Group [Member], USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
PM Group [Member] | ||
Acquisition ProForma Financial Results [Line Items] | ||
Net revenues | $108,181 | $84,102 |
Net income attributable to shareholders of Manitex International, Inc. | $27 | ($906) |
Basic | $0 | ($0.06) |
Diluted | $0 | ($0.06) |
Basic | 16,002,170 | 14,801,795 |
Diluted | 16,002,170 | 14,801,795 |
Acquisitions_and_Investments_S
Acquisitions and Investments - Schedule of Pro-forma Adjustments (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Business Combinations [Abstract] | ||
Record interest expense on Manitex debt issued in connection with the acquisition | $33 | $497 |
Transfer transaction costs incurred between periods | -1,060 | 1,060 |
Eliminate impact of capitalizing Research and Development by PM | -45 | 68 |
Adjust depreciation to reflect fair values and current lives | -11 | -110 |
Adjust amortization to reflect fair value on intangible assets and current lives | 90 | 553 |
Eliminate historic interest expense on debt forgiven or converted to non-interest debt | -14 | -502 |
Record amortization of debt discount on non-interest bearing debt | 27 | 179 |
Transfer amortization of inventory step up between periods | -730 | 820 |
Eliminate profit on debt restructuring (this was not a taxable event) | 6,298 | |
Record income tax impact on the above pro forma adjustments | $574 | ($861) |
Acquisitions_and_Investments_A1
Acquisitions and Investments - Additional Information - Columbia Tanks Acquisition (Detail) (USD $) | 3 Months Ended | 0 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 12, 2015 | Mar. 13, 2015 |
Business Acquisition [Line Items] | |||
Debenture, maturity date | 19-Dec-20 | ||
Columbia Tanks [Member] | |||
Business Acquisition [Line Items] | |||
Number of square feet occupied | 99,000 | ||
Annual rent | $240 | ||
Renewal terms | 3 years | ||
Total purchase consideration | 1,214 | ||
Risk rate of non-interest bearing debt | 4.00% | ||
Columbia Tanks [Member] | Inventory Note [Member] | |||
Business Acquisition [Line Items] | |||
Debt instrument, face amounts | 450 | 450 | |
Debenture, maturity date | 31-Aug-16 | ||
Notes Payable, Fair Value Disclosure | 436 | ||
Columbia Tanks [Member] | Equipment [Member] | |||
Business Acquisition [Line Items] | |||
Debt instrument, face amounts | 390 | 390 | |
Debenture, maturity date | 31-May-16 | ||
Notes Payable, Fair Value Disclosure | 378 |
Acquisitions_and_Investments_C
Acquisitions and Investments - Columbia Tanks Acquisition - Schedule of Fair Value of Purchase Consideration (Detail) (Columbia Tanks [Member], USD $) | 0 Months Ended |
In Thousands, unless otherwise specified | Mar. 12, 2015 |
Columbia Tanks [Member] | |
Business Acquisition [Line Items] | |
Cash | $400 |
Seller notes | 814 |
Total purchase consideration | $1,214 |
Acquisitions_and_Investments_C1
Acquisitions and Investments - Columbia Tanks Acquisition - Estimated Fair Values of Assets Acquired and Liabilities Assumed (Detail) (Columbia Tanks [Member], USD $) | Mar. 12, 2015 |
In Thousands, unless otherwise specified | |
Columbia Tanks [Member] | |
Business Acquisition [Line Items] | |
Inventory | $686 |
Equipment | 528 |
Total | $1,214 |
Acquisitions_and_Investments_A2
Acquisitions and Investments - Additional Information - Life Ventures, LLC (Detail) (USD $) | 0 Months Ended | ||
In Thousands, unless otherwise specified | Dec. 16, 2014 | Mar. 31, 2015 | Dec. 31, 2014 |
Business Acquisition [Line Items] | |||
Equity method investment contribution to inventory | $5,912 | $5,951 | |
Lift Ventures LLC [Member] | |||
Business Acquisition [Line Items] | |||
Equity Stake percentage | 25.00% | ||
Equity method investment contribution to inventory | 5,951 | ||
Non-marketable equity investment contribution to inventory | $5,951 |
Acquisitions_and_Investments_A3
Acquisitions and Investments - Additional Information - ASV Stock Purchase (Detail) (USD $) | 0 Months Ended | 3 Months Ended | ||
Dec. 19, 2014 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 19, 2014 | |
Business Acquisition [Line Items] | ||||
Goodwill | $76,546,000 | $48,944,000 | ||
ASV Inc [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition of ownership interest | 51.00% | 51.00% | ||
Fair value of purchase consideration | 49,787,000 | |||
Goodwill | 26,858,000 | 26,858,000 | 26,858,000 | 26,858,000 |
Accrued Expenses | 4,089,000 | 4,089,000 | ||
Fair value of non controlling interest percentage | 49.00% | |||
Fair value of non controlling interest percentage by parent company | 100.00% | |||
Noncontrolling interest in ASV | Fair value of Terex 49% share of ASV equity calculated by grossing up the fair value of the controlling interest purchased by the Company to a 100% value, then deducting the $26,411 paid for the majority interest. Subsequently an adjustment for an implied minority discount of $2,000 (approximately 8%) was applied against initial calculation. | |||
Amount paid for majority interest | 26,411,000 | |||
Adjusted minority discount | 2,000,000 | |||
Percent of adjusted minority discount | 8.00% | |||
ASV Inc [Member] | Legal Fees [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition transaction costs | 100,000 | |||
ASV Inc [Member] | Accounting Services Fees [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition transaction costs | 325,000 | |||
ASV Inc [Member] | Acquisition Related Bonus Payments [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition transaction costs | 750,000 | |||
ASV Inc [Member] | Valuation Services [Member] | ||||
Business Acquisition [Line Items] | ||||
Acquisition transaction costs | 40,000 | |||
ASV Inc [Member] | Notes Payable, Other Payables [Member] | Terex Corporation Note Payable [Member] | ||||
Business Acquisition [Line Items] | ||||
Notes payable | 1,594,000 | |||
Reimbursement of fees and expense | 1,411,000 | |||
ASV Inc [Member] | Term Loan [Member] | ||||
Business Acquisition [Line Items] | ||||
ASV entered in to Debt Facility | 40,000,000 | |||
ASV Inc [Member] | Revolving Term Credit Facility [Member] | ||||
Business Acquisition [Line Items] | ||||
ASV entered in to Debt Facility | 35,000,000 | |||
Amount withdrawn on term debt | 4,650,000 | |||
ASV Inc [Member] | Accrued Expense [Member] | ||||
Business Acquisition [Line Items] | ||||
Accrued Expenses | 4,089,000 | |||
ASV Inc [Member] | Inventories [Member] | Fixed Assets [Member] | ||||
Business Acquisition [Line Items] | ||||
Fair market adjustments to fixed assets and inventory | 4,390,000 | |||
ASV Inc [Member] | Adjustment Based on Review of Purchase Price Allocation [Member] | ||||
Business Acquisition [Line Items] | ||||
Goodwill | 114,000 | |||
ASV Inc [Member] | Adjustment Based on Review of Purchase Price Allocation [Member] | Accrued Expense [Member] | ||||
Business Acquisition [Line Items] | ||||
Accrued Expenses | $114,000 |
Acquisitions_and_Investments_A4
Acquisitions and Investments - ASV Stock Purchase - Schedule of Fair Value of Purchase Consideration (Detail) (ASV Inc [Member], USD $) | 0 Months Ended | |
In Thousands, unless otherwise specified | Dec. 19, 2014 | Dec. 19, 2014 |
ASV Inc [Member] | ||
Business Acquisition [Line Items] | ||
Cash | $25,000 | |
Note payable to seller | 1,411 | |
Fair value of non-controlling interest in ASV | 23,376 | 23,376 |
Total purchase consideration | $49,787 |
Acquisitions_and_Investments_A5
Acquisitions and Investments - ASV Stock Purchase - Schedule of Restated Purchase Price Allocations (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 19, 2014 |
In Thousands, unless otherwise specified | |||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | |||
Goodwill | $76,546 | $48,944 | |
ASV Inc [Member] | |||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | |||
Goodwill | 26,858 | 26,858 | 26,858 |
Accrued expenses | -4,089 | ||
ASV Inc [Member] | Accrued Expense [Member] | |||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | |||
Accrued expenses | -4,089 | ||
ASV Inc [Member] | Provisional Amount [Member] | |||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | |||
Goodwill | 26,744 | ||
ASV Inc [Member] | Provisional Amount [Member] | Accrued Expense [Member] | |||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | |||
Accrued expenses | -3,975 | ||
ASV Inc [Member] | Adjustment Based on Review of Purchase Price Allocation [Member] | |||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | |||
Goodwill | 114 | ||
ASV Inc [Member] | Adjustment Based on Review of Purchase Price Allocation [Member] | Accrued Expense [Member] | |||
Schedule Of Business Acquisitions Purchase Price Allocation [Line Items] | |||
Accrued expenses | ($114) |
Acquisitions_and_Investments_A6
Acquisitions and Investments - ASV Stock Purchase - Estimated Fair Values of Assets Acquired and Liabilities Assumed (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 19, 2014 |
In Thousands, unless otherwise specified | |||
Business Acquisition [Line Items] | |||
Goodwill | $76,546 | $48,944 | |
ASV Inc [Member] | |||
Business Acquisition [Line Items] | |||
Cash | 2 | ||
Accounts receivable | 18,232 | ||
Prepaid Expenses | 71 | ||
Inventory | 27,217 | ||
Total fixed assets | 19,177 | ||
Customer relationships | 16,000 | ||
Trade name and trademarks | 7,000 | ||
Patented & unpatented technology | 8,000 | ||
Goodwill | 26,858 | 26,858 | 26,858 |
Capitalized debt issuance costs | 2,767 | ||
Accounts payable | -9,459 | ||
Accrued expenses | -4,089 | ||
Accrued conversion tax | -16,500 | ||
Accrued pension liability | -839 | ||
Assumption of non-recourse ASV debt | -44,650 | ||
Net assets acquired | $49,787 |
Financial_InstrumentsForward_C2
Financial Instruments-Forward Currency Exchange Contracts and Interest Rate Swap Contracts - Summary of Items Measures at Fair Value on Recurring and Nonrecurring Basis (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | $27,008 | $6,886 |
Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 461 | 268 |
Forward Currency Exchange Contracts [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 461 | 268 |
Liabilities at fair value | 306 | 29 |
Interest Rate Swap Contracts [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 1,509 | |
Non-interest Bearing Note [Member] | Fair Value, Measurements, Nonrecurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 9,483 | |
PM Contingent Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 1,174 | |
Terex Corporation Note Payable [Member] | Fair Value, Measurements, Nonrecurring [Member] | Convertible Debt [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 6,607 | |
Perella Notes Purchase Agreement [Member] | Convertible Debt [Member] | Fair Value, Measurements, Nonrecurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 14,286 | |
Valla SpA [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Valla contingent consideration | 250 | 250 |
Level 2 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 25,584 | 6,639 |
Level 2 [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 461 | 268 |
Level 2 [Member] | Forward Currency Exchange Contracts [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Assets at fair value | 461 | 268 |
Liabilities at fair value | 306 | 29 |
Level 2 [Member] | Interest Rate Swap Contracts [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 1,509 | |
Level 2 [Member] | Non-interest Bearing Note [Member] | Fair Value, Measurements, Nonrecurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 9,483 | |
Level 2 [Member] | Terex Corporation Note Payable [Member] | Fair Value, Measurements, Nonrecurring [Member] | Convertible Debt [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 6,607 | |
Level 2 [Member] | Perella Notes Purchase Agreement [Member] | Convertible Debt [Member] | Fair Value, Measurements, Nonrecurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 14,286 | |
Level 3 [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 1,424 | 250 |
Level 3 [Member] | PM Contingent Liabilities [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Liabilities at fair value | 1,174 | |
Level 3 [Member] | Valla SpA [Member] | Fair Value, Measurements, Recurring [Member] | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Valla contingent consideration | $250 | $250 |
Derivatives_Financial_Instrume2
Derivatives Financial Instruments - Additional Information (Detail) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||
Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2014 | |
USD ($) | Canadian Dollar [Member] | Canadian Dollar [Member] | Euro Member Countries, Euro [Member] | Euro Member Countries, Euro [Member] | Minimum [Member] | Minimum [Member] | Maximum [Member] | Maximum [Member] | Forward Currency Contracts [Member] | Contract One [Member] | Contract Two [Member] | Contract Two [Member] | |
Forward Currency Contract [Member] | Forward Currency Contract [Member] | Canadian Dollar [Member] | Euro Member Countries, Euro [Member] | Canadian Dollar [Member] | Euro Member Countries, Euro [Member] | USD ($) | PM Group [Member] | PM Group [Member] | PM Group [Member] | ||||
CAD | EUR (€) | Forward Currency Contract [Member] | Forward Currency Contract [Member] | Forward Currency Contract [Member] | Forward Currency Contract [Member] | Interest Rate Swap Contracts [Member] | Interest Rate Swap Contracts [Member] | Interest Rate Swap Contracts [Member] | |||||
EUR (€) | EUR (€) | EUR (€) | |||||||||||
Derivative [Line Items] | |||||||||||||
Notional amount | $0 | € 20,000 | € 1,444 | ||||||||||
Unrealized pre-tax gains or loss | 0 | ||||||||||||
Contractual obligation to purchase foreign currency | 5,508,000 | ||||||||||||
Contracts maturity period | 10-Apr-15 | ||||||||||||
Futures contract exchange rate | 0.8443 | 1.0634 | 0.8441 | 1.4261 | |||||||||
Period end exchange rate | 0.7895 | 1.0741 | |||||||||||
Contracts requires the company to sell | 2,179,000 | ||||||||||||
Contracts maturity period | 2-Jul-15 | 2-Mar-16 | |||||||||||
Notional amount, original amount | € 20,000,000 | € 8,496,000 | |||||||||||
Derivative contract maturity date | 3-Feb-17 | 29-Jan-16 | |||||||||||
Derivative contract interest rate | 3.48% | 2.99% |
Derivatives_Financial_Instrume3
Derivatives Financial Instruments - Forward Currency Contracts and Interest Rate Swaps (Detail) (Derivatives Not Designated as Hedge Instrument [Member]) | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 |
Forward Currency Contract [Member] | Forward Currency Contract [Member] | Interest Rate Swap Contracts [Member] | |
CAD | EUR (€) | EUR (€) | |
Derivatives, Fair Value [Line Items] | |||
Forward currency contract and interest swaps | 5,508,000 | € 2,179,000 | € 1,405,000 |
Derivatives_Financial_Instrume4
Derivatives Financial Instruments - Fair Value Amounts of Derivative Instruments Reported in Consolidated Balance Sheet (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Derivatives Not Designated as Hedge Instrument [Member] | Forward Currency Exchange Contract and Interest Rate Swap [Member] | ||
Offsetting Liabilities [Line Items] | ||
Liabilities Derivatives | $1,815 | $29 |
Derivatives Not Designated as Hedge Instrument [Member] | Prepaid Expense and Other [Member] | Forward Currency Exchange Contract [Member] | ||
Offsetting Liabilities [Line Items] | ||
Asset Derivatives | 461 | 268 |
Derivatives Not Designated as Hedge Instrument [Member] | Accrued Expense [Member] | Forward Currency Exchange Contract [Member] | ||
Offsetting Liabilities [Line Items] | ||
Liabilities Derivatives | 306 | 29 |
Derivatives Not Designated as Hedge Instrument [Member] | Notes Payable [Member] | Interest Rate Swap Contracts [Member] | ||
Offsetting Liabilities [Line Items] | ||
Liabilities Derivatives | 1,509 | |
Derivatives Designated as a Hedge Instrument [Member] | Accrued Expense [Member] | ||
Offsetting Liabilities [Line Items] | ||
Liabilities Derivatives | $0 | $0 |
Derivatives_Financial_Instrume5
Derivatives Financial Instruments - Effect of Derivative Instruments on Consolidated Statement of Operations (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Derivatives Not Designated as Hedge Instrument [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain or (loss) recognized in income statement | $167 | ($59) |
Derivatives Not Designated as Hedge Instrument [Member] | Foreign Currency Transaction Gains (Losses) [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain or (loss) recognized in income statement | -187 | -59 |
Derivatives Not Designated as Hedge Instrument [Member] | Interest Expense [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain or (loss) recognized in income statement | 354 | |
Derivatives Designated as a Hedge Instrument [Member] | Net Revenue [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Gain or (loss) recognized in income statement | ($26) |
Derivatives_Financial_Instrume6
Derivatives Financial Instruments - Summary of Beginning and Ending Amounts of Gains and Losses Related to Hedges on Other Comprehensive Income and Related Activity Net of Income Taxes (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Derivative Instruments, Gain (Loss) [Line Items] | ||
Beginning balance gain (loss), net of income taxes | ($1,023,000) | |
Amounts recorded in OCI net of (loss), net of income taxes | 0 | |
Ending balance gain (loss), net of income taxes | -5,066,000 | |
Cash Flow Hedge [Member] | ||
Derivative Instruments, Gain (Loss) [Line Items] | ||
Beginning balance gain (loss), net of income taxes | -7,000 | |
Amounts recorded in OCI net of (loss), net of income taxes | -11,000 | |
Amount reclassified to income, loss (gain), net of income taxes | $18,000 |
Net_Earnings_per_Common_Share_1
Net Earnings per Common Share - Basic and Diluted Net Earnings Per Share (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Net income attributable to shareholders of Manitex International, Inc. | ||
Basic | ($224) | $1,877 |
Diluted | ($224) | $1,877 |
Earnings per share | ||
Basic | ($0.01) | $0.14 |
Diluted | ($0.01) | $0.14 |
Weighted average common share outstanding | ||
Basic | 15,836,423 | 13,807,312 |
Diluted | ||
Basic | 15,836,423 | 13,807,312 |
Dilutive effect of restricted stock units | 33,194 | |
Total | 15,836,423 | 13,840,506 |
Net_Earnings_per_Common_Share_2
Net Earnings per Common Share - Additional Information (Detail) (Restricted Stock [Member]) | 3 Months Ended |
Mar. 31, 2015 | |
Restricted Stock [Member] | |
Dilutive Securities Included And Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | |
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 201,695 |
Equity_Additional_Information_
Equity - Additional Information - Stock Issuance - Shares Issued to Terex Corporation (Detail) (USD $) | 0 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Dec. 19, 2014 | Mar. 31, 2015 | Dec. 31, 2014 |
Class of Warrant or Right [Line Items] | |||
Common Stock, shares issued | 16,013,845 | 14,989,694 | |
Securities Purchase Agreement [Member] | Terex Corporation [Member] | |||
Class of Warrant or Right [Line Items] | |||
Common Stock, shares issued | 1,108,156 | ||
Cash received | $12,500 |
Equity_Additional_Information_1
Equity - Additional Information - Stock Issuance - Shares Issued to PM Group (Detail) (PM Group [Member], USD $) | 0 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Jan. 15, 2015 | Jan. 15, 2015 |
PM Group [Member] | ||
Class of Warrant or Right [Line Items] | ||
Aggregate consideration payment | $30,436 | |
Cash consideration | 20,312 | |
Common stock of company | 994,483 | |
Common stock consideration, value | $10,124 | $10,124 |
Equity_Additional_Information_2
Equity - Additional Information - Stock Issuance - Stock Issued to Directors and Employees (Detail) (USD $) | 0 Months Ended | 3 Months Ended | ||
In Thousands, except Share data, unless otherwise specified | Mar. 13, 2015 | Mar. 04, 2015 | Jan. 01, 2015 | Mar. 31, 2015 |
Class of Warrant or Right [Line Items] | ||||
Aggregate granted shares | 145,979 | |||
Shares vested | 29,668 | |||
Restricted Stock Units [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Aggregate granted shares | 22,868 | 20,000 | 103,111 | |
Issuance value | $212 | $77 | ||
Restricted Stock Units [Member] | March 4, 2015 [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Shares vested | 6,800 | |||
Restricted Stock Units [Member] | December 31, 2015 [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Shares vested | 6,600 | |||
Restricted Stock Units [Member] | December 31, 2016 [Member] | ||||
Class of Warrant or Right [Line Items] | ||||
Shares vested | 6,600 |
Equity_Additional_Information_3
Equity - Additional Information - 2004 Equity Incentive Plan (Detail) (USD $) | 0 Months Ended | 3 Months Ended | |||
In Thousands, except Share data, unless otherwise specified | Mar. 13, 2015 | Mar. 04, 2015 | Jan. 01, 2015 | Mar. 31, 2015 | Mar. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares of common stock reserved for issuance | 917,046 | ||||
Restricted stock units | 145,979 | ||||
Stock Options [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares eligible under share based compensation plan by individual within a year | 15,000 | ||||
Restricted Stock [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares eligible under share based compensation plan by individual within a year | 20,000 | ||||
Stock Appreciation Rights [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares eligible under share based compensation plan by individual within a year | 20,000 | ||||
Performance Shares [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Maximum number of shares eligible under share based compensation plan by individual within a year | 10,000 | ||||
Restricted Stock Units [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Restricted stock units | 22,868 | 20,000 | 103,111 | ||
Compensation expense related to restricted stock units | $362 | $284 | |||
Restricted Stock Units [Member] | 2015 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense related to restricted stock units | 929 | ||||
Restricted Stock Units [Member] | 2016 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense related to restricted stock units | 872 | ||||
Restricted Stock Units [Member] | 2017 [Member] | |||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||
Compensation expense related to restricted stock units | $437 |
Equity_Restricted_Stock_Units_
Equity - Restricted Stock Units Outstanding (Detail) | 3 Months Ended |
Mar. 31, 2015 | |
Equity [Abstract] | |
Outstanding on January 1, 2015 | 85,384 |
Units granted during the period | 145,979 |
Vested and issued | -29,668 |
Forfeited | 0 |
Outstanding on March 31, 2015 | 201,695 |
Inventory_Components_of_Invent
Inventory - Components of Inventory (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ||
Raw materials and purchased parts | $85,785 | $63,704 |
Work in process | 10,797 | 9,257 |
Finished goods | 23,905 | 24,221 |
Inventory, net | $120,487 | $97,182 |
Goodwill_and_Other_Intangible_2
Goodwill and Other Intangible Assets - Schedule of Intangible Assets (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Total Intangible assets | 76,060 | $51,922 |
Patented and Unpatented Technology [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Gross | 29,642 | 21,561 |
Amortization | -10,698 | -10,137 |
Patented and Unpatented Technology [Member] | Minimum [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Useful lives | 7 years | |
Patented and Unpatented Technology [Member] | Maximum [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Useful lives | 10 years | |
Customer Relationships [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Gross | 43,066 | 31,477 |
Amortization | -4,318 | -5,013 |
Customer Relationships [Member] | Minimum [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Useful lives | 10 years | |
Customer Relationships [Member] | Maximum [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Useful lives | 20 years | |
Non-competition Agreements [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Gross | 50 | 50 |
Amortization | -28 | -24 |
Non-competition Agreements [Member] | Minimum [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Useful lives | 2 years | |
Non-competition Agreements [Member] | Maximum [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Useful lives | 5 years | |
Customer Backlog [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Gross | 458 | 462 |
Amortization | -458 | -462 |
Customer Backlog [Member] | Maximum [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Useful lives | 1 year | |
Trade Names and Trademarks [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Gross | 21,962 | 15,875 |
Amortization | -3,616 | ($1,867) |
Trade Names and Trademarks [Member] | Minimum [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Useful lives | 25 years | |
Trade Names and Trademarks [Member] | Maximum [Member] | ||
Finite And Infinite Lived Intangible Assets [Line Items] | ||
Useful lives | Indefinite |
Goodwill_and_Other_Intangible_3
Goodwill and Other Intangible Assets - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization expense | $1,231 | $659 |
Goodwill_and_Other_Intangible_4
Goodwill and Other Intangible Assets - Changes in Goodwill (Detail) | 3 Months Ended | 3 Months Ended | ||||||||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Dec. 31, 2014 | Mar. 31, 2015 | Dec. 31, 2014 |
USD ($) | PM Group [Member] | PM Group [Member] | PM Group [Member] | Lifting Equipment [Member] | Lifting Equipment [Member] | Equipment Distribution [Member] | Equipment Distribution [Member] | ASV Segment [Member] | ASV Segment [Member] | |
USD ($) | USD ($) | EUR (€) | USD ($) | PM Group [Member] | USD ($) | USD ($) | USD ($) | USD ($) | ||
USD ($) | ||||||||||
Goodwill [Line Items] | ||||||||||
Beginning Balance | $48,944 | $30,636 | € 26,001 | $21,811 | $275 | $275 | $26,858 | $26,858 | ||
Goodwill for PM Group acquisition | 30,636 | 30,636 | ||||||||
Effect of change in exchange rates | -3,034 | -3,034 | ||||||||
Ending Balance | $76,546 | $30,636 | $30,636 | € 26,001 | $49,413 | $275 | $275 | $26,858 | $26,858 |
Accrued_Expenses_Schedule_of_A
Accrued Expenses - Schedule of Accrued Expenses (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Accrued expenses: | ||
Accrued payroll | $4,258 | $2,805 |
Accrued employee benefits | 1,435 | 439 |
Accrued bonuses | 234 | 1,226 |
Accrued vacation expense | 2,075 | 1,309 |
Accrued consulting fees | 223 | |
Accrued interest | 501 | 375 |
Accrued commissions | 987 | 497 |
Accrued expenses-other | 2,315 | 1,109 |
Accrued warranty | 4,014 | 3,335 |
Accrued income taxes | 1,000 | 151 |
Accrued taxes other than income taxes | 2,773 | 1,015 |
Accrued product liability and workers compensation claims | 1,108 | 603 |
Accrued liability on forward currency exchange contracts | 306 | 30 |
Total accrued expenses | $21,006 | $13,117 |
Accrued_Warranties_Summary_of_
Accrued Warranties - Summary of Changes in Product Warranty Liability (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Product Warranties Disclosures [Abstract] | ||
Beginning Balance | $3,335 | $1,070 |
Business Acquired | 843 | |
Accrual for warranties issued during the period | 1,100 | 102 |
Warranty services provided | -1,155 | -289 |
Change in estimate | -92 | 43 |
Foreign currency translation | -17 | -2 |
Ending Balance | $4,014 | $924 |
Revolving_Term_Credit_Faciliti2
Revolving Term Credit Facilities and Debt - Additional Information - Modifications to U.S. and Canadian credit facilities (Detail) (USD $) | 0 Months Ended | |
Jan. 09, 2015 | Mar. 31, 2015 | |
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity of term loans and revolving lines of credit | $71,000,000 | |
Credit facility maturity date | 19-Aug-18 | |
Consolidated fixed charge coverage ratio | 1.2 | |
U.S. Revolver [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 45,000,000 | 45,000,000 |
U.S. Revolver [Member] | Predecessor [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 40,000,000 | |
Canadian Revolver [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 12,000,000 | 8,527,000 |
Canadian Revolver [Member] | Predecessor [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | 9,000,000 | |
Senior Secured First Lien North American Debt [Member] | ||
Line of Credit Facility [Line Items] | ||
Consolidated North American Debt to Consolidated North American EBITDA Ratio | 3.75 | |
Consolidated North American Debt [Member] | ||
Line of Credit Facility [Line Items] | ||
Consolidated North American Debt to Consolidated North American EBITDA Ratio | 5.25 | |
Term Loan [Member] | ||
Line of Credit Facility [Line Items] | ||
Maximum borrowing capacity | $14,000,000 | |
December 31, 2015 [Member] | Senior Secured First Lien North American Debt [Member] | ||
Line of Credit Facility [Line Items] | ||
Consolidated North American Debt to Consolidated North American EBITDA Ratio | 3.5 | |
December 31, 2015 [Member] | Consolidated North American Debt [Member] | ||
Line of Credit Facility [Line Items] | ||
Consolidated North American Debt to Consolidated North American EBITDA Ratio | 4.5 | |
June 30, 2016 [Member] | Senior Secured First Lien North American Debt [Member] | ||
Line of Credit Facility [Line Items] | ||
Consolidated North American Debt to Consolidated North American EBITDA Ratio | 2.75 | |
June 30, 2016 [Member] | Consolidated North American Debt [Member] | ||
Line of Credit Facility [Line Items] | ||
Consolidated North American Debt to Consolidated North American EBITDA Ratio | 3.75 |
Revolving_Term_Credit_Faciliti3
Revolving Term Credit Facilities and Debt - Additional Information - U.S. Revolver (Detail) (U.S. Revolver [Member], USD $) | 3 Months Ended | |
Mar. 31, 2015 | Jan. 09, 2015 | |
Line of Credit Facility [Line Items] | ||
Debt amount outstanding as of balance sheet date | $27,946,000 | |
Maximum borrowing capacity | 45,000,000 | 45,000,000 |
Line of credit facility interest rate description | The base rate is the greater of the bank's prime rate, the federal funds rate plus 1.00% or the 30 day LIBOR rate Adjusted Daily plus 1.00%. | |
Maximum amount available description | The maximum amount available is limited to (1) the sum of 85% of eligible receivables, (2) the lesser of 85% of eligible bill and hold receivables or $10,000, (3) the lesser of 50% of eligible inventory or $26,500, (4) the lesser of 80% of used equipment purchased for resale or rent or $2,000 reduced by outstanding standby letter or credits issued by the bank. | |
Collateral based maximum borrowings | 40,655,000 | |
Percentage of annual facility fee payable | 0.38% | |
Unsecured guarantees allowed on CVS working capital financing | 9,000,000 | |
Maximum loans or advances permitted to CVS or any other wholly-owned foreign subsidiaries | $7,500,000 | |
Minimum [Member] | Base Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Interest rate spread for base rate | 1.75% | |
Minimum [Member] | LIBOR [Member] | ||
Line of Credit Facility [Line Items] | ||
Interest rate spread for base rate | 2.75% | |
Maximum [Member] | Base Rate [Member] | ||
Line of Credit Facility [Line Items] | ||
Interest rate spread for base rate | 3.00% | |
Maximum [Member] | LIBOR [Member] | ||
Line of Credit Facility [Line Items] | ||
Interest rate spread for base rate | 4.00% |
Revolving_Term_Credit_Faciliti4
Revolving Term Credit Facilities and Debt - Additional Information - Term Loan (Detail) (Term Loan [Member], USD $) | 0 Months Ended | 3 Months Ended |
Jan. 09, 2015 | Mar. 31, 2015 | |
Line of Credit Facility [Line Items] | ||
Proceeds from Loans | $14,000,000 | |
Frequency of payments | Quarterly | |
Debt Instrument, Periodic Payment | 500,000 | |
Term Loan | $12,000,000 | |
Base Rate [Member] | Minimum [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 2.25% | |
Base Rate [Member] | Maximum [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 3.50% | |
LIBOR [Member] | Minimum [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 3.25% | |
LIBOR [Member] | Maximum [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt Instrument, Basis Spread on Variable Rate | 4.50% |
Revolving_Term_Credit_Faciliti5
Revolving Term Credit Facilities and Debt - Additional Information - Canadian Revolver (Detail) (Canadian Revolver [Member]) | 3 Months Ended | 3 Months Ended | |||||||
Mar. 31, 2015 | Mar. 31, 2015 | Jan. 09, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | |
USD ($) | CAD | USD ($) | Us Prime Rate [Member] | Us Prime Rate [Member] | Us Prime Rate [Member] | Canadian Prime Rate [Member] | Canadian Prime Rate [Member] | Canadian Prime Rate [Member] | |
Minimum [Member] | Maximum [Member] | Minimum [Member] | Maximum [Member] | ||||||
Line of Credit Facility [Line Items] | |||||||||
Debt amount outstanding as of balance sheet date | $8,196,000 | ||||||||
Maximum borrowing capacity | 8,527,000 | 12,000,000 | |||||||
Maximum amount of eligible insured receivables | 90.00% | 90.00% | |||||||
Maximum amount available limited to the sum of eligible receivables | 85.00% | 85.00% | |||||||
Percentage of maximum amount available is limited to sum of eligible inventory | 50.00% | 50.00% | |||||||
Inventory collateral limit | 10,500,000 | ||||||||
Inventory collateral sub-limit for work in process | 3,000,000 | ||||||||
The maximum the Company could borrow based on available collateral | $8,527,000 | ||||||||
Line of credit interest rate spread over prime | 2.50% | 1.75% | 3.00% | 3.50% | 2.75% | 4.00% | |||
Percentage of annual facility fee payable | 0.50% | 0.50% |
Revolving_Term_Credit_Faciliti6
Revolving Term Credit Facilities and Debt - Additional Information - Specialized Export Facility (Detail) (USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Line of Credit Facility [Line Items] | |
Debenture, maturity date | 19-Dec-20 |
Specialized Export Facility [Member] | |
Line of Credit Facility [Line Items] | |
Maximum borrowing capacity | 3,000,000 |
Maximum borrowings as a percentage of total export related material and labor costs | 90.00% |
Collateral based maximum borrowings | 3,000,000 |
Debenture, maturity date | 1-Jun-15 |
Repayment of advances, number of days due after shipment of goods | 60 days |
Repayment of advances, number of business days after borrower receives full payment for goods covered by guarantee | 5 days |
Debt amount outstanding as of balance sheet date | 1,255,000 |
Specialized Export Facility [Member] | Canada [Member] | |
Line of Credit Facility [Line Items] | |
Interest rate on borrowings under line of credit facility | 2.85% |
Line of credit interest prime rate | 2.85% |
Specialized Export Facility [Member] | United States [Member] | |
Line of Credit Facility [Line Items] | |
Line of credit interest prime rate | 3.25% |
Export Development Canada Guarantee [Member] | |
Line of Credit Facility [Line Items] | |
Guarantee expiration date | 1-Jun-15 |
Revolving_Term_Credit_Faciliti7
Revolving Term Credit Facilities and Debt - Additional Information - Note Payables Terex (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Credit Facilities [Line Items] | |
Debenture, maturity date | 19-Dec-20 |
Crane and Schaeff [Member] | Terex Corporation Note Payable [Member] | |
Credit Facilities [Line Items] | |
Notes Payable | 250 |
Notes payable interest rate | 6.00% |
Frequency of interest payments | Quarterly |
Debenture, maturity date | 1-Mar-16 |
Number of payments | 1 |
Annual principal payments against note payable | 250 |
Option to pay annual principal payments in equity at market value | 150 |
Crane and Schaeff [Member] | Terex Corporation Note Payable [Member] | Principal [Member] | |
Credit Facilities [Line Items] | |
Notes payable term | Due on March 1, 2016 |
Revolving_Term_Credit_Faciliti8
Revolving Term Credit Facilities and Debt - Additional Information - Related to ASV Acquisitions (Detail) (USD $) | 0 Months Ended | 3 Months Ended | |
In Thousands, unless otherwise specified | Dec. 19, 2014 | Mar. 31, 2015 | Dec. 19, 2014 |
Credit Facilities [Line Items] | |||
Debenture, maturity date | 19-Dec-20 | ||
ASV Inc [Member] | |||
Credit Facilities [Line Items] | |||
Acquisition of ownership interest | 51.00% | 51.00% | |
ASV Inc [Member] | Terex Corporation Note Payable [Member] | |||
Credit Facilities [Line Items] | |||
Executed Notes payable | $1,594 | ||
Notes payable interest rate | 4.50% | 4.50% | |
Acquisition of ownership interest | 51.00% | 51.00% | |
Frequency of interest payments | Semi-annually | ||
Debenture, maturity date | 19-Dec-15 | ||
Notes Payable | $1,594 |
Revolving_Term_Credit_Faciliti9
Revolving Term Credit Facilities and Debt - Additional Information - Load King Debt (Detail) (USD $) | 1 Months Ended | 3 Months Ended |
Nov. 30, 2011 | Mar. 31, 2015 | |
Payments | ||
BED Mortgage [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | $748,000 | |
Number of interest and principal payment | 59 | |
Current monthly payment of note installments | 5,000 | |
Debt instrument mortgage amortization period | 240 months | |
Current debt instrument, interest rate | 3.00% | |
Criteria interest rate | 6.50% | |
Due date for unpaid principal and interest | 2-Nov-16 | |
Bank Mortgage [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 776,000 | |
Number of interest and principal payment | 120 | |
Current monthly payment of note installments | 6,000 | |
Debt instrument mortgage amortization period | 240 months | |
Current debt instrument, interest rate | 6.00% | |
Due date for unpaid principal and interest | 2-Nov-21 | |
Debt instrument basis spread on 5 year treasury securities | 3.75% | |
Interest rate reset date | 2-Nov-16 | |
Equipment [Member] | ||
Debt Instrument [Line Items] | ||
Notes Payable | 231,000 | |
Number of interest and principal payment | 84 | |
Current monthly payment of note installments | $6,000 | |
Debt instrument mortgage amortization period | 84 months | |
Current debt instrument, interest rate | 6.25% | |
Debt instrument basis spread on 5 year treasury securities | 4.00% | |
Interest rate reset date | 2-Nov-16 |
Recovered_Sheet1
Revolving Term Credit Facilities and Debt - Additional Information - Columbia Notes (Detail) (USD $) | 0 Months Ended | 3 Months Ended | |
Mar. 13, 2015 | Mar. 31, 2015 | Mar. 13, 2015 | |
Payments | |||
Credit Facilities [Line Items] | |||
Debenture, maturity date | 19-Dec-20 | ||
Columbia Tanks [Member] | |||
Credit Facilities [Line Items] | |||
Risk rate of non-interest bearing debt | 4.00% | ||
Columbia Tanks [Member] | Inventory Note [Member] | |||
Credit Facilities [Line Items] | |||
Debt instrument, face amounts | $450,000 | $450,000 | $450,000 |
Frequency of payments | Monthly | ||
Number of payments | 18 | ||
Debenture, maturity date | 31-Aug-16 | ||
Periodic payment amount | 25,000 | ||
Notes Payable, Fair Value Disclosure | 436,000 | ||
Notes Payable | 411,000 | ||
Columbia Tanks [Member] | Equipment [Member] | |||
Credit Facilities [Line Items] | |||
Debt instrument, face amounts | 390,000 | 390,000 | 390,000 |
Frequency of payments | Monthly | ||
Number of payments | 14 | ||
Debenture, maturity date | 31-May-16 | ||
Periodic payment amount | 25,000 | ||
Periodic payment amount | 40,000 | ||
Notes Payable, Fair Value Disclosure | 378,000 | ||
Notes Payable | $353,000 |
Recovered_Sheet2
Revolving Term Credit Facilities and Debt - Additional Information - CVS Short-Term Working Capital Borrowings (Detail) (CVS Working Capital Borrowing [Member]) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 |
USD ($) | EUR (€) | Maximum [Member] | Maximum [Member] | |
Bank | USD ($) | EUR (€) | ||
Line of Credit Facility [Line Items] | ||||
Number of Italian banks | 12 | 12 | ||
Line of credit advances unsecured | $360 | € 335 | ||
Additional Line of credit advances against orders, invoices and letters of credit | 14,729 | 13,713 | ||
Maximum amount available limited to the sum of eligible receivables | 80.00% | 80.00% | ||
Maximum amount available limited to order/contract issued | 50.00% | 50.00% | ||
Notes Payable | 5,234 | 4,873 | ||
Borrowing facility interest rate, minimum | 2.25% | 2.25% | ||
Borrowing facility interest rate, maximum | 6.35% | 6.35% | ||
Credit facilities guaranteed by parent | 7,650 | 7,123 | ||
Guaranteed debt | 2,088 | 1,944 | ||
Performance bonds guaranteed | $572 | € 533 |
Recovered_Sheet3
Revolving Term Credit Facilities and Debt - Additional Information - Notes Payable (Detail) (Notes Payable to Banks [Member]) | 3 Months Ended | |||||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 |
USD ($) | Issuance Date March 27, 2015 [Member] | Issuance Date March 27, 2015 [Member] | Issuance Date March 27, 2015 [Member] | Issuance Date March 4, 2015 [Member] | Issuance Date March 4, 2015 [Member] | |
Payments | CVS Term Loan [Member] | CVS Term Loan [Member] | CVS Term Loan [Member] | CVS Term Loan [Member] | CVS Term Loan [Member] | |
USD ($) | EUR (€) | 3-month Euribor [Member] | USD ($) | EUR (€) | ||
Payments | Payments | Payments | Payments | |||
Line of Credit Facility [Line Items] | ||||||
Notes Payable | $666 | $1,074 | € 1,000 | $2,538 | € 2,363 | |
Debt instrument, face amount | $912 | $1,074 | € 1,000 | $2,538 | € 2,363 | |
Debt Instrument, Basis Spread on Variable Rate | 1.40% | |||||
Frequency of payments | Quarterly | Quarterly | Semi-annual | Semi-annual | ||
Number of payments | 11 | 12 | 12 | |||
Note payable, issuance date | 12-Jan-15 | 27-Mar-15 | 27-Mar-15 | 4-Mar-15 | 4-Mar-15 | |
Payment commencing date | 30-Jan-15 | 30-Jun-15 | 30-Jun-15 | 31-Dec-16 | 31-Dec-16 | |
Note payable, minimum interest rate | 0.50% | 0.50% | ||||
Note payable, maximum interest rate | 3.65% | 3.65% | ||||
Number of payments | 16 | 16 | ||||
Number of payments | 19 | 19 | ||||
Debt Instrument, Interest Rate Terms | Original principal amount of €2,363 ($2,538) and an annual interest rate of 0.50% on €2,127 ($2,285) and 3.65% on the balance of €236 ($253) . | Original principal amount of €2,363 ($2,538) and an annual interest rate of 0.50% on €2,127 ($2,285) and 3.65% on the balance of €236 ($253) . | ||||
Interest payment commencing date | 30-Jun-15 | 30-Jun-15 |
Recovered_Sheet4
Revolving Term Credit Facilities and Debt - Additional Information - Note Payable-Bank (Detail) (Notes Payable to Banks [Member], USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Payments | |
Notes Payable to Banks [Member] | |
Short-term Debt [Line Items] | |
Notes Payable | $666,000 |
Monthly payment of Note Installments | 84,000 |
Debt instrument interest rate | 3.35% |
Debt instrument, face amount | $912,000 |
Number of payments | 11 |
Issuance date of Note payable | 12-Jan-15 |
Payment commencing date | 30-Jan-15 |
Recovered_Sheet5
Revolving Term Credit Facilities and Debt - Additional Information - Acquisition Note - Valla (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2016 | Dec. 31, 2015 |
Payments | |||
Debt Instrument [Line Items] | |||
Remaining principal amount | $36,001 | ||
Valla Asset Purchase [Member] | |||
Debt Instrument [Line Items] | |||
Stated interest rate of notes payable | 5.00% | ||
Notes payable | 170 | ||
Number of payments | 2 | ||
Fair value discounted rate | 1.50% | ||
Amortization of financing costs | 28 | ||
Remaining principal amount | 153 | ||
Valla Asset Purchase [Member] | Scenario, Forecast [Member] | |||
Debt Instrument [Line Items] | |||
Annual principal payments against note payable | $85 | $85 |
Recovered_Sheet6
Revolving Term Credit Facilities and Debt - Additional Information - ASV Loan Facilities (Detail) | 3 Months Ended | 0 Months Ended |
Mar. 31, 2015 | Dec. 19, 2014 | |
Facilities | ||
Line of Credit Facility [Line Items] | ||
Pledge of equity interest | 100.00% | |
ASV Loan Facilities [Member] | ||
Line of Credit Facility [Line Items] | ||
Number of loan facilities | 2 |
Recovered_Sheet7
Revolving Term Credit Facilities and Debt - Additional Information - ASV Revolving Loan Facility with JPMCB (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended |
Jan. 09, 2015 | Mar. 31, 2015 | Dec. 19, 2014 | |
Line of Credit Facility [Line Items] | |||
Revolving credit facility expiration date | 19-Aug-18 | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | $35,000,000 | 35,000,000 | |
Revolving credit facility expiration date | 19-Dec-19 | ||
Debt amount outstanding as of balance sheet date | 16,219,000 | ||
Maximum borrowing capacity based on available collateral | 22,789,000 | ||
Effective date of covenant requirement | 31-Mar-15 | ||
Unused funds, commitment fee percentage | 0.25% | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | LIBOR [Member] | |||
Line of Credit Facility [Line Items] | |||
Interest rate under credit agreement | 1.75% | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | LIBOR [Member] | One Month Libor [Member] | |||
Line of Credit Facility [Line Items] | |||
Borrowing term option for funds borrowed under the LIBOR option | 1 month | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | LIBOR [Member] | Two Month Libor [Member] | |||
Line of Credit Facility [Line Items] | |||
Borrowing term option for funds borrowed under the LIBOR option | 2 months | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | LIBOR [Member] | Three Month Libor [Member] | |||
Line of Credit Facility [Line Items] | |||
Borrowing term option for funds borrowed under the LIBOR option | 3 months | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | LIBOR [Member] | Six Month Libor [Member] | |||
Line of Credit Facility [Line Items] | |||
Borrowing term option for funds borrowed under the LIBOR option | 6 months | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | Base Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Interest rate under credit agreement | 0.75% | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | Minimum [Member] | |||
Line of Credit Facility [Line Items] | |||
Fixed charge coverage ratio covenant | 1.1 | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | Minimum [Member] | Prime Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Interest rate under credit agreement | 0.50% | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | Minimum [Member] | LIBOR [Member] | |||
Line of Credit Facility [Line Items] | |||
Interest rate under credit agreement | 1.50% | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | Maximum [Member] | Prime Rate [Member] | |||
Line of Credit Facility [Line Items] | |||
Interest rate under credit agreement | 1.00% | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | Maximum [Member] | LIBOR [Member] | |||
Line of Credit Facility [Line Items] | |||
Interest rate under credit agreement | 2.00% | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | Collateral Sources, Eligible Receivables [Member] | |||
Line of Credit Facility [Line Items] | |||
Maximum amount available limited to the sum of eligible receivables | 85.00% | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | Collateral Sources, Eligible Inventory Lower Of Cost Or Market [Member] | |||
Line of Credit Facility [Line Items] | |||
Percentage of maximum amount available is limited to sum of eligible inventory | 65.00% | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Revolving Term Credit Facility [Member] | Collateral Sources, Eligible Inventory NOLV [Member] | |||
Line of Credit Facility [Line Items] | |||
Percentage of maximum amount available is limited to sum of eligible inventory, valued at net orderly liquidation | 85.00% | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Letter of Credit [Member] | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | 1,000,000 | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Secured Debt [Member] | |||
Line of Credit Facility [Line Items] | |||
Description of maximum borrowing against the revolving credit facility to fund guaranteed foreign receivables | Sub-facility for loans to be guaranteed by the Export-Import Bank of the United States of America ("Ex-Im Bank Loans") | ||
Jp Morgan Chase Bank Credit Agreement [Member] | Secured Debt [Member] | Sub Facility Limit Loan Guarantee By Import Export Bank [Member] | |||
Line of Credit Facility [Line Items] | |||
Maximum borrowing capacity | 7,500,000 |
Recovered_Sheet8
Revolving Term Credit Facilities and Debt - Additional Information - ASV Term Loan with Garrison (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 19, 2014 |
Line of Credit Facility [Line Items] | ||
Term loan facility | $36,001 | |
Unpaid principal is due on maturity | 19-Dec-20 | |
Garrison Credit Agreement [Member] | Term Loan [Member] | ||
Line of Credit Facility [Line Items] | ||
Term loan facility | 39,500 | 40,000 |
Fixed charge coverage ratio covenant | 1.1 | |
Credit agreement, leverage ratio | 4.75 | |
Credit agreement, maximum capital expenditure | 1,600 | |
Effective date of covenant requirement | 31-Mar-15 | |
Garrison Credit Agreement [Member] | Term Loan [Member] | LIBOR [Member] | ||
Line of Credit Facility [Line Items] | ||
Term Loan interest rate description | The Garrison Credit Agreement bears interest, at a one-month adjusted LIBOR rate plus a spread of between 9.00% and 9.50%. | |
Debt instrument basis spread on 5 year treasury securities | 9.50% | |
Debt instrument interest rate | 10.50% | |
Garrison Credit Agreement [Member] | Principal [Member] | Term Loan [Member] | ||
Line of Credit Facility [Line Items] | ||
Quarterly principal payment of loan | $500 | |
Frequency of payments | Quarterly | |
Payment commencement date | 1-Apr-15 | |
Unpaid principal is due on maturity | 19-Dec-19 | |
Garrison Credit Agreement [Member] | Interest [Member] | Term Loan [Member] | ||
Line of Credit Facility [Line Items] | ||
Frequency of payments | Monthly | |
Payment commencement date | 1-Feb-15 | |
Garrison Credit Agreement [Member] | March 31, 2017 [Member] | Term Loan [Member] | ||
Line of Credit Facility [Line Items] | ||
Fixed charge coverage ratio covenant | 1.5 | |
Garrison Credit Agreement [Member] | March 31, 2018 [Member] | Term Loan [Member] | ||
Line of Credit Facility [Line Items] | ||
Credit agreement, leverage ratio | 2.5 | |
Garrison Credit Agreement [Member] | Minimum [Member] | Term Loan [Member] | LIBOR [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt instrument basis spread on 5 year treasury securities | 9.00% | |
Garrison Credit Agreement [Member] | Maximum [Member] | Term Loan [Member] | LIBOR [Member] | ||
Line of Credit Facility [Line Items] | ||
Debt instrument basis spread on 5 year treasury securities | 9.50% |
Recovered_Sheet9
Revolving Term Credit Facilities and Debt - Additional Information - PM Group Short-Term Working Capital Borrowing (Detail) (Short-term Working Capital Borrowings [Member], PM Group [Member]) | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 |
USD ($) | EUR (€) | Italy [Member] | Italy [Member] | South America [Member] | South America [Member] | Minimum [Member] | Maximum [Member] | 3-month or 6-month Euribor [Member] | 3-month Euribor [Member] | |
USD ($) | EUR (€) | USD ($) | EUR (€) | Italy [Member] | Italy [Member] | Advances on orders, invoices, and letter of credit [Member] | Bank Overdrafts [Member] | |||
Bank | Italy [Member] | Italy [Member] | ||||||||
Bank | ||||||||||
Line of Credit Facility [Line Items] | ||||||||||
Line of Credit Facility, Maximum Borrowing Capacity | $24,295,000 | € 22,619,000 | ||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.00% | 3.50% | ||||||||
Number of banks which PM Group established demand credit and overdraft facilities | 12 | 12 | 6 | |||||||
Convertible notes, annual coupon rate | 5.00% | 5.00% | ||||||||
Short-term Debt | $20,295,000 | € 18,894,000 | $19,731,000 | € 18,369,000 | $564,000 | € 525,000 | ||||
Debt Instrument, Variable interest rate | 2.05% | 3.55% |
Recovered_Sheet10
Revolving Term Credit Facilities and Debt - Additional Information - PM Group Term Loans (Detail) | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | 3 Months Ended | ||||||||||||||||||||||||
Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Jan. 31, 2014 | Jan. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | Jan. 15, 2015 | Jan. 15, 2015 | Mar. 31, 2015 | Mar. 31, 2015 | |
USD ($) | Notes Payable to Banks [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Bank Term Loan Facility [Member] | Unsecured Debt [Member] | Unsecured Debt [Member] | Unsecured Debt [Member] | Unsecured Debt [Member] | Unsecured Debt [Member] | Unsecured Debt [Member] | |
USD ($) | Interest Rate Swap Contracts [Member] | Interest Rate Swap Contracts [Member] | Notes Payable to Banks [Member] | Notes Payable to Banks [Member] | Notes Payable to Banks [Member] | Notes Payable to Banks [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | PM Group [Member] | ||
Payments | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | EUR (€) | First note [Member] | First note [Member] | Second note [Member] | Second note [Member] | Non-interest Bearing Note [Member] | Non-interest Bearing Note [Member] | Non Interest Bearing Debt Adjustment [Member] | Non Interest Bearing Debt Adjustment [Member] | Non Interest Bearing Debt Adjustment [Member] | Non Interest Bearing Debt Adjustment [Member] | 6-month Euribor [Member] | 6-month Euribor [Member] | USD ($) | EUR (€) | USD ($) | EUR (€) | Italy [Member] | 3-month Euribor [Member] | ||
Payments | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | EUR (€) | USD ($) | EUR (€) | First note [Member] | Second note [Member] | Bank | |||||||||||||||||
Line of Credit Facility [Line Items] | ||||||||||||||||||||||||||||||
Bank Loans | $15,298,000 | € 14,243,000 | $4,702,000 | € 4,378,000 | $5,225,000 | € 4,865,000 | $5,371,000 | € 5,000,000 | ||||||||||||||||||||||
Debt Instrument, Basis Spread on Variable Rate | 2.36% | 2.86% | 2.50% | |||||||||||||||||||||||||||
Debt Instrument, Interest Rate, Effective Percentage | 2.53% | 2.53% | 3.03% | 3.03% | 2.55% | 2.55% | ||||||||||||||||||||||||
Debt Instrument, Frequency of Periodic Payment | Monthly | Monthly | Semi-annual | Semi-annual | Semi-annual | Semi-annual | Semi-annual | Semi-annual | Semi-annual basis | Semi-annual basis | ||||||||||||||||||||
Debt instrument, semi installment payable start date | 2017-06 | 2017-06 | 2017-06 | 2017-06 | 2016-06 | 2016-06 | 2019-06 | 2019-06 | ||||||||||||||||||||||
Debt instrument, semi installment payable end date | 2021-12 | 2021-12 | 2021-12 | 2021-12 | 2017-12 | 2017-12 | 2021-12 | 2021-12 | ||||||||||||||||||||||
Accrued interest | 5,217,000 | 4,857,000 | 385,000 | 358,000 | ||||||||||||||||||||||||||
Accrued Interest, Frequency of Periodic Payment | Semi-annual | Semi-annual | Semi-annual | Semi-annual | ||||||||||||||||||||||||||
Debt instrument, Accrued interest semi installment payable start date | 2015-06 | 2015-06 | 2019-06 | 2019-06 | ||||||||||||||||||||||||||
Debt instrument, Accrued interest semi installment payable end date | 2016-12 | 2016-12 | 2019-12 | 2019-12 | ||||||||||||||||||||||||||
Financial covenant semi annual measurement start date | 2015-06 | |||||||||||||||||||||||||||||
Deferred Interest, Frequency of financial covenant measurement | Semi-annual | |||||||||||||||||||||||||||||
Debt instrument, face amount | 912,000 | 859,000 | 800,000 | 14,397,000 | 13,404,000 | |||||||||||||||||||||||||
Number of banks which PM Group has unsecured borrowings | 5 | |||||||||||||||||||||||||||||
Notes Payable | 666,000 | 644,000 | 600,000 | -1,448,000 | -1,348,000 | |||||||||||||||||||||||||
Debt Instrument, Periodic Payment | 84,000 | 14,000 | 13,000 | |||||||||||||||||||||||||||
Debt instrument interest rate | 3.35% | 3.98% | 3.98% | |||||||||||||||||||||||||||
Number of payments | 11 | 60 | 60 | |||||||||||||||||||||||||||
Debenture, maturity date | 19-Dec-20 | 31-Dec-18 | 31-Dec-18 | |||||||||||||||||||||||||||
Interest rates swaps, fair value | 1,509,000 | 1,509,000 | 1,405,000 | |||||||||||||||||||||||||||
Debt Instrument, fair value | ($1,720,000) | -€ 1,460,000 |
Recovered_Sheet11
Revolving Term Credit Facilities and Debt - Schedule of Annual Maturities of Debt Outstanding (Detail) (USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | |
Debt Instrument [Line Items] | |
2016, Principal | $3,767 |
2017, Principal | 3,137 |
2018, Principal | 2,857 |
2019, Principal | 5,005 |
2020, Principal | 5,654 |
Subsequent, Principal | 15,520 |
Total, Principal | 35,940 |
Interest rate swaps | 1,509 |
FMV adjustments to non-interest bearing debt | -1,448 |
Total term debt | 36,001 |
Term Loan [Member] | |
Debt Instrument [Line Items] | |
2017, Principal | 1,927 |
2018, Principal | 2,685 |
2019, Principal | 4,833 |
2020, Principal | 963 |
Subsequent, Principal | 4,890 |
Total, Principal | 15,298 |
2016, Interest | 3,639 |
2017, Interest | 1,039 |
2018, Interest | 0 |
2019, Interest | 0 |
Subsequent, Interest | 539 |
Total, Interest | 5,217 |
Unsecured Debt [Member] | |
Debt Instrument [Line Items] | |
2020, Principal | 4,306 |
Subsequent, Principal | 10,091 |
Total, Principal | 14,397 |
2018, Interest | 0 |
2019, Interest | 0 |
2020, Interest | 385 |
Total, Interest | 385 |
Autogru PMRO Loan [Member] | |
Debt Instrument [Line Items] | |
2016, Principal | 129 |
2017, Principal | 172 |
2018, Principal | 172 |
2019, Principal | 172 |
Total, Principal | $645 |
Recovered_Sheet12
Revolving Term Credit Facilities and Debt - Additional Information - Georgetown Facility (Detail) (Georgetown Facility [Member], Capital Lease Obligations [Member], USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Georgetown Facility [Member] | Capital Lease Obligations [Member] | |
Capital Leased Assets [Line Items] | |
Lease expiry date | 4/30/18 |
Term of Lease | 12 years |
Monthly lease payment | $76,000 |
Outstanding capital lease obligation | $2,049,000 |
Recovered_Sheet13
Revolving Term Credit Facilities and Debt - Additional Information - Winona Facility (Detail) (Winona Facility [Member], Capital Lease Obligations [Member], USD $) | 3 Months Ended |
Mar. 31, 2015 | |
Winona Facility [Member] | Capital Lease Obligations [Member] | |
Credit Facilities [Line Items] | |
Lease expiry date | 7/10/14 |
Term of Lease | 5 years |
Monthly lease payment | $25,000 |
Outstanding capital lease obligation | 500,000 |
Purchase amount of facility | $497,000 |
Recovered_Sheet14
Revolving Term Credit Facilities and Debt - Additional Information - Equipment (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Equipment [Member] | |
Credit Facilities [Line Items] | |
Maximum borrowing capacity of new equipment | 100.00% |
Maximum borrowing capacity of used equipment | 75.00% |
Lease repayment period of new equipment | 60 months |
Lease repayment period of used equipment | 36 months |
Capital leases purchase price of leased asset at option of lessee | $1 |
Other Capital Lease [Member] | |
Credit Facilities [Line Items] | |
Additional small capital lease | 3 |
Outstanding capital lease obligation | $67 |
Recovered_Sheet15
Revolving Term Credit Facilities and Debt - Summary of Inventory Held For Sale Financed Capital Leases-Equipment (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Capital Leased Assets [Line Items] | |
Amount Borrowed | $2,920 |
Amount of Monthly Payment | 75 |
Equipment lease balance | 1,370 |
New Equipment [Member] | |
Capital Leased Assets [Line Items] | |
Amount Borrowed | 1,166 |
Repayment Period | 60 months |
Amount of Monthly Payment | 22 |
Equipment lease balance | 918 |
Used Equipment [Member] | |
Capital Leased Assets [Line Items] | |
Amount Borrowed | 1,754 |
Repayment Period | 36 months |
Amount of Monthly Payment | 53 |
Equipment lease balance | $452 |
Convertible_Note_Additional_In
Convertible Note - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | 0 Months Ended |
In Thousands, except Share data, unless otherwise specified | Dec. 19, 2014 | Mar. 31, 2015 | Jan. 07, 2015 |
Debt Instrument [Line Items] | |||
Debenture interest rate | 5.00% | ||
Common stock conversion price | $13.65 | ||
Debenture, maturity date | 19-Dec-20 | ||
Convertible number of common stock | 549,451 | ||
Terex Corporation Note Payable [Member] | |||
Debt Instrument [Line Items] | |||
Face value of debenture | $7,500 | ||
Deferred tax liability | 321 | ||
Net carrying amount of convertible debt | 6,641 | ||
Amortization of excess of the principal amount of convertible debt | 34 | ||
Convertible note unamortized discount | 859 | ||
Perella Notes Purchase Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Face value of debenture | 15,000 | ||
Deferred tax liability | 257 | ||
Net carrying amount of convertible debt | 14,310 | ||
Amortization of excess of the principal amount of convertible debt | 24 | ||
Convertible note unamortized discount | 690 | ||
Minimum [Member] | |||
Debt Instrument [Line Items] | |||
Percentage of debt conversion price | 130.00% | ||
Debt instrument, days before a Call is permitted | 20 days | ||
Debt instrument, consecutive trading days | 30 days | ||
Convertible Debt [Member] | |||
Debt Instrument [Line Items] | |||
Face value of debenture | 7,500 | ||
Convertible Debt [Member] | Terex Corporation Note Payable [Member] | |||
Debt Instrument [Line Items] | |||
Debt note effective interest rate | 7.50% | ||
Convertible Debt [Member] | Perella Notes Purchase Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Debt note effective interest rate | 7.50% | ||
Convertible Subordinated Debt [Member] | Perella Notes Purchase Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Face value of debenture | $15,000 | ||
Common stock conversion price | $15 | ||
Convertible notes, annual coupon rate | 6.50% | ||
Principal amount of convertible notes due date | 2021 |
Convertible_Note_Schedule_of_C
Convertible Note - Schedule of Convertible Notes (Detail) (USD $) | Mar. 31, 2015 | Dec. 19, 2014 | Jan. 07, 2015 |
In Thousands, unless otherwise specified | |||
Debt Instrument [Line Items] | |||
Liability component | $35,940 | ||
Terex Corporation Note Payable [Member] | |||
Debt Instrument [Line Items] | |||
Liability component | 6,607 | ||
Equity component (a component of paid in capital) | 893 | ||
Convertible debenture | 7,500 | ||
Perella Notes Purchase Agreement [Member] | |||
Debt Instrument [Line Items] | |||
Liability component | 14,286 | ||
Equity component (a component of paid in capital) | 714 | ||
Convertible debenture | $15,000 |
Legal_Proceedings_and_Other_Co1
Legal Proceedings and Other Contingencies - Additional Information (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Installment | |
Agreement | |
Loss Contingencies [Line Items] | |
Workmen's compensation insurance policy per claim deductible | $250 |
Remaining obligation to pay product liability settlement to plaintiffs | 1,615 |
Number of installments for the payment of product liability settlement | 17 |
Annual installment amount | 95 |
Settlement agreements date | 5-May-11 |
Number of settlement agreements | 2 |
Minimum [Member] | |
Loss Contingencies [Line Items] | |
Product liability insurance self insurance retention amount | 50 |
Maximum [Member] | |
Loss Contingencies [Line Items] | |
Product liability insurance self insurance retention amount | 500 |
Fiscal Year 2013 [Member] | |
Loss Contingencies [Line Items] | |
Maximum workmen's compensation insurance policy aggregate | 1,150 |
Fiscal Year 2014 [Member] | |
Loss Contingencies [Line Items] | |
Maximum workmen's compensation insurance policy aggregate | 1,325 |
Fiscal Year 2015 [Member] | |
Loss Contingencies [Line Items] | |
Maximum workmen's compensation insurance policy aggregate | 1,875 |
ASV Inc [Member] | |
Loss Contingencies [Line Items] | |
Product liability insurance self insurance retention amount | $4,000 |
Business_Segments_Additional_I
Business Segments - Additional Information (Detail) (USD $) | 3 Months Ended | 0 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Jan. 15, 2015 |
Segment | |||
Segment Reporting Information [Line Items] | |||
Number of operating segments | 3 | ||
Amortization expense | $1,231 | $659 | |
ASV Inc [Member] | |||
Segment Reporting Information [Line Items] | |||
Acquisition closing date | 20-Dec-14 | ||
PM Group [Member] | |||
Segment Reporting Information [Line Items] | |||
Acquisition closing date | 15-Jan-15 | 15-Jan-15 | |
Columbia Tanks [Member] | |||
Segment Reporting Information [Line Items] | |||
Acquisition closing date | 13-Mar-15 | ||
Lifting Equipment [Member] | |||
Segment Reporting Information [Line Items] | |||
Amortization expense | 891 | 622 | |
Equipment Distribution [Member] | |||
Segment Reporting Information [Line Items] | |||
Amortization expense | 37 | 37 | |
ASV Inc [Member] | |||
Segment Reporting Information [Line Items] | |||
Amortization expense | $795 |
Business_Segments_Financial_In
Business Segments - Financial Information for Three Operating Segments (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | |||
Net revenues | $105,882 | $62,576 | |
Operating income | 2,142 | 3,611 | |
Total Assets | 443,617 | 316,237 | |
Operating Segments [Member] | Lifting Equipment [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 71,502 | 58,641 | |
Operating income | 2,812 | 5,321 | |
Total Assets | 298,932 | 172,306 | |
Operating Segments [Member] | Equipment Distribution [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 3,490 | 4,717 | |
Operating income | 30 | 61 | |
Total Assets | 14,738 | 15,634 | |
Operating Segments [Member] | ASV Inc [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenues | 32,061 | ||
Operating income | 1,979 | ||
Total Assets | 127,458 | 126,661 | |
Inter-segment Elimination [Member] | |||
Segment Reporting Information [Line Items] | |||
Net revenues | -1,171 | -782 | |
Operating income | -10 | -36 | |
Corporate [Member] | |||
Segment Reporting Information [Line Items] | |||
Operating income | -2,669 | -1,735 | |
Total Assets | $2,489 | $1,636 |
Transactions_between_the_Compa2
Transactions between the Company and Related Parties - Additional Information (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 16, 2014 |
LiftMaster [Member] | |||
Related Party Transaction [Line Items] | |||
Accounts receivable | $1 | $2 | |
Accounts payable | 1 | ||
SL Industries, Ltd [Member] | |||
Related Party Transaction [Line Items] | |||
Accounts receivable | 0 | 16 | |
Accounts payable | 1,089 | 519 | |
BGI USA, Inc. [Member] | |||
Related Party Transaction [Line Items] | |||
Accounts payable | 2 | 1 | |
Terex Corporation [Member] | |||
Related Party Transaction [Line Items] | |||
Accounts receivable | 586 | ||
Accounts payable | 1,769 | 1,769 | |
Related Party Transaction, Description of Transaction | Terex paid 50% of this receivable thirty days after closing of the transaction and the remaining balance 60 days after of closing the transaction. | ||
Terex Corporation [Member] | Distribution and Marketing Agreement [Member] | |||
Related Party Transaction [Line Items] | |||
Service expenses | 907 | ||
Terex Corporation [Member] | Service Agreements [Member] | |||
Related Party Transaction [Line Items] | |||
Service expenses | $84 | ||
Lift Ventures LLC [Member] | |||
Related Party Transaction [Line Items] | |||
Equity method investment percentage | 25.00% |
Transactions_between_the_Compa3
Transactions between the Company and Related Parties - Related Party Transactions (Detail) (USD $) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | ||
Schedule of Other Related Party Transactions [Line Items] | ||||
Total Sales | $167 | |||
Total Purchases | 1,575 | 858 | ||
Bridgeview Facility [Member] | ||||
Schedule of Other Related Party Transactions [Line Items] | ||||
Rent paid | 65 | [1] | 63 | [1] |
SL Industries, Ltd [Member] | ||||
Schedule of Other Related Party Transactions [Line Items] | ||||
Total Sales | 2 | |||
Total Purchases | 1,575 | 843 | ||
LiftMaster [Member] | ||||
Schedule of Other Related Party Transactions [Line Items] | ||||
Total Sales | 165 | |||
BGI USA, Inc. [Member] | ||||
Schedule of Other Related Party Transactions [Line Items] | ||||
Total Purchases | $15 | |||
[1] | The Company leases its 40,000 sq. ft. Bridgeview facility from an entity controlled by Mr. David Langevin, the Company's Chairman and CEO. Pursuant to the terms of the lease, the Company makes monthly lease payments of $21. The Company is also responsible for all the associated operations expenses, including insurance, property taxes, and repairs. The lease will expire on June 30, 2020 and has a provision for six one year extension periods. The lease contains a rental escalation clause under which annual rent is increased during the initial lease term by the lesser of the increase in the Consumer Price Increase or 2.0%. Rent for any extension period shall however, be the then-market rate for similar industrial buildings within the market area. The Company has the option, to purchase the building by giving the Landlord written notice at any time prior to the date that is 180 days prior to the expiration of the lease or any extension period. The Landlord can require the Company to purchase the building if a change of Control Event, as defined in the agreement occurs by giving written notice to the Company at any time prior to the date that is 180 days prior to the expiration of the lease or any extension period. The purchase price regardless whether the purchase is initiated by the Company or the landlord will be the Fair Market Value as of the closing date of said sale. |
Transactions_between_the_Compa4
Transactions between the Company and Related Parties - Related Party Transactions (Parenthetical) (Detail) (Bridgeview Facility [Member], USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
sqft | |
Bridgeview Facility [Member] | |
Schedule of Other Related Party Transactions [Line Items] | |
Lease of Bridgeview Facility | 40,000 |
Monthly lease payments | $21 |
Maximum rental escalation | 2.00% |
Lease expiry date | 30-Jun-20 |
Provision for lease extension periods | Six one year |
Notice period prior to expiration of lease | 180 days |
Rental escalation clause | Annual rent is increased during the initial lease term by the lesser of the increase in the Consumer Price Increase or 2.0%. |
Transactions_between_the_Compa5
Transactions between the Company and Related Parties - Notes Payable to Terex (Detail) (Terex Corporation Note Payable [Member], USD $) | Mar. 31, 2015 |
In Thousands, unless otherwise specified | |
Crane and Schaeff [Member] | |
Schedule of Other Related Party Transactions [Line Items] | |
Note payable | $250 |
ASV Inc [Member] | |
Schedule of Other Related Party Transactions [Line Items] | |
Note payable | 1,594 |
Convertible Notes Payable [Member] | |
Schedule of Other Related Party Transactions [Line Items] | |
Note payable | $6,641 |
Transactions_between_the_Compa6
Transactions between the Company and Related Parties - Summary of Transactions Attributable to Terex (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Schedule of Other Related Party Transactions [Line Items] | ||
Sales to Terex | $167 | |
Purchases from Terex | 1,575 | 858 |
Terex Corporation Note Payable [Member] | ||
Schedule of Other Related Party Transactions [Line Items] | ||
Sales to Terex | 597 | |
Purchases from Terex | $1,106 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) | 3 Months Ended | |||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2013 | Dec. 31, 2013 |
USD ($) | USD ($) | Accrued Expense [Member] | Accrued Expense [Member] | |
PM Group [Member] | PM Group [Member] | |||
USD ($) | EUR (€) | |||
Income Taxes Disclosure [Line Items] | ||||
Annual effective tax rates | 28.70% | |||
Annual Statutory tax rates | 35.00% | |||
Income tax expense | $34 | $905 | ||
Total unrecognized tax benefits | 219 | |||
Liability for potential IRES and IRAP audit adjustments | $698 | € 650 |