Document and Entity Information
Document and Entity Information - shares | 3 Months Ended | |
Mar. 31, 2023 | May 08, 2023 | |
Document Information [Line Items] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Mar. 31, 2023 | |
Document Fiscal Year Focus | 2023 | |
Document Fiscal Period Focus | Q1 | |
Entity Registrant Name | ALTA EQUIPMENT GROUP INC. | |
Entity Central Index Key | 0001759824 | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Shell Company | false | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity File Number | 001-38864 | |
Entity Incorporation State Country Code | DE | |
Entity Tax Identification Number | 83-2583782 | |
Entity Address Address Line1 | 13211 Merriman Road | |
Entity Address City or Town | Livonia | |
Entity Address State or Province | MI | |
Entity Address Postal Zip Code | 48150 | |
City Area Code | 248 | |
Local Phone Number | 449-6700 | |
Document Quarterly Report | true | |
Document Transition Report | false | |
Entity Common Stock Shares Outstanding | 32,368,112 | |
Common Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Common stock, $0.0001 par value per share | |
Trading Symbol | ALTG | |
Security Exchange Name | NYSE | |
Preferred Stock | ||
Document Information [Line Items] | ||
Title of 12(b) Security | Depositary Shares | |
Trading Symbol | ALTG PRA | |
Security Exchange Name | NYSE |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
CURRENT ASSETS | ||
Cash | $ 1.7 | $ 2.7 |
Accounts receivable, net of allowances of $14.3 and $13.0 as of March 31, 2023 and December 31, 2022, respectively | 228.3 | 232.8 |
Inventories, net | 469.1 | 399.7 |
Prepaid expenses and other current assets | 30.4 | 28.1 |
Total current assets | 729.5 | 663.3 |
Property and equipment, net | 398.9 | 377.8 |
Operating lease right-of-use assets, net | 111.4 | 113.6 |
OTHER ASSETS | ||
Goodwill | 70.5 | 69.2 |
Other intangible assets, net | 58.5 | 60.7 |
Other assets | 8 | 6 |
Total other assets | 137 | 135.9 |
TOTAL ASSETS | 1,376.8 | 1,290.6 |
CURRENT LIABILITIES | ||
Current portion of long-term debt | 4.7 | 4.2 |
Accounts payable | 88.1 | 90.8 |
Customer deposits | 24.1 | 27.9 |
Accrued expenses | 56.7 | 55.1 |
Current operating lease liabilities | 15.2 | 14.8 |
Current deferred revenue | 12.6 | 14.1 |
Other current liabilities | 9.6 | 7.5 |
Total current liabilities | 525.8 | 471.2 |
LONG-TERM LIABILITIES | ||
Lines of credit, net | 256 | 217.5 |
Long-term debt, net of current portion | 311.3 | 311.2 |
Finance lease obligations, net of current portion | 17.7 | 15.4 |
Deferred revenue, net of current portion | 4.9 | 4.9 |
Guaranteed purchase obligations, net of current portion | 4 | 4.7 |
Long-term operating lease liabilities, net of current portion | 100 | 101.9 |
Deferred tax liability | 6.3 | 6.4 |
Other liabilities | 12.7 | 17.6 |
TOTAL LIABILITIES | 1,238.7 | 1,150.8 |
CONTINGENCIES - NOTE 13 | ||
STOCKHOLDERS’ EQUITY | ||
Preferred stock, $0.0001 par value per share, 1,000,000 shares authorized, 1,200,000 Depositary Shares representing a 1/1000th fractional interest in a share of 10% Series A Cumulative Perpetual Preferred Stock, $0.0001 par value per share, issued and outstanding at both March 31, 2023 and December 31, 2022 | ||
Common stock, $0.0001 par value per share, 200,000,000 shares authorized; 32,368,112 and 32,194,243 issued and outstanding at March 31, 2023 and December 31, 2022, respectively | ||
Additional paid-in capital | 223.6 | 222.8 |
Treasury stock at cost, 862,182 and shares of common stock held at both March 31, 2023 and December 31, 2022, respectively | (5.9) | (5.9) |
Accumulated deficit | (76.4) | (74.2) |
Accumulated other comprehensive income (loss) | (3.2) | (2.9) |
TOTAL STOCKHOLDERS’ EQUITY | 138.1 | 139.8 |
TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY | 1,376.8 | 1,290.6 |
New Equipment | ||
CURRENT LIABILITIES | ||
Floor plan payable | 252.5 | 211.5 |
Used and Rental Equipment | ||
CURRENT LIABILITIES | ||
Floor plan payable | $ 62.3 | $ 45.3 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Unaudited) (Parenthetical) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 USD ($) $ / shares shares | Dec. 31, 2022 USD ($) $ / shares shares | |
Accounts receivable, net of allowances | $ | $ 14.3 | $ 13 |
Preferred stock, par value per share | $ / shares | $ 0.0001 | $ 0.0001 |
Preferred stock, shares authorized | 1,000,000 | 1,000,000 |
Common stock, par value per share | $ / shares | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 200,000,000 | 200,000,000 |
Common stock, shares issued | 32,368,112 | 32,194,243 |
Common stock, shares outstanding | 32,368,112 | 32,194,243 |
Treasury stock, common shares | 862,182 | 862,182 |
Depository Shares | ||
Preferred stock, shares issued | 1,200,000 | 1,200,000 |
Preferred stock, shares outstanding | 1,200,000 | 1,200,000 |
10% Series A Cumulative Perpetual Preferred Stock | ||
Preferred stock, par value per share | $ / shares | $ 0.0001 | $ 0.0001 |
Depositary receipt ratio | 0.001 | 0.001 |
Preferred stock, dividend rate, percentage | 10% | 10% |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (Unaudited) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenues: | ||
Total revenues | $ 420,700,000 | $ 331,700,000 |
Cost of revenues: | ||
Cost of revenues | 299,400,000 | 240,300,000 |
Gross profit | 121,300,000 | 91,400,000 |
General and administrative expenses | 104,000,000 | 82,900,000 |
Depreciation and amortization expense | 5,200,000 | 3,900,000 |
Total general and administrative expenses | 109,200,000 | 86,800,000 |
Income from operations | 12,100,000 | 4,600,000 |
Other (expense) income | ||
Interest expense, floor plan payable – new equipment | (1,500,000) | (300,000) |
Interest expense – other | (10,500,000) | (5,800,000) |
Other income | 1,000,000 | 300,000 |
Total other expense, net | (11,000,000) | (5,800,000) |
Income (loss) before taxes | 1,100,000 | (1,200,000) |
Income tax provision | 100,000 | 0 |
Net income (loss) | 1,000,000 | (1,200,000) |
Preferred stock dividends | (800,000) | (800,000) |
Net loss available to common stockholders | $ 200,000 | $ (2,000,000) |
Basic loss per share | $ 0.01 | $ (0.06) |
Diluted loss per share | $ 0.01 | $ (0.06) |
Basic weighted average common shares outstanding | 32,223,221 | 32,363,376 |
Diluted weighted average common shares outstanding | 32,430,715 | 32,363,376 |
New and Used Equipment Sales | ||
Revenues: | ||
Total revenues | $ 219,600,000 | $ 151,600,000 |
Cost of revenues: | ||
Cost of revenues | 179,000,000 | 123,900,000 |
Parts Sales | ||
Revenues: | ||
Total revenues | 68,400,000 | 53,400,000 |
Cost of revenues: | ||
Cost of revenues | 45,400,000 | 36,700,000 |
Service Revenue | ||
Revenues: | ||
Total revenues | 60,200,000 | 48,200,000 |
Cost of revenues: | ||
Cost of revenues | 25,100,000 | 20,100,000 |
Rental Revenue | ||
Revenues: | ||
Total revenues | 43,500,000 | 37,700,000 |
Cost of revenues: | ||
Cost of revenues | 6,100,000 | 5,400,000 |
Rental Equipment Sales | ||
Revenues: | ||
Total revenues | 29,000,000 | 40,800,000 |
Cost of revenues: | ||
Cost of revenues | 20,900,000 | 33,900,000 |
Rental Depreciation | ||
Cost of revenues: | ||
Cost of revenues | $ 22,900,000 | $ 20,300,000 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 1 | $ (1.2) |
Other comprehensive loss | ||
Foreign currency translation adjustments | 0.1 | |
Change in fair value of derivatives, net of tax | (0.4) | |
Total other comprehensive loss | (0.3) | |
Comprehensive income (loss) | $ 0.7 | $ (1.2) |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS 'EQUITY (Unaudited) - USD ($) $ in Millions | Total | Cumulative Effect Period Of Adoption Adjustment | Preferred Stock | Common Stock | Additional Paid-in Capital | Accumulated Deficit | Accumulated Deficit Cumulative Effect Period Of Adoption Adjustment | Treasury Stock | Accumulated Other Comprehensive Income (Loss) |
Balance at Dec. 31, 2021 | $ 134.7 | $ 217.4 | $ (76.8) | $ (5.9) | |||||
Balance, shares at Dec. 31, 2021 | 1,200,000 | 32,363,376 | |||||||
Net income (loss) | (1.2) | (1.2) | |||||||
Dividends on preferred stock | (0.8) | (0.8) | |||||||
Stock based compensation | 0.3 | 0.3 | |||||||
Balance at Mar. 31, 2022 | 133 | 217.7 | (78.8) | (5.9) | |||||
Balance, shares at Mar. 31, 2022 | 1,200,000 | 32,363,376 | |||||||
Balance at Dec. 31, 2022 | 139.8 | 222.8 | (74.2) | (5.9) | $ (2.9) | ||||
Balance, shares at Dec. 31, 2022 | 1,200,000 | 32,194,243 | |||||||
Net income (loss) | 1 | 1 | |||||||
Dividends on preferred stock | (0.8) | (0.8) | |||||||
Dividends on common stock | (1.9) | (1.9) | |||||||
Impact of adoption of new accounting standard (Note 2) | $ (0.5) | $ (0.5) | |||||||
Stock based compensation | 0.8 | 0.8 | |||||||
Stock based compensation, shares | 173,869 | ||||||||
Foreign currency translation adjustments | 0.1 | 0.1 | |||||||
Change in fair value of derivatives, net of tax | (0.4) | (0.4) | |||||||
Balance at Mar. 31, 2023 | $ 138.1 | $ 223.6 | $ (76.4) | $ (5.9) | $ (3.2) | ||||
Balance, shares at Mar. 31, 2023 | 1,200,000 | 32,368,112 |
CONDENS ED CONSOLIDATED STATEME
CONDENS ED CONSOLIDATED STATEMENTS OF STOCKHOLDERS ' EQUITY (Unaudited) (Parenthetical) - $ / shares | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Statement of Stockholders' Equity [Abstract] | ||
Dividends on preferred stock per share | $ 0.625 | $ 0.625 |
Dividends on common stock and dividend equivalent on stock-based compensation, per share | $ 0.057 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
OPERATING ACTIVITIES | ||
Net income (loss) | $ 1 | $ (1.2) |
Adjustments to reconcile net income (loss) to net cash flows used in operating activities: | ||
Depreciation and amortization | 28.1 | 24.2 |
Amortization of debt discount and debt issuance costs | 0.3 | 0.3 |
Imputed interest | 0.3 | 0.1 |
Gain on sale of rental equipment | (8.1) | (6.8) |
Provision for inventory obsolescence | 0.1 | 1.1 |
Provision for losses on accounts receivable | 1.5 | 1.2 |
Stock based compensation expense | 0.8 | 0.3 |
Changes in deferred income taxes | (0.1) | |
Changes in assets and liabilities, net of acquisitions: | ||
Accounts receivable | 1.3 | (7.8) |
Inventories | (114.3) | (82.6) |
Proceeds from sale of rental equipment | 29 | 40.8 |
Prepaid expenses and other assets | (5.2) | 1.7 |
Manufacturers floor plans payable | 57 | 21.7 |
Accounts payable, accrued expenses, customer deposits, and other current liabilities | (6.5) | 0.2 |
Leases, deferred revenue and other liabilities | (5.3) | 0.1 |
Net cash used in operating activities | (20.1) | (6.7) |
INVESTING ACTIVITIES | ||
Expenditures for rental equipment | (14.6) | (15.1) |
Expenditures for property and equipment | (3.1) | (1.8) |
Proceeds from sale of property and equipment | 0.1 | |
Expenditures for guaranteed purchase obligations | 0.5 | (0.6) |
Expenditures for acquisitions, net of cash acquired | (1.7) | (1.2) |
Net cash used in investing activities | (18.9) | (18.6) |
FINANCING ACTIVITIES | ||
Proceeds from line of credit and long-term borrowings | 97 | 86.3 |
Principal payments on line of credit, long-term debt and finance lease obligations | (59.8) | (71.6) |
Proceeds from floor plan payable with unaffiliated source | 50.7 | 30.2 |
Payments on floor plan payable with unaffiliated source | (49.7) | (19.5) |
Preferred stock dividends paid | (0.8) | (0.8) |
Common stock dividends paid and declared | (1.9) | |
Other financing activities | 2.4 | |
Net cash used in financing activities | 37.9 | 24.6 |
Effect of exchange rate changes on cash | 0.1 | |
NET CHANGE IN CASH | (1) | (0.7) |
Cash, Beginning of year | 2.7 | 2.3 |
Cash, End of period | 1.7 | 1.6 |
Noncash asset purchases: | ||
Net transfer of assets from inventory to rental fleet within property and equipment | 42.7 | 29.5 |
Supplemental disclosures of cash flow information | ||
Cash paid for interest | $ 6.8 | $ 1.3 |
Organization and Nature of Oper
Organization and Nature of Operations | 3 Months Ended |
Mar. 31, 2023 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | |
ORGANIZATION AND NATURE OF OPERATIONS | NOTE 1 — ORGANIZATION A ND NATURE OF OPERATIONS Nature of Operations Alta Equipment Group Inc. and its subsidiaries (“Alta” or the “Company”) are engaged in the sale, service, and rental of material handling, construction, and environmental processing equipment in the states of Michigan, Illinois, Indiana, Ohio, New York (including New York City in our Material Handling segment), Virginia, Massachusetts (including Boston), Maine, New Hampshire, Vermont, Connecticut, Rhode Island, Nevada, and Florida as well as the Canadian provinces of Quebec and Ontario. Unless the context otherwise requires, the use of the terms “the Company”, “we”, “us,” and “our” in these notes to the condensed consolidated financial statements refers to Alta Equipment Group Inc. and its consolidated subsidiaries. Basis of Presentation The accompanying unaudited interim condensed consolidated financial statements include the consolidated accounts of the Company and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All intercompany transactions and balances have been eliminated in the preparation of the condensed consolidated financial statements. |
Summary of Significant Accounti
Summary of Significant Accounting Policies | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | NOTE 2 — SUMMARY OF SIGNIF ICANT ACCOUNTING POLICIES We describe our significant accounting policies in Note 2 of the consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2022. During the three months ended March 31, 2023, there were no significant changes to those accounting policies. Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are based on assumptions that we believe are reasonable under the circumstances. Due to the inherent uncertainty involved with estimates, actual results may differ. New Accounting Pronouncements New Accounting Pronouncements Adopted in 2023 Financial Instruments — Credit Losses On January 1, 2023, we adopted ASU 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("Topic 326"). This standard prescribes an impairment model (known as the current expected credit loss (“CECL”) model) that is based on expected losses rather than incurred losses. Under the new guidance, we recognize an allowance for our estimate of expected credit losses over the entire contractual term of our trade receivables from revenue transactions, except those arising from rental revenues, from the date of initial recognition of the financial instrument. Estimates of expected credit losses over their contractual life are recorded at inception based on historical information, current conditions, and reasonable and supportable forecasts. The adoption of Topic 326 did not have a material impact on the Company's condensed consolidated financial statements and related disclosures or our existing internal controls as our non-rental accounts receivable are of short duration and there is not a material difference between incurred losses and expected losses. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
REVENUE RECOGNITION | NOTE 3 — REVEN UE RECOGNITION We recognize revenue in accordance with two different accounting standards: 1) Topic 606, Revenues from Contracts with Customers ("Topic 606") and 2) Topic 842, Leases , ("Topic 842"). Disaggregation of Revenues The following table summarizes the Company’s disaggregated revenues as presented in the Condensed Consolidated Statements of Operations for the three months ended March 31, 2023 and 2022 by revenue type and the applicable accounting standard. Three Months Ended Three Months Ended Topic 842 Topic 606 Total Topic 842 Topic 606 Total Revenues: New and used equipment sales $ — $ 219.6 $ 219.6 $ — $ 151.6 $ 151.6 Parts sales — 68.4 68.4 — 53.4 53.4 Service revenue — 60.2 60.2 — 48.2 48.2 Rental revenue 43.5 — 43.5 37.7 — 37.7 Rental equipment sales — 29.0 29.0 — 40.8 40.8 Total revenues $ 43.5 $ 377.2 $ 420.7 $ 37.7 $ 294.0 $ 331.7 The Company believes that the disaggregation of revenues from contracts to customers as summarized above, together with the discussion below, depicts how the nature, amount, timing and uncertainty of its revenues and cash flows are affected by economic factors. See Note 18, Segments, for further information. Leases revenues (Topic 842) New and used equipment sales: The Company enters into various equipment sale transactions with certain customers, whereby customers purchase equipment from the Company and then lease the equipment to a third party. In some cases, the Company provides a guarantee to repurchase the equipment back at the end of the lease term between the customer and third-party lessee at a stated residual amount set forth in the initial sales contract or to pay the customer for the deficiency, if any, between the sale proceeds received for the equipment and the guaranteed minimum resale value. The Company is precluded from recognizing a sale of equipment when it is obligated or has an option to repurchase or guarantees the resale value of the equipment to the customer for contracts determined to be operating leases. For these arrangements, because the Company generally receives the full amount of the consideration at the beginning of the arrangement, the Company initially records deferred revenue for the amount received which represents the net proceeds upon the equipment’s initial transfer. These amounts, excluding the guaranteed residual value, are recognized into rental revenue on a pro-rata basis over the lease contract period up to the first exercise date of the guarantee under Topic 842. At March 31, 2023 and December 31, 2022, the total deferred revenue relating to these various equipment sale transactions amounted to $ 2.7 million and $ 3.0 million, respectively. The Company also recognized a liability for its guarantee to repurchase equipment at residual amounts of $ 6.5 million and $ 7.0 million as of March 31, 2023 and December 31, 2022, respectively. Rental revenue: Owned equipment rentals represent revenues from renting equipment. The Company accounts for these rental contracts as operating leases. The Company recognizes revenue from equipment rentals in the period earned, regardless of the timing of billing to customers. A rental contract includes rates for daily, weekly or monthly use, and rental revenues are earned on a daily basis as rental contracts remain outstanding. Because the rental contracts can extend across multiple reporting periods, the Company records unbilled rental revenues and deferred rental revenues at the end of each reporting period. Unbilled rental revenues are included as a component of “Accounts receivable, net” on the Condensed Consolidated Balance Sheets. Rental equipment is also purchased outright (“rental conversions”). Rental revenue and revenue attributable to rental conversions are recognized in “Rental revenue” and “Rental equipment sales” on the Condensed Consolidated Statements of Operations, respectively. Revenues from contracts with customers (Topic 606) Accounting for the different types of revenues pursuant to Topic 606 is discussed below. Substantially all of the Company’s revenues under Topic 606 are recognized at a point in time rather than over time. New and used equipment sales: With the exception of bill-and-hold arrangements and project-based revenues, the Company’s revenues from the sale of new and used equipment are recognized at the time of delivery to, or pick-up by, the customer, which is when the customer obtains control of the promised good(s). Under bill-and-hold arrangements, revenue is recognized when all configuration work is complete and the equipment has been set aside for final shipment, at which point the Company has determined control has been transferred. The bill-and-hold arrangements primarily apply to sales when physical shipment of heavy equipment to the customer is prohibited by law (e.g. frost laws) or requested by the customer due to their inability to arrange freight simultaneous to the satisfaction of the performance obligations, both are limited circumstances. The customer equipment sold under a bill-and-hold arrangement is physically separated from Company inventory and that equipment cannot be used by the Company or sold to another customer. Revenue recognized from bill-and-hold agreements totaled $ 6.8 million and $2.2 million for the three months ended March 31, 2023 and 2022, respectively. The Company does not offer material rights of return. Project-based revenues, as referred to herein, are contracts with customers where the Company provides design and build solutions, automated equipment installation and system integration and installation and set-up of warehouse management systems and related hardware and software support services. This revenue is recognized as the performance obligations are satisfied over time using the cost-to-cost input method, based on contract costs incurred to date to total estimated contract costs. The Company recognizes deferred revenue with respect to automated equipment installation and system integration services and related software and hardware. The Company recognized $ 23.1 million and $ 16.7 million in project-based revenues for the three months ended March 31, 2023 and 2022, respectively. Parts sales: Revenues from the sale of parts are recognized at the time of pick-up by the customer for over-the-counter sales transactions. For parts that are shipped to a customer, the Company elected to use a practical expedient of Topic 606 and treat such shipping activities as fulfillment costs, thereby recognizing revenues at the time of shipment. The Company does not offer material rights of return. Service revenue: The Company records service revenue primarily from guaranteed and periodic maintenance contracts with customers. The Company recognizes periodic maintenance service revenues at the time such services are completed, which is when the control of the promised services is transferred over to the customer. The Company recognizes guaranteed maintenance service revenues over-time using an input method of costs incurred to estimated costs over the life of the related contract, typically three to five years . Revenue recognized from guaranteed maintenance contracts totaled $ 6.3 million and $ 5.3 million for the three months ended March 31, 2023 and 2022, respectively. The Company also records service revenue from warranty contracts whereby the Company performs service on behalf of an Original Equipment Manufacturer (“OEM”) or third-party warranty provider. Rental equipment sales: The Company also sells rental equipment from our rental fleet. These sales are recognized at the time of delivery to, or pick-up by, the customer, which is when the customer obtains control of the promised good(s). In some cases, certain rental agreements contain a rental purchase option, whereby the customer has an option to purchase the rented equipment during the term of the rental agreement. Revenues from the sale of rental equipment are recognized at the time the rental purchase option agreement has been approved and signed by both parties, as the equipment is already in the customer’s possession under the previous rental agreement, and therefore control has been transferred as title has been transferred. Contract costs The Company does not recognize assets associated with the incremental costs of obtaining a contract with a customer that the Company expects to recover (for example, a sales commission). Most of the Company’s revenue is recognized at a point in time or over a period of one year or less, and the Company has used the practical expedient that allows it to recognize the incremental costs of obtaining a contract as an expense when incurred if the amortization period of the asset that the Company otherwise would have recognized is one year or less. The amount of the costs associated with the revenue recognized over a period of greater than one year is insignificant. Receivables and contract assets and liabilities The Company has contract assets and contract liabilities associated with project-based contracts with customers. Contract assets are fulfilled contractual obligations prior to receivables being recognizable for project-based revenue. Contract assets as of March 31, 2023 and December 31, 2022 were $ 5.1 million and $ 3.6 million, respectively. Revenue from recurring support services is recognized ratably over the contract period. The deferred revenue (contract liabilities) includes the unearned portion of project-based revenue, revenue related to guaranteed maintenance service contracts for customers covering equipment previously purchased and deferred revenue related to rental agreements. The deferred guaranteed maintenance amounts are recognized based on an estimated rate at which the services are provided over the life of the contract. Total deferred revenue relating to project-based revenue, service maintenance contracts and equipment rental agreements as of March 31, 2023 and December 31, 2022 was $ 14.8 million and $ 16.0 million, respectively. Deferred revenue also includes the net proceeds upon sale of equipment with certain guaranteed purchase obligations. In total, deferred revenue as of March 31, 2023 and December 31, 2022 was $ 17.5 million and $ 19.0 million, respectively. For the three months ended March 31, 2023 and 2022, the Company recognized revenue of $ 7.5 million and $ 2.3 million, respectively, from the prior year ending deferred revenue balance. We believe the concentration of credit risk with respect to our receivables is limited because our customer base is comprised of a large number of geographically diverse customers. |
Related Party Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2023 | |
Related Party Transactions [Abstract] | |
RELATED PARTY TRANSACTIONS | NOTE 4 — RELATED PARTY TRANSACTIONS During the fourth quarter 2022, substantially all of the Company's operating facilities that were previously leased from four real estate entities related through common ownership were sold to an unrelated third party. The Company continues to lease those facilities, however the lessor is no longer a related party. For the three months ended March 31, 2022, total rent expense under related party lease agreements, all of which are classified as operating, was $ 1.2 million. Our Chief Executive Officer ("CEO"), Chief Financial Officer ("CFO") and Chief Operating Officer ("COO") collectively own an indirect, non-controlling minority interest in OneH2, Inc. (“OneH2”), which they each acquired through various transactions that took place in early 2018 and prior. Our CEO is on the Board of Directors of OneH2. OneH2 is a privately held company that produces and delivers hydrogen fuel to end users. During the three months ended March 31, 2023, the Company purchased $ 0.2 million of hydrogen fuel from OneH2. The Company paid OneH2 $ 1.1 million for the three months ended March 31, 2023 in addition to $ 3.1 million during the year ended December 31, 2022, as part of the Company's investment to build and commercialize its own hydrogen production plant which it expects to become operational in late 2023. |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
INVENTORIES | NOTE 5 — INVENTORIES The components of inventories, net, consisted of the following: March 31, December 31, 2023 2022 New equipment $ 320.9 $ 258.5 Used equipment 59.7 59.0 Work in process 10.7 8.6 Parts 83.4 78.8 Gross inventory 474.7 404.9 Inventory reserves ( 5.6 ) ( 5.2 ) Inventories, net $ 469.1 $ 399.7 Direct labor of $ 2.0 million and $ 1.8 million incurred for open service orders were capitalized and included in work in process at March 31, 2023 and December 31, 2022, respectively. The remaining work in process balances as of March 31, 2023 and December 31, 2022 primarily represent parts applied to open service orders. Rental depreciation expense for new and used equipment inventory to be sold after short-term leases expire was $ 2.5 million and $ 1.4 million for the three months ended March 31, 2023 and 2022 , respectively. |
Property and Equipment
Property and Equipment | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
PROPERTY AND EQUIPMENT | NOTE 6 — PROPER TY AND EQUIPMENT Property and equipment, net, consisted of the following: March 31, December 31, 2023 2022 Land $ 2.1 $ 2.1 Rental fleet 537.9 516.4 Buildings, equipment, and leasehold improvements: Machinery and equipment 7.9 8.6 Autos and trucks 7.2 7.1 Buildings and leasehold improvements 15.6 15.6 Construction in progress 5.9 4.3 Finance lease right-of-use assets 28.2 24.4 Office equipment 4.2 4.7 Computer equipment 12.8 13.1 Total cost 621.8 596.3 Less: accumulated depreciation and amortization: Rental fleet ( 191.6 ) ( 187.4 ) Buildings, equipment, autos and trucks, leasehold improvements, finance leases and office and computer equipment ( 31.3 ) ( 31.1 ) Total accumulated depreciation and amortization ( 222.9 ) ( 218.5 ) Property and equipment, net $ 398.9 $ 377.8 Total depreciation and amortization on property and equipment was $ 23.4 million and $ 21.4 million for the three months ended March 31, 2023 and 2022, respectively. The Company had assets related to finance leases with gross carrying values totaling $ 28.2 million and $ 24.4 million, and accumulated amortization balances totaling $ 6.6 million and $ 5.4 million, as of March 31, 2023 and December 31, 2022, respectively. Of the $ 537.9 million and $ 516.4 million of gross cost of rental fleet, $ 10.9 million and $ 11.8 million were represented by guaranteed purchase obligation assets as of March 31, 2023 and December 31, 2022 , respectively. |
Goodwill
Goodwill | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
GOODWILL | NOTE 7 — GOODWILL The following table summarizes the changes in the carrying amount of goodwill in total and by reportable segment for the three months ended March 31, 2023: Material Construction Master Distribution Total Balance, December 31, 2022 $ 13.6 $ 38.0 $ 17.6 $ 69.2 Additions 0.8 — — 0.8 Adjustments to purchase price allocations ( 0.4 ) — 0.9 0.5 Balance, March 31, 2023 $ 14.0 $ 38.0 $ 18.5 $ 70.5 See Note 17, Business Combinations, for further information. |
Other Intangible Assets
Other Intangible Assets | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
OTHER INTANGIBLE ASSETS | NOTE 8 — OTHER INT ANGIBLE ASSETS The gross carrying amount of other intangible assets and accumulated amortization as of March 31, 2023 and December 31, 2022 were as follows: March 31, 2023 Weighted Average Remaining Life (in years) Gross carrying Accumulated Net carrying Customer and supplier relationships 8.1 $ 63.0 $ ( 11.7 ) $ 51.3 Other intangibles 4.0 10.7 ( 3.5 ) 7.2 Total 7.4 $ 73.7 $ ( 15.2 ) $ 58.5 December 31, 2022 Weighted Average Remaining Life (in years) Gross carrying Accumulated Net carrying Customer and supplier relationships 8.3 $ 63.0 $ ( 10.1 ) $ 52.9 Other intangibles 4.2 10.7 ( 2.9 ) 7.8 Total 7.7 $ 73.7 $ ( 13.0 ) $ 60.7 Amortization of other intangible assets was $ 2.2 million and $ 1.4 million for the three months ended March 31, 2023 and 2022, respectively. |
Floor Plans
Floor Plans | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
FLOOR PLANS | NOTE 9 — FLOOR PLANS Floor Plan — First Lien Lender On April 1, 2021, the Company entered into a Sixth Amended and Restated Floor Plan First Lien Credit Agreement ("Floor Plan Credit Agreement") by and among Alta Equipment Group, Inc. and the other credit parties named therein, and the lender JP Morgan Chase Bank, N.A., as Administrative Agent. Under the Floor Plan Credit Agreement, the Company has a first lien floor plan facility (the "First Lien Floor Plan Facility") with its first lien lender to primarily finance new inventory. In connection with the acquisition of the stock of Yale Industrial Trucks Inc. ("YIT"), on July 6, 2022 the Company amended its Floor Plan Credit Agreement to increase the maximum borrowing capacity by $ 10.0 million from $ 50.0 million to $ 60.0 million. The First Lien Floor Plan Facility has an expiration date of the earlier of (a) April 1, 2026, or (b) December 1, 2025 if the Notes (as hereinafter defined) remain outstanding on December 1, 2025. The interest cost for the First Lien Floor Plan Facility is the Secured Overnight Financing Rate (“SOFR”) plus an applicable margin. The First Lien Floor Plan Facility is collateralized by substantially all assets of the Company. As of March 31, 2023, the Company had an outstanding balance on our First Lien Floor Plan Facility of $ 59.6 million, excluding unamortized debt issuance costs. The effective interest rate at March 31, 2023 was 7.5 % . As of December 31, 2022, the Company had an outstanding balance on our First Lien Floor Plan Facility of $ 58.6 million, excluding unamortized debt issuance costs. The effective interest rate at December 31, 2022 was 7.0 % . The Company routinely sells equipment that is financed under the First Lien Floor Plan Facility. When this occurs, the payable under the First Lien Floor Plan Facility related to the financed equipment being sold becomes due to be paid. Original Equipment Manufacturer (“OEM”) Captive Lenders and Suppliers’ Floor Plans The Company has floor plan financing facilities with several OEM captive lenders and suppliers (the “OEM Floor Plan Facilities”, and together with the First Lien Floor Plan Facility, collectively the “Floor Plan Facilities”) for new and used inventory and rental equipment, each with borrowing capacities ranging from $ 0.1 million to $ 135.0 million. Primarily, the Company utilizes the OEM Floor Plan Facilities for purchases of new equipment inventories. Certain OEM Floor Plan Facilities provide for up to twelve-months interest only or deferred payment periods. In addition, certain OEM Floor Plan Facilities regularly provide for interest and principal free payment terms. The Company routinely sells equipment that is financed under OEM Floor Plan Facilities. When this occurs, the payable under the OEM Floor Plan Facilities related to the financed equipment being sold becomes due to be paid. With recent acquisitions, some of the Company’s OEM Floor Plan Facilities were amended to include new locations and new entities. The OEM Floor Plan Facilities are secured by the equipment being financed and contain certain operating company guarantees. The interest cost is SOFR plus an applicable margin. The effective rates, excluding the favorable effect of interest-free periods, as of March 31, 2023 ranged from 7.6 % to 9.8 % . As of March 31, 2023 and December 31, 2022, the Company had an outstanding balance on the OEM Floor Plan Facilities of $ 255.4 million and $ 198.3 million, respectively. The total aggregate amount of financing under the Floor Plan Facilities cannot exceed $ 350.0 million at any time. The total outstanding balance under the Floor Plan Facilities as of March 31, 2023 and December 31, 2022, was $ 315.0 million and $ 256.9 million, respectively, excluding unamortized debt issuance costs. For the three months ended March 31, 2023 and 2022, the Company recognized interest expense associated with new equipment financed under its Floor Plan Facilities of $ 1.5 million and $ 0.3 million, respectively. The weighted average rate on the Company's Floor Plan Facilities was 7.3 % and 6.7 % as of March 31, 2023 and March 31, 2022 , respectively. |
Long-term Debt
Long-term Debt | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
LONG-TERM DEBT | NOTE 10 — LO NG-TERM DEBT Line of Credit — First Lien Lender On April 1, 2021, the Company entered into a Sixth Amended and Restated ABL First Lien Credit Agreement (the “Amended and Restated ABL Credit Agreement”) by and among Alta Equipment Group Inc. and the other credit parties named therein, the lenders named therein, JP Morgan Chase Bank, N.A., as Administrative Agent, and the syndication agents and documentation agent named therein, superseding and replacing the Fifth Amended and Restated ABL First Lien Credit Agreement. Under the Amended and Restated ABL Credit Agreement, the Company has an asset based revolving line of credit (the “ABL Facility”) with its first lien holder with advances on the line being supported by eligible accounts receivable, parts, and otherwise unencumbered new and used equipment inventory and rental equipment. In connection with the acquisition of YIT, on July 6, 2022 the Company amended the ABL Facility by exercising $ 80.0 million of the $ 150.0 million accordion function increasing borrowing capacity from $ 350.0 million to $ 430.0 million, which includes a $ 35 million Canadian-denominated sublimit facility. The ABL Facility is collateralized by substantially all assets of the Company, and the interest cost is SOFR plus an applicable margin on the CB Floating Rate, depending on borrowing levels. The ABL Facility matures on the earlier of April 1, 2026 or December 1, 2025 if any of the Notes (as hereinafter defined) remain outstanding as of December 1, 2025. As of March 31, 2023 , the Company had an outstanding ABL Facility balance of $ 257.8 million, excluding unamortized debt issuance costs. The effective interest rate was 6.7 % at March 31, 2023. As of December 31, 2022, the Company had an outstanding ABL Facility balance of $ 219.5 million, excluding unamortized debt issuance costs. The effective interest rate was 6.2 % at December 31, 2022. Maximum borrowings under the Floor Plan Facilities and ABL Facility are limited to $ 780.0 million unless certain other conditions are met. The total amount outstanding as of March 31, 2023 and December 31, 2022, was $ 572.8 million and $ 476.4 million, exclusive of debt issuance and deferred financing costs of $ 2.0 million and $ 2.1 million, respectively. Senior Secured Second Lien Notes On April 1, 2021, the Company completed a private offering of Senior Secured Second Lien Notes (the “Notes”), for the purposes of, among other things, repayment and refinancing of a portion of the Company’s prior existing debt, reducing interest rate exposure and providing liquidity for financing of future growth initiatives. The Company sold $ 315.0 million of 5.625 % Notes which are due in 2026. The Notes are guaranteed (the “Guarantees” and, together with the Notes, the “Securities”) by the guarantors that are party thereto (the “Guarantors”) on a second lien, senior secured basis. The Notes were sold in a private placement in reliance on Rule 144A and Regulation S under the Securities Act of 1933, as amended, pursuant to a purchase agreement among the Company, the Guarantors, and J.P. Morgan Securities LLC, as representative of the initial purchasers. The Notes are guaranteed by each of our existing and future domestic subsidiaries that become a borrower or guarantor under our or the Guarantors’ indebtedness, including the Credit Agreements, as amended and restated concurrently with the closing of the Notes offering. The Notes and the Guarantees are secured, subject to certain exceptions and permitted liens, by second-priority liens on substantially all of our assets and the assets of the Guarantors that secure on a first-priority basis all of the indebtedness under our ABL Facility and the First Lien Floor Plan Facility and certain hedging and cash management obligations, including, but not limited to, equipment, fixtures, inventory, intangibles and capital stock of our restricted subsidiaries now owned or acquired in the future by us or the Guarantors. The Notes bear interest at the rate of 5.625 % per annum and will mature on April 15, 2026 . Interest on the Notes is payable in cash on April 15 and October 15 of each year, beginning on October 15, 2021. As of March 31, 2023, outstanding borrowings under the Notes were $ 311.3 million, which included $ 3.7 million deferred financing costs and original issue discounts. The effective interest rate on the Notes, taking into account the original issue discount, is 5.93 % . The Company’s long-term debt consists of the following: March 31, December 31, 2023 2022 Line of credit $ 257.8 $ 219.5 Senior secured second lien notes 315.0 315.0 Unamortized debt issuance costs ( 2.6 ) ( 2.8 ) Debt discount ( 2.9 ) ( 3.0 ) Finance leases 22.4 19.6 Total debt and finance leases $ 589.7 $ 548.3 Less: current maturities ( 4.7 ) ( 4.2 ) Long-term debt and finance leases, net $ 585.0 $ 544.1 As of March 31, 2023, the Company was in compliance with the financial covenants set forth in its debt agreements. Notes Payable – Non-Contingent Consideration The Company acquired the assets of Ecoverse Industries, LTD ("Ecoverse") on November 1, 2022. Pursuant to the asset purchase agreement, sellers are entitled to additional cash payments of a minimum of $ 6.0 million throughout a 5-year period. As of March 31, 2023, the Company recorded a $ 6.0 million liability which included $ 5.8 million related to present value of these minimum cash payments using a market participant discount rate and $ 0.2 million of imputed interest. As of December 31, 2022, the liability was $ 5.9 million. This additional future liability is recorded as a non-contingent liability in “Other current liabilities” and “Other liabilities” on the Condensed Consolidated Balance Sheets. See Note 16, Fair Value of Financial Instruments, and Note 17, Business Combinations, for further information. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
LEASES | NOTE 12 — LEASES The Company primarily has operating and finance leases for branch facilities, corporate office, and certain equipment. The Company’s leases have remaining lease terms that range from less than one year to leases that mature through December 2037 and contain provisions to renew the leases for additional terms of up to twenty years . At March 31, 2023 and December 31, 2022, assets recorded under finance leases, net of accumulated depreciation were $ 21.6 million and $ 19.0 million, respectively. The assets are depreciated over the lesser of their remaining lease terms or their estimated useful lives. The components of lease expense (including related party leases) were as follows: Three Months Ended March 31, 2023 2022 Operating lease expense $ 6.9 $ 6.0 Short-term lease expense 1.7 1.0 Low-value lease expense 0.3 — Variable lease expense 2.1 1.2 Finance lease expense: Amortization of right-of-use assets 1.3 0.8 Interest on lease liabilities 0.5 0.2 Total lease expense $ 12.8 $ 9.2 Other information related to leases is presented in the table below: Three Months Ended March 31, Supplemental Cash Flows Information 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 6.7 $ 5.8 Operating cash flows for finance leases 0.5 0.2 Financing cash flows for finance leases 1.1 0.7 Non-cash right-of-use assets obtained in exchange for lease obligations: Operating leases 2.1 3.8 Finance leases 4.0 1.5 Weighted Average Remaining Lease Term (in years): Operating leases 9.2 7.3 Finance leases 4.5 4.7 Weighted Average Discount Rate (in %): Operating leases 10.1 6.6 Finance leases 8.0 5.6 Minimum future lease payments under non-cancellable operating and finance leases described above as of March 31, 2023 were as follows: Years Operating Leases Finance Leases Remainder of 2023 $ 18.8 $ 4.7 2024 23.5 6.1 2025 20.0 5.8 2026 16.9 5.0 2027 15.7 3.4 Thereafter 88.8 1.6 Total future minimum lease payments 183.7 26.6 Less: imputed interest ( 68.5 ) ( 4.2 ) Total $ 115.2 $ 22.4 Amounts recognized in the Condensed Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022 March 31, 2023 December 31, 2022 Current portion of long-term debt $ 4.7 $ 4.2 Current operating lease liabilities 15.2 14.8 Finance lease obligations, net of current portion 17.7 15.4 Long-term operating lease liabilities, net of current portion 100.0 101.9 Total $ 137.6 $ 136.3 As of March 31, 2023, the Company had additional leases, substantially all real estate, that were executed but had not yet commenced with undiscounted lease payments of $ 3.1 million. These leases are expected to commence in 2023 with lease terms up to 10 years . See Note 13, Contingencies, for more information on certain contracts where the Company guarantees the performance of the third-party lessee. |
Contingencies
Contingencies | 3 Months Ended |
Mar. 31, 2023 | |
Commitments and Contingencies Disclosure [Abstract] | |
CONTINGENCIES | NOTE 13— CONTIN GENCIES Guarantees As of March 31, 2023 and December 31, 2022, the Company was party to certain contracts in which it guarantees the performance of agreements with various third-party financial institutions. The terms of the guarantees range from 1 to 5 years . In the event of a default by a third-party lessee, the Company would be required to pay all or a portion of the remaining unpaid obligations as specified in the contract. The estimated exposure related to these guarantees was $ 1.7 million and $ 1.5 million at March 31, 2023 and December 31, 2022 , respectively. It is anticipated that the third parties will have the ability to repay the debt without the Company having to honor the guarantee; therefore, no amount has been accrued on the Condensed Consolidated Balance Sheets at March 31, 2023 and December 31, 2022, respectively. Legal Proceedings During the three months ended March 31, 2023 and 2022, various claims and lawsuits, incidental to the ordinary course of our business, were pending against the Company. In the opinion of management, after consultation with legal counsel, resolution of these matters is not expected to have a material effect on the Company’s condensed consolidated financial statements. Contractual Obligations The Company does not believe there are any off-balance sheet arrangements that have, or are reasonably likely to have, a material effect on the Company. As of both March 31, 2023 and December 31, 2022 there were $ 4.9 million in outstanding letters of credit issued in the normal course of business, respectively. These letters of credit reduce our available borrowings as disclosed in Note 10, Long-Term Debt. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2023 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 14 — INCOME T AXES The income tax provision for the three months ended March 31, 2023 was $ 0.1 million of deferred income tax expense in foreign jurisdictions. There was no income tax provision for the three months ended March 31, 2022. The effective tax rate for the three months ended March 31, 2023 and 2022 was 9.1 % and 0.0 % , respectively. The effective income tax rate in 2023 was primarily related to income tax expense associated with tax filing jurisdictions with no associated valuation allowance and 2022 was primarily due to tax losses in these tax jurisdictions. The Company considers the undistributed earnings of its foreign subsidiaries to be indefinitely reinvested. The undistributed earnings of foreign subsidiaries and related unrecognized deferred tax liability are not material as of March 31, 2023.The Company will continue to evaluate its plans for reinvestment or repatriation of unremitted foreign earnings. If the Company determines that all or a portion of such foreign earnings are no longer indefinitely reinvested, the Company may be subject to foreign withholding taxes and U.S. state income taxes, beyond the one-time transition tax. As of December 31, 2022 , the Company had federal net operating tax loss carryforwards of approximately $ 30.5 million, which may be carried forward indefinitely and are eligible to offset 80 % of future taxable income. The Company also has state net operating loss carryforwards of $ 32.2 million with varying carryforward expiration periods ranging from 2025 to 2041. We have established a valuation allowance fully offsetting the net operating losses that the Company does not expect to be realizable in the U.S. |
Equity
Equity | 3 Months Ended |
Mar. 31, 2023 | |
Equity And Warrants [Abstract] | |
EQUITY | NOTE 11 — EQUITY Accumulated Other Comprehensive Income ("AOCI") The components of AOCI as reported in the Condensed Consolidated Balance Sheets, and the changes in AOCI by components, net of tax, are as follows: Foreign Currency Translation Unrealized Loss on Cash Flow Hedges Total Balance at December 31, 2022 $ ( 1.5 ) $ ( 1.4 ) $ ( 2.9 ) Other comprehensive income (loss) before reclassification 0.1 ( 0.4 ) ( 0.3 ) Amounts reclassified from accumulated other comprehensive loss — — — Net current-period other comprehensive income (loss) 0.1 ( 0.4 ) ( 0.3 ) Balance at March 31, 2023 $ ( 1.4 ) $ ( 1.8 ) $ ( 3.2 ) |
Stock-based Compensation
Stock-based Compensation | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
STOCK-BASED COMPENSATION | NOTE 15 — STOCK - BASED COMPENSATION The Company’s plan is to have broad-based, long-term programs intended to attract and retain talented employees and align stockholder and employee interests. We calculated the fair value of the restricted stock units ("RSUs") and performance stock units ("PSUs") at grant date based on the closing market price of our common stock at the date of grant. The compensation expense is recognized on a straight-line basis over the requisite vesting period of the award. The number of PSUs granted depends on the Company's achievement of target performance goals, which may range from 0 % to 200 % of the target award amount. The PSUs vest ratably over three years including the one-year performance period . Upon vesting, each stock award is exchangeable for one share of the Company's common stock, with accrued dividends. The Company recognized total stock-based compensation expense of $ 0.8 million and $ 0.3 million for the three months ended March 31, 2023 and 2022, respectively. As of March 31, 2023, the total unrecognized compensation expense related to the non-vested portion of the Company's restricted stock awards was $ 1.5 million , which is expected to be recognized over a weighted average period of 1.2 years. As of March 31, 2023, the total unrecognized compensation expense related to the non-vested portion of the Company's performance stock awards was $ 3.5 million , which is expected to be recognized over a weighted average period of 1.8 years. The following table shows the number of restricted stock awards that were granted and vested during the three months ended March 31, 2023: Restricted Stock Units Performance Stock Units Number of units Weighted average grant date fair value Number of units Weighted average grant date fair value Unvested units as of December 31, 2022 288,266 $ 10.24 424,538 $ 12.14 Vested - issued ( 120,079 ) 9.95 ( 53,790 ) 12.14 Vested - unissued ( 9,326 ) 11.05 — — Unvested units as of March 31, 2023 158,861 $ 10.42 370,748 $ 12.14 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
FAIR VALUE OF FINANCIAL INSTRUMENTS | NOTE 16 — FAIR VALUE OF FINANCIAL INSTRUMENTS The carrying value of financial instruments reported in the accompanying Condensed Consolidated Balance Sheets for Cash, Accounts receivable, Accounts payable, Accrued expenses and Other current liabilities approximate fair value due to the immediate or short-term nature or maturity of these financial instruments. The following is a description of the valuation methodologies used for assets and liabilities measured at fair value on a recurring basis: Debt Instruments The carrying value of the Company's debt instruments vary from their fair values. The fair values were determined by reference to transacted prices and quotes for these instruments and upon current borrowing rates with similar maturities, which are Level 2 fair value inputs. The estimated fair value, as well as the carrying value, of the Company's debt instruments as of March 31, 2023 and December 31, 2022 are shown below: March 31, 2023 December 31, 2022 Estimated aggregate fair value $ 574.7 $ 521.0 Aggregate carrying value (1) 595.2 554.1 (1) Total debt excluding the impact of unamortized debt discount and debt issuance costs. Contingent Consideration The contingent consideration liability represents the fair value of the future earn-out that the Company may be required to pay in conjunction with the acquisitions upon the achievement of certain performance milestones. The principal valuation technique for the contingent consideration is using a probability weighted range of outcomes analysis. The earn-out for the acquisitions is measured at fair value in each reporting period, based on Level 3 inputs, with any change to the fair value recorded in the Condensed Consolidated Statements of Operations. The following table sets forth, by level of hierarchy, the Company’s recurring measures at fair value as of March 31, 2023 and December 31, 2022, which are presented in “Other current liabilities” and “Other liabilities” on the Condensed Consolidated Balance Sheets: March 31, 2023 Level 1 Level 2 Level 3 Liabilities Contingent consideration $ — $ — $ 9.9 December 31, 2022 Level 1 Level 2 Level 3 Liabilities Contingent consideration $ — $ — $ 9.8 The following is a summary of changes to Level 3 instruments for the three months ended March 31, 2023: Contingent Consideration Balance, December 31, 2022 $ 9.8 Acquisitions — Changes in fair value 0.1 Payments — Balance, March 31, 2023 $ 9.9 Derivative Financial Instruments In the normal course of business, we are exposed to market risk associated with changes in foreign currency exchange rates and interest rates. To manage a portion of these inherent risks, we may purchase certain types of derivative financial instruments based on management's judgment of the trade-off between risk, opportunity and cost. We do not hold or issue derivative financial instruments for trading or speculative purposes. The impact of hedge ineffectiveness was not significant in any of the periods presented. Currency Derivative Contracts From time to time, we use foreign currency forward contracts to reduce the effects of fluctuations in exchange rates relating to certain foreign currencies. We had currency forward contracts outstanding with a notional amount of $ 5.5 million at March 31, 2023 that hedge our exposure to changes in foreign currency exchange rates for certain inventory purchases through August 2023. The unrealized gain on the foreign currency forward contracts for the period ended March 31, 2023 was not material. The Company has determined the currency derivative contracts are based on Level 2 inputs reflecting quoted market inputs. Interest Rate Cap During November 2022, we entered into an interest rate cap through December 2025 to protect cash flows from the risks associated with interest payments from interest rate increases on variable rate debt. The interest rate cap is designated and qualifies as a cash flow hedge. The premiums are recognized in income when paid from the effective date through the termination date. All changes in the fair value of the interest rate cap are deferred in AOCI and subsequently recognized in earnings in the period when the derivative contract settles. As of March 31, 2023, we have a notional amount of $ 200.0 million hedged at a strike rate of 4.5 % on one-month SOFR. The unrealized loss on the interest rate cap for the period ended March 31, 2023 was not material. The Company has determined fair value of the interest rate cap based on significant observable inputs (Level 2) reflecting quoted market prices for similar instruments from commercial banks and inputs other than quoted prices that are observable (forward curves, implied volatility, counterparty credit risks) at regular intervals. The following table sets forth the Company’s derivative financial instruments measured at fair value as of March 31, 2023 and December 31, 2022, which were presented in “Other assets” and "Other current liabilities" on the Condensed Consolidated Balance Sheets: Derivatives Financial Statement Location March 31, 2023 December 31, 2022 Interest rate cap fair value Other assets $ 2.7 $ 3.5 Foreign currency contracts Other current liabilities — 0.2 |
Business Combinations
Business Combinations | 3 Months Ended |
Mar. 31, 2023 | |
Business Combinations [Abstract] | |
BUSINESS COMBINATIONS | NOTE 17 — BUSIN ESS COMBINATIONS On March 1, 2023 the Company purchased the assets of M&G Materials Handling Co. ("M&G"), a privately held Yale dealer with a presence in Rhode Island. The purchase price was $ 2.3 million. The acquisition is not material for the three months ended March 31, 2023; therefore, we did not include an opening balance sheet for the M&G acquisition herein. The estimated fair values of assets acquired and liabilities assumed are provisional and are based on the information that was available as of the balance sheet date. The Company expects to finalize the valuation and complete the purchase price allocation as soon as practical but no later than one year from the acquisition date. Costs and expenses related to the acquisition have been expensed as incurred in operating expenses. The following table summarizes the net assets acquired by segment from the 2022 acquisitions: Material Handling Master Distribution Total Cash $ 2.3 $ — $ 2.3 Accounts receivable 9.6 9.5 19.1 Inventories 7.6 12.6 20.2 Prepaid expenses and other current assets 0.1 0.7 0.8 Rental fleet 22.7 — 22.7 Property and equipment 2.0 0.6 2.6 Operating lease right-of-use assets 2.2 1.6 3.8 Other intangible assets 1.4 27.8 29.2 Goodwill 1.7 18.5 20.2 Total assets $ 49.6 $ 71.3 $ 120.9 Accounts payable $ ( 1.5 ) $ ( 8.2 ) $ ( 9.7 ) Customer deposits — ( 2.2 ) ( 2.2 ) Accrued expenses ( 1.6 ) ( 0.2 ) ( 1.8 ) Current operating lease liabilities ( 0.8 ) ( 0.1 ) ( 0.9 ) Current deferred revenue ( 1.2 ) — ( 1.2 ) Other current liabilities — ( 0.9 ) ( 0.9 ) Long-term operating lease liabilities ( 1.4 ) ( 1.5 ) ( 2.9 ) Deferred tax liability ( 2.2 ) — ( 2.2 ) Total liabilities $ ( 8.7 ) $ ( 13.1 ) $ ( 21.8 ) Net assets acquired $ 40.9 $ 58.2 $ 99.1 Assets acquired net of cash $ 38.6 $ 58.2 $ 96.8 During 2023, we have had purchase price accounting adjustments related to 2022 acquisitions which were not significant individually or in the aggregate. See the Condensed Consolidated Statements of Cash Flows for the total cash outflow in "Expenditures for acquisitions, net of cash acquired" for the net current year impact of the 2022 acquisitions purchase price accounting adjustments and acquisition of M&G. We describe our 2022 acquisitions in more detail in Note 17 of the audited consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2022 . |
Segments
Segments | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
SEGMENTS | NOTE 18 — SEGMENTS The Company has three reportable segments: Material Handling, Construction Equipment, and Master Distribution. All other business activities, including electric vehicles and corporate are included in "Corporate and Other". The Company’s segments are determined based on management structure, which is organized based on types of products and services sold, as described in the following paragraphs. The operating results for each segment are reported separately to the Company’s CEO to make decisions regarding the allocation of resources, to assess the Company’s operating performance and to make strategic decisions. The Material Handling segment is principally engaged in operations related to the sale, service, and rental of lift trucks and other material handling equipment in Michigan, Illinois, Indiana, New York (including New York City), Virginia and the New England region (including Boston) of the U.S. as well as Ontario and Quebec provinces of Canada. The Construction Equipment segment is principally engaged in operations related to the sale, service, and rental of construction equipment in Michigan, Illinois, Indiana, Ohio, New York, Florida and the New England region (including Boston) of the U.S. The Company began separately reporting Master Distribution as its own segment in the first quarter of 2023. The Master Distribution segment is principally engaged in large-scale equipment distribution rights with sub dealers throughout North America related to environmental processing equipment. The financial data below, as of December 31, 2022, has been recast to reflect the change in segment presentation. The Company retains various unallocated expense items at the general corporate level, which the Company refers to as “Corporate and Other” in the table below. Corporate and Other holds corporate debt and has minor transactional activity all together. Corporate incurs expenses associated with compensation (including stock-based compensation) of our directors, corporate officers and members of our shared-services team, consulting and legal fees related to acquisitions and capital raising activities, corporate governance and compliance related matters, certain corporate development related expenses, interest expense associated with original issue discounts and deferred financing cost related to previous capital raises and a portion of the Company’s income tax provision. There is also intercompany elimination activity presented within the Corporate and Other segment. The following table presents the Company’s results of operations by reportable segment for the three months ended March 31, 2023: Three Months Ended March 31, 2023 Material Construction Master Distribution Corporate and Other Total New and used equipment sales $ 87.5 $ 112.1 $ 23.5 $ ( 3.5 ) $ 219.6 Parts sales 25.0 40.9 2.9 ( 0.4 ) 68.4 Service revenue 32.9 27.2 0.1 — 60.2 Rental revenue 18.0 25.3 0.2 — 43.5 Rental equipment sales 1.4 27.6 — — 29.0 Total revenues $ 164.8 $ 233.1 $ 26.7 $ ( 3.9 ) $ 420.7 Interest expense 3.9 6.6 0.8 0.7 12.0 Depreciation and amortization 8.1 18.8 1.1 0.1 28.1 Income (loss) before taxes 5.1 ( 1.6 ) 3.4 ( 5.8 ) 1.1 The following table presents the Company’s results of operations by reportable segment for the three months ended March 31, 2022: Three Months Ended March 31, 2022 Material Construction Corporate and Other Total New and used equipment sales $ 66.9 $ 84.7 $ — $ 151.6 Parts sales 19.2 34.2 — 53.4 Service revenue 26.7 21.5 — 48.2 Rental revenue 12.8 24.9 — 37.7 Rental equipment sales — 40.8 — 40.8 Total revenues $ 125.6 $ 206.1 $ — $ 331.7 Interest expense 2.3 3.5 0.3 6.1 Depreciation and amortization 5.3 18.9 — 24.2 Income (loss) before taxes 4.0 ( 2.1 ) ( 3.1 ) ( 1.2 ) The following table presents the Company’s identified assets by reportable segment as of March 31, 2023 and December 31, 2022: March 31, December 31, Segment assets: Material Handling $ 446.5 $ 416.3 Construction Equipment 829.9 775.5 Master Distribution 81.2 77.6 Corporate and Other 19.2 21.2 Total assets $ 1,376.8 $ 1,290.6 |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
EARNINGS PER SHARE | NOTE 19 — EAR NINGS PER SHARE Basic earnings per share ("EPS") is calculated by dividing net income by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is calculated by dividing net income by the weighted-average number of common shares outstanding, after giving effect to all potential dilutive common shares outstanding during the period. We include all common shares granted under our stock-based compensation plan which remain unvested ("non-vested restricted stock units"), in the number of shares outstanding for our diluted earnings per share calculations using the treasury method. Basic and diluted earnings per share for the three months ended March 31, 2023 and 2022 were calculated as follows: Three Months Ended March 31, 2023 2022 Basic net (loss) income per share Net income (loss) available to common stockholders $ 0.2 $ ( 2.0 ) Basic weighted average common shares outstanding 32,223,221 32,363,376 Basic net income (loss) per share of common stock $ 0.01 $ ( 0.06 ) Diluted income (loss) per share Net income (loss) available to common stockholders $ 0.2 $ ( 2.0 ) Basic weighted average common shares outstanding 32,223,221 32,363,376 Effect of dilutive securities: Effect of dilutive non-vested restricted stock units 207,494 — Diluted weighted average common shares outstanding 32,430,715 32,363,376 Diluted net income (loss) per share of common stock $ 0.01 $ ( 0.06 ) Approximately 91,000 securities were excluded from the calculation of diluted loss per share for the three months ended March 31, 2022 , because the inclusion of such securities in the calculation would have been anti-dilutive. |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 3 Months Ended |
Mar. 31, 2023 | |
Accounting Policies [Abstract] | |
Use of Estimates | Use of Estimates The preparation of condensed consolidated financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting period. Estimates are based on assumptions that we believe are reasonable under the circumstances. Due to the inherent uncertainty involved with estimates, actual results may differ. |
New Accounting Pronouncements | New Accounting Pronouncements New Accounting Pronouncements Adopted in 2023 Financial Instruments — Credit Losses On January 1, 2023, we adopted ASU 2016-13, Financial Instruments — Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments ("Topic 326"). This standard prescribes an impairment model (known as the current expected credit loss (“CECL”) model) that is based on expected losses rather than incurred losses. Under the new guidance, we recognize an allowance for our estimate of expected credit losses over the entire contractual term of our trade receivables from revenue transactions, except those arising from rental revenues, from the date of initial recognition of the financial instrument. Estimates of expected credit losses over their contractual life are recorded at inception based on historical information, current conditions, and reasonable and supportable forecasts. The adoption of Topic 326 did not have a material impact on the Company's condensed consolidated financial statements and related disclosures or our existing internal controls as our non-rental accounts receivable are of short duration and there is not a material difference between incurred losses and expected losses. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Disaggregated Revenues | The following table summarizes the Company’s disaggregated revenues as presented in the Condensed Consolidated Statements of Operations for the three months ended March 31, 2023 and 2022 by revenue type and the applicable accounting standard. Three Months Ended Three Months Ended Topic 842 Topic 606 Total Topic 842 Topic 606 Total Revenues: New and used equipment sales $ — $ 219.6 $ 219.6 $ — $ 151.6 $ 151.6 Parts sales — 68.4 68.4 — 53.4 53.4 Service revenue — 60.2 60.2 — 48.2 48.2 Rental revenue 43.5 — 43.5 37.7 — 37.7 Rental equipment sales — 29.0 29.0 — 40.8 40.8 Total revenues $ 43.5 $ 377.2 $ 420.7 $ 37.7 $ 294.0 $ 331.7 |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Inventory Disclosure [Abstract] | |
Summary of Components of Inventories, Net | The components of inventories, net, consisted of the following: March 31, December 31, 2023 2022 New equipment $ 320.9 $ 258.5 Used equipment 59.7 59.0 Work in process 10.7 8.6 Parts 83.4 78.8 Gross inventory 474.7 404.9 Inventory reserves ( 5.6 ) ( 5.2 ) Inventories, net $ 469.1 $ 399.7 |
Property and Equipment (Tables)
Property and Equipment (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Property, Plant and Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net, consisted of the following: March 31, December 31, 2023 2022 Land $ 2.1 $ 2.1 Rental fleet 537.9 516.4 Buildings, equipment, and leasehold improvements: Machinery and equipment 7.9 8.6 Autos and trucks 7.2 7.1 Buildings and leasehold improvements 15.6 15.6 Construction in progress 5.9 4.3 Finance lease right-of-use assets 28.2 24.4 Office equipment 4.2 4.7 Computer equipment 12.8 13.1 Total cost 621.8 596.3 Less: accumulated depreciation and amortization: Rental fleet ( 191.6 ) ( 187.4 ) Buildings, equipment, autos and trucks, leasehold improvements, finance leases and office and computer equipment ( 31.3 ) ( 31.1 ) Total accumulated depreciation and amortization ( 222.9 ) ( 218.5 ) Property and equipment, net $ 398.9 $ 377.8 |
Goodwill (Tables)
Goodwill (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Changes in Carrying Amount of Goodwill in Total and by Reportable Segment | The following table summarizes the changes in the carrying amount of goodwill in total and by reportable segment for the three months ended March 31, 2023: Material Construction Master Distribution Total Balance, December 31, 2022 $ 13.6 $ 38.0 $ 17.6 $ 69.2 Additions 0.8 — — 0.8 Adjustments to purchase price allocations ( 0.4 ) — 0.9 0.5 Balance, March 31, 2023 $ 14.0 $ 38.0 $ 18.5 $ 70.5 |
Other Intangible Assets (Tables
Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Schedule of Gross Carrying Amount of Other Intangible Assets and Accumulated Amortization | The gross carrying amount of other intangible assets and accumulated amortization as of March 31, 2023 and December 31, 2022 were as follows: March 31, 2023 Weighted Average Remaining Life (in years) Gross carrying Accumulated Net carrying Customer and supplier relationships 8.1 $ 63.0 $ ( 11.7 ) $ 51.3 Other intangibles 4.0 10.7 ( 3.5 ) 7.2 Total 7.4 $ 73.7 $ ( 15.2 ) $ 58.5 December 31, 2022 Weighted Average Remaining Life (in years) Gross carrying Accumulated Net carrying Customer and supplier relationships 8.3 $ 63.0 $ ( 10.1 ) $ 52.9 Other intangibles 4.2 10.7 ( 2.9 ) 7.8 Total 7.7 $ 73.7 $ ( 13.0 ) $ 60.7 |
Long-term Debt (Tables)
Long-term Debt (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Debt Disclosure [Abstract] | |
Schedule of Long-term Debt | The Company’s long-term debt consists of the following: March 31, December 31, 2023 2022 Line of credit $ 257.8 $ 219.5 Senior secured second lien notes 315.0 315.0 Unamortized debt issuance costs ( 2.6 ) ( 2.8 ) Debt discount ( 2.9 ) ( 3.0 ) Finance leases 22.4 19.6 Total debt and finance leases $ 589.7 $ 548.3 Less: current maturities ( 4.7 ) ( 4.2 ) Long-term debt and finance leases, net $ 585.0 $ 544.1 |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Leases [Abstract] | |
Components of Lease Expense (Includes Related Party Leases) | The components of lease expense (including related party leases) were as follows: Three Months Ended March 31, 2023 2022 Operating lease expense $ 6.9 $ 6.0 Short-term lease expense 1.7 1.0 Low-value lease expense 0.3 — Variable lease expense 2.1 1.2 Finance lease expense: Amortization of right-of-use assets 1.3 0.8 Interest on lease liabilities 0.5 0.2 Total lease expense $ 12.8 $ 9.2 |
Schedule of Other Information Related to Leases | Other information related to leases is presented in the table below: Three Months Ended March 31, Supplemental Cash Flows Information 2023 2022 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 6.7 $ 5.8 Operating cash flows for finance leases 0.5 0.2 Financing cash flows for finance leases 1.1 0.7 Non-cash right-of-use assets obtained in exchange for lease obligations: Operating leases 2.1 3.8 Finance leases 4.0 1.5 Weighted Average Remaining Lease Term (in years): Operating leases 9.2 7.3 Finance leases 4.5 4.7 Weighted Average Discount Rate (in %): Operating leases 10.1 6.6 Finance leases 8.0 5.6 |
Schedule of Minimum Future Lease Payments under Non-cancellable Operating and Finance Leases | Minimum future lease payments under non-cancellable operating and finance leases described above as of March 31, 2023 were as follows: Years Operating Leases Finance Leases Remainder of 2023 $ 18.8 $ 4.7 2024 23.5 6.1 2025 20.0 5.8 2026 16.9 5.0 2027 15.7 3.4 Thereafter 88.8 1.6 Total future minimum lease payments 183.7 26.6 Less: imputed interest ( 68.5 ) ( 4.2 ) Total $ 115.2 $ 22.4 Amounts recognized in the Condensed Consolidated Balance Sheets as of March 31, 2023 and December 31, 2022 March 31, 2023 December 31, 2022 Current portion of long-term debt $ 4.7 $ 4.2 Current operating lease liabilities 15.2 14.8 Finance lease obligations, net of current portion 17.7 15.4 Long-term operating lease liabilities, net of current portion 100.0 101.9 Total $ 137.6 $ 136.3 |
Equity (Tables)
Equity (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Equity [Abstract] | |
Summary of Components of AOCI as Reported in Condensed Consolidated Balance Sheets, and Changes in AOCI by Components, Net of Tax | The components of AOCI as reported in the Condensed Consolidated Balance Sheets, and the changes in AOCI by components, net of tax, are as follows: Foreign Currency Translation Unrealized Loss on Cash Flow Hedges Total Balance at December 31, 2022 $ ( 1.5 ) $ ( 1.4 ) $ ( 2.9 ) Other comprehensive income (loss) before reclassification 0.1 ( 0.4 ) ( 0.3 ) Amounts reclassified from accumulated other comprehensive loss — — — Net current-period other comprehensive income (loss) 0.1 ( 0.4 ) ( 0.3 ) Balance at March 31, 2023 $ ( 1.4 ) $ ( 1.8 ) $ ( 3.2 ) |
Stock-based Compensation (Table
Stock-based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Share-Based Payment Arrangement [Abstract] | |
Summary of Restricted Stock Granted and Vested | The following table shows the number of restricted stock awards that were granted and vested during the three months ended March 31, 2023: Restricted Stock Units Performance Stock Units Number of units Weighted average grant date fair value Number of units Weighted average grant date fair value Unvested units as of December 31, 2022 288,266 $ 10.24 424,538 $ 12.14 Vested - issued ( 120,079 ) 9.95 ( 53,790 ) 12.14 Vested - unissued ( 9,326 ) 11.05 — — Unvested units as of March 31, 2023 158,861 $ 10.42 370,748 $ 12.14 |
Fair Value of Financial Instr_2
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Fair Value Disclosures [Abstract] | |
Disclosure of Fair Value and Carrying Value of Debt Instruments | The estimated fair value, as well as the carrying value, of the Company's debt instruments as of March 31, 2023 and December 31, 2022 are shown below: March 31, 2023 December 31, 2022 Estimated aggregate fair value $ 574.7 $ 521.0 Aggregate carrying value (1) 595.2 554.1 (1) Total debt excluding the impact of unamortized debt discount and debt issuance costs. |
Summary of Recurring Measures at Fair Value by Level of Hierarchy | The following table sets forth, by level of hierarchy, the Company’s recurring measures at fair value as of March 31, 2023 and December 31, 2022, which are presented in “Other current liabilities” and “Other liabilities” on the Condensed Consolidated Balance Sheets: March 31, 2023 Level 1 Level 2 Level 3 Liabilities Contingent consideration $ — $ — $ 9.9 December 31, 2022 Level 1 Level 2 Level 3 Liabilities Contingent consideration $ — $ — $ 9.8 |
Summary of Changes to Level 3 Instruments | The following is a summary of changes to Level 3 instruments for the three months ended March 31, 2023: Contingent Consideration Balance, December 31, 2022 $ 9.8 Acquisitions — Changes in fair value 0.1 Payments — Balance, March 31, 2023 $ 9.9 |
Summary of Derivative Financial Instruments Measured at Fair Value | The following table sets forth the Company’s derivative financial instruments measured at fair value as of March 31, 2023 and December 31, 2022, which were presented in “Other assets” and "Other current liabilities" on the Condensed Consolidated Balance Sheets: Derivatives Financial Statement Location March 31, 2023 December 31, 2022 Interest rate cap fair value Other assets $ 2.7 $ 3.5 Foreign currency contracts Other current liabilities — 0.2 |
Business Combinations (Tables)
Business Combinations (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Business Acquisition [Line Items] | |
Summary of Net Assets Acquired by segment from Acquisition | The following table summarizes the net assets acquired by segment from the 2022 acquisitions: Material Handling Master Distribution Total Cash $ 2.3 $ — $ 2.3 Accounts receivable 9.6 9.5 19.1 Inventories 7.6 12.6 20.2 Prepaid expenses and other current assets 0.1 0.7 0.8 Rental fleet 22.7 — 22.7 Property and equipment 2.0 0.6 2.6 Operating lease right-of-use assets 2.2 1.6 3.8 Other intangible assets 1.4 27.8 29.2 Goodwill 1.7 18.5 20.2 Total assets $ 49.6 $ 71.3 $ 120.9 Accounts payable $ ( 1.5 ) $ ( 8.2 ) $ ( 9.7 ) Customer deposits — ( 2.2 ) ( 2.2 ) Accrued expenses ( 1.6 ) ( 0.2 ) ( 1.8 ) Current operating lease liabilities ( 0.8 ) ( 0.1 ) ( 0.9 ) Current deferred revenue ( 1.2 ) — ( 1.2 ) Other current liabilities — ( 0.9 ) ( 0.9 ) Long-term operating lease liabilities ( 1.4 ) ( 1.5 ) ( 2.9 ) Deferred tax liability ( 2.2 ) — ( 2.2 ) Total liabilities $ ( 8.7 ) $ ( 13.1 ) $ ( 21.8 ) Net assets acquired $ 40.9 $ 58.2 $ 99.1 Assets acquired net of cash $ 38.6 $ 58.2 $ 96.8 |
Segments (Tables)
Segments (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Segment Reporting [Abstract] | |
Schedule of Results of Operations by Reportable Segment | The following table presents the Company’s results of operations by reportable segment for the three months ended March 31, 2023: Three Months Ended March 31, 2023 Material Construction Master Distribution Corporate and Other Total New and used equipment sales $ 87.5 $ 112.1 $ 23.5 $ ( 3.5 ) $ 219.6 Parts sales 25.0 40.9 2.9 ( 0.4 ) 68.4 Service revenue 32.9 27.2 0.1 — 60.2 Rental revenue 18.0 25.3 0.2 — 43.5 Rental equipment sales 1.4 27.6 — — 29.0 Total revenues $ 164.8 $ 233.1 $ 26.7 $ ( 3.9 ) $ 420.7 Interest expense 3.9 6.6 0.8 0.7 12.0 Depreciation and amortization 8.1 18.8 1.1 0.1 28.1 Income (loss) before taxes 5.1 ( 1.6 ) 3.4 ( 5.8 ) 1.1 The following table presents the Company’s results of operations by reportable segment for the three months ended March 31, 2022: Three Months Ended March 31, 2022 Material Construction Corporate and Other Total New and used equipment sales $ 66.9 $ 84.7 $ — $ 151.6 Parts sales 19.2 34.2 — 53.4 Service revenue 26.7 21.5 — 48.2 Rental revenue 12.8 24.9 — 37.7 Rental equipment sales — 40.8 — 40.8 Total revenues $ 125.6 $ 206.1 $ — $ 331.7 Interest expense 2.3 3.5 0.3 6.1 Depreciation and amortization 5.3 18.9 — 24.2 Income (loss) before taxes 4.0 ( 2.1 ) ( 3.1 ) ( 1.2 ) |
Summary of Identified Assets by Reportable Segment | The following table presents the Company’s identified assets by reportable segment as of March 31, 2023 and December 31, 2022: March 31, December 31, Segment assets: Material Handling $ 446.5 $ 416.3 Construction Equipment 829.9 775.5 Master Distribution 81.2 77.6 Corporate and Other 19.2 21.2 Total assets $ 1,376.8 $ 1,290.6 |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2023 | |
Earnings Per Share [Abstract] | |
Summary of Basic and Diluted Earnings Per Share | Basic and diluted earnings per share for the three months ended March 31, 2023 and 2022 were calculated as follows: Three Months Ended March 31, 2023 2022 Basic net (loss) income per share Net income (loss) available to common stockholders $ 0.2 $ ( 2.0 ) Basic weighted average common shares outstanding 32,223,221 32,363,376 Basic net income (loss) per share of common stock $ 0.01 $ ( 0.06 ) Diluted income (loss) per share Net income (loss) available to common stockholders $ 0.2 $ ( 2.0 ) Basic weighted average common shares outstanding 32,223,221 32,363,376 Effect of dilutive securities: Effect of dilutive non-vested restricted stock units 207,494 — Diluted weighted average common shares outstanding 32,430,715 32,363,376 Diluted net income (loss) per share of common stock $ 0.01 $ ( 0.06 ) |
Revenue Recognition - Summary o
Revenue Recognition - Summary of Disaggregated Revenues (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Revenues: | ||
Total revenues | $ 420.7 | $ 331.7 |
Topic 842 | ||
Revenues: | ||
Total revenues | 43.5 | 37.7 |
Topic 606 | ||
Revenues: | ||
Total revenues | 377.2 | 294 |
New and Used Equipment Sales | ||
Revenues: | ||
Total revenues | 219.6 | 151.6 |
New and Used Equipment Sales | Topic 606 | ||
Revenues: | ||
Total revenues | 219.6 | 151.6 |
Parts Sales | ||
Revenues: | ||
Total revenues | 68.4 | 53.4 |
Parts Sales | Topic 606 | ||
Revenues: | ||
Total revenues | 68.4 | 53.4 |
Service Revenue | ||
Revenues: | ||
Total revenues | 60.2 | 48.2 |
Service Revenue | Topic 606 | ||
Revenues: | ||
Total revenues | 60.2 | 48.2 |
Rental Revenue | ||
Revenues: | ||
Total revenues | 43.5 | 37.7 |
Rental Revenue | Topic 842 | ||
Revenues: | ||
Total revenues | 43.5 | 37.7 |
Rental Equipment Sales | ||
Revenues: | ||
Total revenues | 29 | 40.8 |
Rental Equipment Sales | Topic 606 | ||
Revenues: | ||
Total revenues | $ 29 | $ 40.8 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Disaggregation Of Revenue [Line Items] | |||
Total revenues | $ 420.7 | $ 331.7 | |
Revenue recognized from guaranteed maintenance contracts | 6.3 | 5.3 | |
Contract with customer, assets | 5.1 | $ 3.6 | |
Deferred revenue recognized | 7.5 | 2.3 | |
Automated Equipment Installation and System Integration Services | |||
Disaggregation Of Revenue [Line Items] | |||
Deferred revenue | 14.8 | 16 | |
Service Maintenance Contracts | |||
Disaggregation Of Revenue [Line Items] | |||
Deferred revenue | 14.8 | 16 | |
Equipment Rental Agreements | |||
Disaggregation Of Revenue [Line Items] | |||
Deferred revenue | $ 14.8 | 16 | |
Minimum | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from guaranteed maintenance contracts | 3 years | ||
Maximum | |||
Disaggregation Of Revenue [Line Items] | |||
Revenue from guaranteed maintenance contracts | 5 years | ||
Equipment | |||
Disaggregation Of Revenue [Line Items] | |||
Deferred revenue | $ 2.7 | 3 | |
Recognized liability for guarantee to repurchase | 6.5 | 7 | |
Service Sales Agreements, Rental Agreements and Automated Equipment Installation and System Integration Services | |||
Disaggregation Of Revenue [Line Items] | |||
Deferred revenue | 17.5 | $ 19 | |
Bill and hold agreements | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenues | 6.8 | ||
Design and Build Solutions, Automated Equipment Installation and System Integration and Software Services | |||
Disaggregation Of Revenue [Line Items] | |||
Total revenues | $ 23.1 | $ 16.7 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Related Party Transaction [Line Items] | |||
Operating right-of-use assets | $ 111.4 | $ 113.6 | |
Operating lease liabilities | 115.2 | ||
OneH2, Inc. | Hydrogen Fuel | |||
Related Party Transaction [Line Items] | |||
Purchases from related party | 0.2 | ||
Payments To Related Party | $ 1.1 | $ 3.1 | |
Related Party Lease Agreements | |||
Related Party Transaction [Line Items] | |||
Operating lease, Rent expense | $ 1.2 |
Inventories - Summary of Compon
Inventories - Summary of Components of Inventories, Net (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Inventory Disclosure [Abstract] | ||
New equipment | $ 320.9 | $ 258.5 |
Used equipment | 59.7 | 59 |
Work in process | 10.7 | 8.6 |
Parts | 83.4 | 78.8 |
Gross inventory | 474.7 | 404.9 |
Inventory reserves | (5.6) | (5.2) |
Inventories, net | $ 469.1 | $ 399.7 |
Inventories - Additional Inform
Inventories - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Inventory Disclosure [Abstract] | |||
Capitalized direct labor expense included in work in process | $ 2 | $ 1.8 | |
Rental depreciation expense, inventory to be sold after short-term leases expire | $ 2.5 | $ 1.4 |
Property and Equipment - Schedu
Property and Equipment - Schedule of Property and Equipment, Net (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Property Plant and Equipment [Line Items] | ||
Total cost | $ 621.8 | $ 596.3 |
Total accumulated depreciation and amortization | (222.9) | (218.5) |
Property and equipment, net | 398.9 | 377.8 |
Land | ||
Property Plant and Equipment [Line Items] | ||
Total cost | 2.1 | 2.1 |
Rental Fleet | ||
Property Plant and Equipment [Line Items] | ||
Total cost | 537.9 | 516.4 |
Total accumulated depreciation and amortization | (191.6) | (187.4) |
Machinery and Equipment | ||
Property Plant and Equipment [Line Items] | ||
Total cost | 7.9 | 8.6 |
Autos and Trucks | ||
Property Plant and Equipment [Line Items] | ||
Total cost | 7.2 | 7.1 |
Buildings and Leasehold Improvements | ||
Property Plant and Equipment [Line Items] | ||
Total cost | 15.6 | 15.6 |
Construction in Progress | ||
Property Plant and Equipment [Line Items] | ||
Total cost | 5.9 | 4.3 |
Finance Lease Right of Use Assets | ||
Property Plant and Equipment [Line Items] | ||
Total cost | 28.2 | 24.4 |
Office Equipment | ||
Property Plant and Equipment [Line Items] | ||
Total cost | 4.2 | 4.7 |
Computer Equipment | ||
Property Plant and Equipment [Line Items] | ||
Total cost | 12.8 | 13.1 |
Buildings, equipment, autos and trucks, leasehold improvements, finance leases and office and computer equipment | ||
Property Plant and Equipment [Line Items] | ||
Total accumulated depreciation and amortization | $ (31.3) | $ (31.1) |
Property and Equipment - Additi
Property and Equipment - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Property Plant and Equipment [Line Items] | |||
Depreciation and amortization on property and equipment | $ 28.1 | $ 24.2 | |
Finance lease assets, gross carrying values | 28.2 | $ 24.4 | |
Finance leases assets, accumulated amortization balances | 6.6 | 5.4 | |
GPO Assets | 10.9 | 11.8 | |
Property and Equipment | |||
Property Plant and Equipment [Line Items] | |||
Depreciation and amortization on property and equipment | 23.4 | $ 21.4 | |
Rental Fleet | |||
Property Plant and Equipment [Line Items] | |||
Finance leases assets, accumulated amortization balances | $ 537.9 | $ 516.4 |
Goodwill - Schedule of Changes
Goodwill - Schedule of Changes in Carrying Amount of Goodwill in Total and by Reportable Segment (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Goodwill [Line Items] | |
Beginning balance | $ 69.2 |
Additions | 0.8 |
Adjustments to purchase price allocations | 0.5 |
Ending balance | 70.5 |
Material Handling | |
Goodwill [Line Items] | |
Beginning balance | 13.6 |
Additions | 0.8 |
Adjustments to purchase price allocations | (0.4) |
Ending balance | 14 |
Construction Equipment | |
Goodwill [Line Items] | |
Beginning balance | 38 |
Ending balance | 38 |
Master Distribution | |
Goodwill [Line Items] | |
Beginning balance | 17.6 |
Adjustments to purchase price allocations | 0.9 |
Ending balance | $ 18.5 |
Other Intangible Assets - Sched
Other Intangible Assets - Schedule of Gross Carrying Amount of Other Intangible Assets and Accumulated Amortization (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2023 | Dec. 31, 2022 | |
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life (in years) | 7 years 4 months 24 days | 7 years 8 months 12 days |
Gross carrying amount | $ 73.7 | $ 73.7 |
Accumulated amortization | (15.2) | (13) |
Net carrying amount | $ 58.5 | $ 60.7 |
Customer And Supplier Relationships | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life (in years) | 8 years 1 month 6 days | 8 years 3 months 18 days |
Gross carrying amount | $ 63 | $ 63 |
Accumulated amortization | (11.7) | (10.1) |
Net carrying amount | $ 51.3 | $ 52.9 |
Other Intangibles | ||
Finite Lived Intangible Assets [Line Items] | ||
Weighted Average Remaining Life (in years) | 4 years | 4 years 2 months 12 days |
Gross carrying amount | $ 10.7 | $ 10.7 |
Accumulated amortization | (3.5) | (2.9) |
Net carrying amount | $ 7.2 | $ 7.8 |
Other Intangible Assets - Addit
Other Intangible Assets - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Amortization of other intangible assets | $ 2.2 | $ 1.4 |
Floor Plans - Additional Inform
Floor Plans - Additional Information (Details) - USD ($) | 3 Months Ended | ||||
Jul. 06, 2022 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | Jun. 30, 2022 | |
Line Of Credit Facility [Line Items] | |||||
Floor plan financing facility | $ 257,800,000 | $ 219,500,000 | |||
Recognized interest expense | 12,000,000 | $ 6,100,000 | |||
First Lien Lender | Floor Plans and ABL Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Floor plan financing facility | 572,800,000 | 476,400,000 | |||
Maximum borrowing capacity | 780,000,000 | ||||
Debt issuance costs | 2,000,000 | 2,100,000 | |||
First Lien Lender | JP Morgan Chase Bank | First Lien Floor Plan Facility | |||||
Line Of Credit Facility [Line Items] | |||||
Floor plan financing facility | $ 59,600,000 | $ 58,600,000 | |||
Effective interest rate | 7.50% | 7% | |||
First Lien Lender | JP Morgan Chase Bank | First Lien Floor Plan Facility | Yale Industrial Trucks Inc. | Minimum | |||||
Line Of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 50,000,000 | ||||
Borrowing capacity increased | $ 10,000,000 | ||||
First Lien Lender | JP Morgan Chase Bank | First Lien Floor Plan Facility | Yale Industrial Trucks Inc. | Maximum | |||||
Line Of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 60,000,000 | ||||
Original Equipment Manufacturer ("OEM") Captive Lenders and Suppliers | JP Morgan Chase Bank | Floor Plan Facilities | Minimum | |||||
Line Of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | $ 100,000 | ||||
Original Equipment Manufacturer ("OEM") Captive Lenders and Suppliers | JP Morgan Chase Bank | Floor Plan Facilities | Maximum | |||||
Line Of Credit Facility [Line Items] | |||||
Maximum borrowing capacity | 135,000,000 | ||||
Original Equipment Manufacturer ("OEM") Captive Lenders and Suppliers | JP Morgan Chase Bank | OEM Floor Plan Facilities | |||||
Line Of Credit Facility [Line Items] | |||||
Floor plan financing facility | $ 255,400,000 | $ 198,300,000 | |||
Original Equipment Manufacturer ("OEM") Captive Lenders and Suppliers | JP Morgan Chase Bank | OEM Floor Plan Facilities | Minimum | |||||
Line Of Credit Facility [Line Items] | |||||
Effective interest rate | 7.60% | ||||
Original Equipment Manufacturer ("OEM") Captive Lenders and Suppliers | JP Morgan Chase Bank | OEM Floor Plan Facilities | Maximum | |||||
Line Of Credit Facility [Line Items] | |||||
Effective interest rate | 9.80% | ||||
Interest only or deferred payment period | 12 months | ||||
Alta Enterprises, LLC, NITCO, LLC and Other Credit Parties [Member] | JP Morgan Chase Bank | Floor Plans | |||||
Line Of Credit Facility [Line Items] | |||||
Weighted average rate on Floor Plan Facilities | 7.30% | 6.70% | |||
Alta Enterprises, LLC, NITCO, LLC and Other Credit Parties [Member] | JP Morgan Chase Bank | Floor Plan Facilities | |||||
Line Of Credit Facility [Line Items] | |||||
Floor plan financing facility | $ 315,000,000 | $ 256,900,000 | |||
Maximum borrowing capacity | 350,000,000 | ||||
Recognized interest expense | $ 1,500,000 | $ 300,000 |
Long-term Debt - Additional Inf
Long-term Debt - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | ||||
Nov. 01, 2022 | Jul. 06, 2022 | Apr. 01, 2021 | Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Debt Instrument [Line Items] | ||||||
Debt instrument, description | On April 1, 2021, the Company completed a private offering of Senior Secured Second Lien Notes (the “Notes”), for the purposes of, among other things, repayment and refinancing of a portion of the Company’s prior existing debt, reducing interest rate exposure and providing liquidity for financing of future growth initiatives. | |||||
Outstanding borrowing | $ 257.8 | $ 219.5 | ||||
Imputed interest | 0.3 | $ 0.1 | ||||
Notes Payable | Ecoverse | Non-Contingent Consideration | ||||||
Debt Instrument [Line Items] | ||||||
Earn-out payment period | 5 years | |||||
Amount of minimum cash payments using a market participant discount rate | 5.8 | |||||
Imputed interest | 0.2 | |||||
Notes Payable | Ecoverse | Non-Contingent Consideration | Other Liabilities | ||||||
Debt Instrument [Line Items] | ||||||
Present value of non-contingent earn-out liability | 6 | 5.9 | ||||
5.625% Senior Secured Second Lien Notes due 2026 | ||||||
Debt Instrument [Line Items] | ||||||
Proceeds from sale of notes | $ 315 | |||||
Debt instrument, interest rate | 5.625% | |||||
Notes maturity date | Apr. 15, 2026 | |||||
Outstanding borrowing | 311.3 | |||||
Original issue discount and deferred financing costs | $ 3.7 | |||||
Effective interest rate | 5.93% | |||||
Minimum | Notes Payable | Ecoverse | Non-Contingent Consideration | ||||||
Debt Instrument [Line Items] | ||||||
Additional earn-out payment | $ 6 | |||||
ABL Facility | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowing | $ 257.8 | $ 219.5 | ||||
Effective interest rate | 6.70% | 6.20% | ||||
ABL Facility | Yale Industrial Trucks Inc. | ||||||
Debt Instrument [Line Items] | ||||||
Business combination stock exercised value | $ 80 | |||||
Business combination stock acquired value | 150 | |||||
ABL Facility | Minimum | Yale Industrial Trucks Inc. | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 350 | |||||
ABL Facility | Maximum | Yale Industrial Trucks Inc. | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | 430 | |||||
ABL Facility | Canadian-denominated Sublimit Facility | Yale Industrial Trucks Inc. | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 35 | |||||
First Lien Lender | Floor Plans and ABL Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity | $ 780 | |||||
Outstanding borrowing | 572.8 | $ 476.4 | ||||
Original issue discount and deferred financing costs | $ 2 | $ 2.1 |
Long-term Debt - Schedule of Lo
Long-term Debt - Schedule of Long-term Debt (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Debt Instrument [Line Items] | ||
Lines of credit | $ 257.8 | $ 219.5 |
Senior secured second lien notes | 315 | 315 |
Unamortized debt issuance costs | (2.6) | (2.8) |
Debt discount | (2.9) | (3) |
Finance leases | 22.4 | 19.6 |
Total debt and finance leases | 589.7 | 548.3 |
Less: current maturities | (4.7) | (4.2) |
Long-term debt and finance leases, net | $ 585 | $ 544.1 |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Lessee Lease Description [Line Items] | ||
Assets recorded under finance leases, net of accumulated depreciation | $ 21.6 | $ 19 |
Undiscounted future lease payments pertaining to leases that were executed but not yet commenced | $ 3.1 | |
Lease term | 10 years | |
Minimum | ||
Lessee Lease Description [Line Items] | ||
Remaining lease terms | 1 year | |
Maximum | ||
Lessee Lease Description [Line Items] | ||
Additional lease renewal terms | 20 years |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Includes Related Party Leases) (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Lease, Cost [Abstract] | ||
Operating lease expense | $ 6.9 | $ 6 |
Short-term lease expense | 1.7 | 1 |
Low-value lease expense | 0.3 | |
Variable lease expense | 2.1 | 1.2 |
Finance lease expense: | ||
Amortization of right-of-use assets | 1.3 | 0.8 |
Interest on lease liabilities | 0.5 | 0.2 |
Total lease expense | $ 12.8 | $ 9.2 |
Leases - Schedule of Other Info
Leases - Schedule of Other Information Related to Leases (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Cash paid for amounts included in the measurement of lease liabilities | ||
Operating cash flows for operating leases | $ 6.7 | $ 5.8 |
Operating cash flows for finance leases | 0.5 | 0.2 |
Financing cash flows for finance leases | 1.1 | 0.7 |
Non-cash right-of-use assets obtained in exchange for lease obligations | ||
Operating leases | 2.1 | 3.8 |
Finance leases | $ 4 | $ 1.5 |
Weighted Average Remaining Lease Term (in years): | ||
Operating leases | 9 years 2 months 12 days | 7 years 3 months 18 days |
Finance leases | 4 years 6 months | 4 years 8 months 12 days |
Weighted Average Discount Rate (in %): | ||
Operating leases | 10.10% | 6.60% |
Finance leases | 8% | 5.60% |
Leases - Schedule of Minimum Fu
Leases - Schedule of Minimum Future Lease Payments under Non-cancellable Operating and Finance Leases (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Leases [Abstract] | ||
Remainder of 2023 | $ 18.8 | |
2024 | 23.5 | |
2025 | 20 | |
2026 | 16.9 | |
2027 | 15.7 | |
Thereafter | 88.8 | |
Total future minimum lease payments | 183.7 | |
Less: imputed interest | (68.5) | |
Operating lease expense | 115.2 | |
Remainder of 2023 | 4.7 | |
2024 | 6.1 | |
2025 | 5.8 | |
2026 | 5 | |
2027 | 3.4 | |
Thereafter | 1.6 | |
Total future minimum lease payments | 26.6 | |
Less: imputed interest | (4.2) | |
Finance leases | 22.4 | $ 19.6 |
Current portion of long-term debt | 4.7 | 4.2 |
Current operating lease liabilities | $ 15.2 | $ 14.8 |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible Enumeration] | Current operating lease liabilities | Current operating lease liabilities |
Finance lease obligations, net of current portion | $ 17.7 | $ 15.4 |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Finance lease obligations, net of current portion | Finance lease obligations, net of current portion |
Long-term operating lease liabilities, net of current portion | $ 100 | $ 101.9 |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible Enumeration] | Long-term operating lease liabilities, net of current portion | Long-term operating lease liabilities, net of current portion |
Total | $ 137.6 | $ 136.3 |
Contingencies - Additional Info
Contingencies - Additional Information (Details) - USD ($) | 3 Months Ended | |
Mar. 31, 2023 | Dec. 31, 2022 | |
Commitments And Contingencies [Line Items] | ||
Estimated exposure of guarantees | $ 1,700,000 | $ 1,500,000 |
Guarantees accrued | 0 | 0 |
Floor plan financing facility | 257,800,000 | 219,500,000 |
Letter of Credit | ||
Commitments And Contingencies [Line Items] | ||
Floor plan financing facility | $ 4,900,000 | $ 4,900,000 |
Minimum | ||
Commitments And Contingencies [Line Items] | ||
Term of guarantees | 1 year | |
Maximum | ||
Commitments And Contingencies [Line Items] | ||
Term of guarantees | 5 years |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Details) - USD ($) | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Income Tax Disclosure [Abstract] | |||
Deferred income tax expense in foreign jurisdictions | $ 100,000 | ||
Income tax provision | $ 100,000 | $ 0 | |
Effective income tax rate | 9.10% | 0% | |
Federal net operating tax loss carryforwards | $ 30,500,000 | ||
Percentage of future taxable income | 80% | ||
State net operating loss carryforwards | $ 32,200,000 |
Equity - Summary of Components
Equity - Summary of Components of AOCI as Reported in Condensed Consolidated Balance Sheets, and Changes in AOCI by Components, Net of Tax (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance at December 31, 2022 | $ (2.9) |
Other comprehensive income (loss) before reclassification | (0.3) |
Net current-period other comprehensive income (loss) | (0.3) |
Balance at March 31, 2023 | (3.2) |
Foreign Currency Translation | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance at December 31, 2022 | (1.5) |
Other comprehensive income (loss) before reclassification | 0.1 |
Net current-period other comprehensive income (loss) | 0.1 |
Balance at March 31, 2023 | (1.4) |
Unrealized Loss on Cash Flow Hedges | |
Accumulated Other Comprehensive Income (Loss) [Line Items] | |
Balance at December 31, 2022 | (1.4) |
Other comprehensive income (loss) before reclassification | (0.4) |
Net current-period other comprehensive income (loss) | (0.4) |
Balance at March 31, 2023 | $ (1.8) |
Stock-based Compensation - Addi
Stock-based Compensation - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
RSUs | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Compensation expense | $ 0.8 | $ 0.3 |
Restricted Stock Awards | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Unrecognized compensation expense | $ 1.5 | |
Unrecognized compensation expense, weighted average recognition period | 1 year 2 months 12 days | |
PSUs | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Unrecognized compensation expense | $ 3.5 | |
Unrecognized compensation expense, weighted average recognition period | 1 year 9 months 18 days | |
Share based compensation arrangement by share based payment award award vesting period | 3 years | |
PSUs | Minimum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Percentage of target award amount on number of shares granted | 0% | |
PSUs | Maximum | ||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Percentage of target award amount on number of shares granted | 200% |
Stock-based Compensation - Summ
Stock-based Compensation - Summary of Restricted Stock Granted and Vested (Details) | 3 Months Ended |
Mar. 31, 2023 $ / shares shares | |
RSUs | |
Number of units | |
Number of units unvested, Beginning balance | shares | 288,266 |
Number of units, Vested-issued | shares | (120,079) |
Number of units, Vested-unissued | shares | (9,326) |
Number of units unvested, Ending balance | shares | 158,861 |
Weighted average grant date fair value | |
Weighted average grant date fair value unvested, Beginning balance | $ / shares | $ 10.24 |
Weighted average grant date fair value, Vested-issued | $ / shares | 9.95 |
Weighted average grant date fair value, Vested-unissued | $ / shares | 11.05 |
Weighted average grant date fair value unvested, Ending balance | $ / shares | $ 10.42 |
PSUs | |
Number of units | |
Number of units unvested, Beginning balance | shares | 424,538 |
Number of units, Vested-issued | shares | (53,790) |
Number of units unvested, Ending balance | shares | 370,748 |
Weighted average grant date fair value | |
Weighted average grant date fair value unvested, Beginning balance | $ / shares | $ 12.14 |
Weighted average grant date fair value, Vested-issued | $ / shares | 12.14 |
Weighted average grant date fair value unvested, Ending balance | $ / shares | $ 12.14 |
Fair Value of Financial Instr_3
Fair Value of Financial Instruments - Summary of Fair Value and Carrying Value of Debt Instruments (Details) - Recurring Measures at Fair Value - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Fair Value, Assets Measured on Recurring Basis, Unobservable Input Reconciliation [Line Items] | ||
Estimated aggregate fair value | $ 574.7 | $ 521 |
Aggregate carrying value | $ 595.2 | $ 554.1 |
Fair Value of Financial Instr_4
Fair Value of Financial Instruments - Summary of Recurring Measures at Fair Value by Level of Hierarchy (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Level 3 | ||
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | ||
Contingent consideration | $ 9.9 | $ 9.8 |
Fair Value of Financial Instr_5
Fair Value of Financial Instruments - Summary of Changes to Level 3 Instruments (Details) - Level 3 $ in Millions | 3 Months Ended |
Mar. 31, 2023 USD ($) | |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis [Line Items] | |
Beginning balance | $ 9.8 |
Change in fair value | 0.1 |
Ending balance | $ 9.9 |
Fair Value of Financial Instr_6
Fair Value of Financial Instruments - Additional Information (Details) $ in Millions | Mar. 31, 2023 USD ($) |
Foreign Currency Forward Contracts | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Notional amount | $ 5.5 |
Interest Rate Cap | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Notional amount | $ 200 |
Interest Rate Cap | SOFR | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |
Strike rate | 4.50% |
Fair Value of Financial Instr_7
Fair Value of Financial Instruments - Summary of Derivative Financial Instruments Measured at Fair Value (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Interest Rate Cap | Other Assets | ||
Derivative [Line Items] | ||
Interest rate cap fair value | $ 2.7 | $ 3.5 |
Foreign Currency Contracts | Other Current Liabilities | ||
Derivative [Line Items] | ||
Foreign currency contracts | $ 0.2 |
Business Combinations - Additio
Business Combinations - Additional Information (Details) $ in Millions | Mar. 01, 2023 USD ($) |
M&G Materials Handling Co. | |
Business Acquisition [Line Items] | |
Purchase price | $ 2.3 |
Business Combinations - Summary
Business Combinations - Summary of Net Assets Acquired by segment from Acquisition (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Business Acquisition [Line Items] | |||
Goodwill | $ 70.5 | $ 69.2 | |
Assets acquired net of cash | 1.7 | $ 1.2 | |
Material Handling | |||
Business Acquisition [Line Items] | |||
Goodwill | 14 | 13.6 | |
Master Distribution | |||
Business Acquisition [Line Items] | |||
Goodwill | 18.5 | $ 17.6 | |
2022 Acquisitions | |||
Business Acquisition [Line Items] | |||
Cash | 2.3 | ||
Accounts receivable | 19.1 | ||
Inventories | 20.2 | ||
Prepaid expenses and other current assets | 0.8 | ||
Rental fleet | 22.7 | ||
Property and equipment | 2.6 | ||
Operating lease right-of-use assets | 3.8 | ||
Other intangible assets | 29.2 | ||
Goodwill | 20.2 | ||
Total assets | 120.9 | ||
Accounts payable | (9.7) | ||
Customer deposits | (2.2) | ||
Accrued expenses | (1.8) | ||
Current operating lease liabilities | (0.9) | ||
Current deferred revenue | (1.2) | ||
Other current liabilities | (0.9) | ||
Long-term operating lease liabilities | (2.9) | ||
Deferred tax liability | (2.2) | ||
Total Liabilities | (21.8) | ||
Net assets acquired | 99.1 | ||
Assets acquired net of cash | 96.8 | ||
2022 Acquisitions | Material Handling | |||
Business Acquisition [Line Items] | |||
Cash | 2.3 | ||
Accounts receivable | 9.6 | ||
Inventories | 7.6 | ||
Prepaid expenses and other current assets | 0.1 | ||
Rental fleet | 22.7 | ||
Property and equipment | 2 | ||
Operating lease right-of-use assets | 2.2 | ||
Other intangible assets | 1.4 | ||
Goodwill | 1.7 | ||
Total assets | 49.6 | ||
Accounts payable | (1.5) | ||
Accrued expenses | (1.6) | ||
Current operating lease liabilities | (0.8) | ||
Current deferred revenue | (1.2) | ||
Long-term operating lease liabilities | (1.4) | ||
Deferred tax liability | (2.2) | ||
Total Liabilities | (8.7) | ||
Net assets acquired | 40.9 | ||
Assets acquired net of cash | 38.6 | ||
2022 Acquisitions | Master Distribution | |||
Business Acquisition [Line Items] | |||
Accounts receivable | 9.5 | ||
Inventories | 12.6 | ||
Prepaid expenses and other current assets | 0.7 | ||
Property and equipment | 0.6 | ||
Operating lease right-of-use assets | 1.6 | ||
Other intangible assets | 27.8 | ||
Goodwill | 18.5 | ||
Total assets | 71.3 | ||
Accounts payable | (8.2) | ||
Customer deposits | (2.2) | ||
Accrued expenses | (0.2) | ||
Current operating lease liabilities | (0.1) | ||
Other current liabilities | (0.9) | ||
Long-term operating lease liabilities | (1.5) | ||
Total Liabilities | (13.1) | ||
Net assets acquired | 58.2 | ||
Assets acquired net of cash | $ 58.2 |
Segments - Additional Informati
Segments - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2023 Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 3 |
Segments - Schedule of Results
Segments - Schedule of Results of Operations by Reportable Segment (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Segment Reporting Information [Line Items] | ||
Total revenues | $ 420.7 | $ 331.7 |
Interest expense | 12 | 6.1 |
Depreciation and amortization | 28.1 | 24.2 |
Net income (loss) | 0.2 | (2) |
Income (loss) before taxes | 1.1 | (1.2) |
Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Total revenues | (3.9) | |
Interest expense | 0.7 | 0.3 |
Depreciation and amortization | 0.1 | |
Income (loss) before taxes | (5.8) | (3.1) |
Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 164.8 | 125.6 |
Interest expense | 3.9 | 2.3 |
Depreciation and amortization | 8.1 | 5.3 |
Income (loss) before taxes | 5.1 | 4 |
Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 233.1 | 206.1 |
Interest expense | 6.6 | 3.5 |
Depreciation and amortization | 18.8 | 18.9 |
Income (loss) before taxes | (1.6) | (2.1) |
Operating Segments | Master Distribution | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 26.7 | |
Interest expense | 0.8 | |
Depreciation and amortization | 1.1 | |
Income (loss) before taxes | 3.4 | |
New and Used Equipment Sales | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 219.6 | 151.6 |
New and Used Equipment Sales | Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Total revenues | (3.5) | |
New and Used Equipment Sales | Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 87.5 | 66.9 |
New and Used Equipment Sales | Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 112.1 | 84.7 |
New and Used Equipment Sales | Operating Segments | Master Distribution | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 23.5 | |
Parts Sales | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 68.4 | 53.4 |
Parts Sales | Corporate and Other | ||
Segment Reporting Information [Line Items] | ||
Total revenues | (0.4) | |
Parts Sales | Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 25 | 19.2 |
Parts Sales | Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 40.9 | 34.2 |
Parts Sales | Operating Segments | Master Distribution | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 2.9 | |
Service Revenue | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 60.2 | 48.2 |
Service Revenue | Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 32.9 | 26.7 |
Service Revenue | Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 27.2 | 21.5 |
Service Revenue | Operating Segments | Master Distribution | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 0.1 | |
Rental Revenue | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 43.5 | 37.7 |
Rental Revenue | Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 18 | 12.8 |
Rental Revenue | Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 25.3 | 24.9 |
Rental Revenue | Operating Segments | Master Distribution | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 0.2 | |
Rental Equipment Sales | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 29 | 40.8 |
Rental Equipment Sales | Operating Segments | Material Handling | ||
Segment Reporting Information [Line Items] | ||
Total revenues | 1.4 | |
Rental Equipment Sales | Operating Segments | Construction Equipment | ||
Segment Reporting Information [Line Items] | ||
Total revenues | $ 27.6 | $ 40.8 |
Segments - Summary of Identifie
Segments - Summary of Identified Assets by Reportable Segment (Details) - USD ($) $ in Millions | Mar. 31, 2023 | Dec. 31, 2022 |
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | $ 1,376.8 | $ 1,290.6 |
Corporate and Other | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 19.2 | 21.2 |
Operating Segments | Material Handling | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 446.5 | 416.3 |
Operating Segments | Master Distribution | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | 81.2 | 77.6 |
Operating Segments | Construction Equipment Segment | ||
Segment Reporting Asset Reconciling Item [Line Items] | ||
Total assets | $ 829.9 | $ 775.5 |
Earnings Per Share - Summary of
Earnings Per Share - Summary of Basic and Diluted Earnings Per Share (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2023 | Mar. 31, 2022 | |
Basic net (loss) income per share | ||
Net income (loss) available to common stockholders | $ 0.2 | $ (2) |
Basic weighted average common shares outstanding | 32,223,221 | 32,363,376 |
Basic net income (loss) per share of common stock | $ 0.01 | $ (0.06) |
Diluted income (loss) per share | ||
Net income (loss) available to common stockholders | $ 0.2 | $ (2) |
Basic weighted average common shares outstanding | 32,223,221 | 32,363,376 |
Effect of dilutive securities: | ||
Effect of dilutive non-vested restricted stock units | 207,494 | |
Diluted weighted average common shares outstanding | 32,430,715 | 32,363,376 |
Diluted net income (loss) per share of common stock | $ 0.01 | $ (0.06) |
Earnings Per Share - Additional
Earnings Per Share - Additional Information (Details) | 3 Months Ended |
Mar. 31, 2022 shares | |
Earnings Per Share [Abstract] | |
Antidilutive securities excluded from computation of earnings per share | 91,000 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2023 | Mar. 31, 2022 | Dec. 31, 2022 | |
Subsequent Event [Line Items] | |||
Common stock, shares issued | 32,368,112 | 32,194,243 | |
Assets acquired net of cash | $ 1.7 | $ 1.2 | |
Net income (loss) | $ 1 | $ (1.2) |