Document and Entity Information
Document and Entity Information | 3 Months Ended |
Mar. 31, 2016shares | |
Document and entity information | |
Entity Registrant Name | MANITOWOC CO INC |
Entity Central Index Key | 61,986 |
Document Type | 10-Q |
Document Period End Date | Mar. 31, 2016 |
Amendment Flag | false |
Current Fiscal Year End Date | --12-31 |
Entity Current Reporting Status | Yes |
Entity Filer Category | Large Accelerated Filer |
Entity Common Stock, Shares Outstanding | 137,016,712 |
Document Fiscal Year Focus | 2,016 |
Document Fiscal Period Focus | Q1 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Operations - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Operations | ||
Net sales | $ 427.4 | $ 406.7 |
Costs and expenses: | ||
Cost of sales | 345.5 | 331.3 |
Engineering, selling and administrative expenses | 72.4 | 82.7 |
Amortization expense | 0.7 | 0.8 |
Restructuring expense | 4.4 | 0.2 |
Other | 1.4 | 0 |
Total operating costs and expenses | 424.4 | 415 |
Earnings (loss) from operations | 3 | (8.3) |
Other income (expense): | ||
Interest expense | (9.7) | (23.3) |
Amortization of deferred financing fees | (0.9) | (1.1) |
Loss on debt extinguishment | (72) | 0 |
Other income (expense) - net | 1.1 | (0.2) |
Total other expense | (81.5) | (24.6) |
Loss from continuing operations before taxes on income | (78.5) | (32.9) |
Provision (benefit) for taxes on income | 122.3 | (7.4) |
Loss from continuing operations | (200.8) | (25.5) |
Discontinued operations: | ||
(Loss) earnings from discontinued operations, net of income taxes of $(1.3) and $6.1, respectively | (3.2) | 17.1 |
Net loss | $ (204) | $ (8.4) |
(Loss) earnings per common share - basic: | ||
Loss from continuing operations (in dollars per share) | $ (1.47) | $ (0.19) |
(Loss) earnings from discontinued operations (in dollars per share) | (0.02) | 0.13 |
Loss per common share - basic (in dollars per share) | (1.49) | (0.06) |
Earnings (loss) per common share - diluted: | ||
Loss from continuing operations (in dollars per share) | (1.47) | (0.19) |
(Loss) earnings from discontinued operations (in dollars per share) | (0.02) | 0.13 |
Loss per common share - diluted (in dollars per share) | $ (1.49) | $ (0.06) |
Weighted average shares outstanding — basic (in shares) | 136,599,912 | 135,641,914 |
Weighted average shares outstanding — diluted (in shares) | 136,599,912 | 135,641,914 |
Consolidated Statements of Oper
Consolidated Statements of Operations (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement [Abstract] | ||
Discontinued operation, net income taxes | $ (1.3) | $ 6.1 |
Condensed Consolidated Stateme4
Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Net loss | $ (204) | $ (8.4) |
Other comprehensive income (loss), net of tax | ||
Unrealized income (loss) on derivatives, net of income tax (benefit) of $0.0 and $(2.7), respectively | (0.9) | (4.1) |
Employee pension and postretirement benefits, net of income tax provision of $0.0 and $0.5, respectively | 1.2 | 1.4 |
Foreign currency translation adjustments | 49.2 | (62.8) |
Net current period other comprehensive income (loss) | 49.5 | (65.5) |
Comprehensive loss | $ (154.5) | $ (73.9) |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Comprehensive Income (Loss) (Parenthetical) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Statement of Comprehensive Income [Abstract] | ||
Unrealized income (loss) on derivatives, net of income taxes | $ 0 | $ (2.7) |
Employee pension and post retirement benefits, net of income taxes of | $ 0 | $ 0.5 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Current Assets: | ||
Cash and temporary investments | $ 87.2 | $ 31.5 |
Restricted cash | 17.2 | 16.9 |
Accounts receivable, less allowances of $13.3 and $12.8, respectively | 185.6 | 155.7 |
Inventories — net | 498.9 | 452.6 |
Other current assets | 110.1 | 102.7 |
Current assets of discontinued operations | 0 | 254.2 |
Total current assets | 899 | 1,013.6 |
Property, plant and equipment — net | 416.9 | 410.7 |
Goodwill | 312.7 | 306.5 |
Other intangible assets — net | 121.3 | 119.3 |
Other long-term assets | 64.8 | 178.8 |
Long-term assets held for sale | 5.7 | 5.5 |
Long-term assets of discontinued operations | 0 | 1,501.5 |
Total assets | 1,820.4 | 3,535.9 |
Current Liabilities: | ||
Accounts payable and accrued expenses | 424.3 | 436.3 |
Short-term borrowings | 33.7 | 67.2 |
Product warranties | 36.3 | 35.9 |
Customer advances | 10.3 | 10.3 |
Product liabilities | 22 | 21.9 |
Current liabilities of discontinued operations | 0 | 312 |
Total current liabilities | 526.6 | 883.6 |
Non-Current Liabilities: | ||
Long-term debt | 269.3 | 1,326.6 |
Deferred income taxes | 37.7 | 25.6 |
Pension obligations | 78.4 | 99.4 |
Postretirement health and other benefit obligations | 37.6 | 44.4 |
Long-term deferred revenue | 26.2 | 29.7 |
Other non-current liabilities | 76.7 | 87.3 |
Long-term liabilities of discontinued operations | 0 | 219.8 |
Total non-current liabilities | $ 525.9 | $ 1,832.8 |
Commitments and contingencies (Note 15) | ||
Total Equity: | ||
Common stock (300,000,000 shares authorized, 163,175,928 shares issued, 137,016,712 and 136,617,161 shares outstanding, respectively) | $ 1.4 | $ 1.4 |
Additional paid-in capital | 560.3 | 558 |
Accumulated other comprehensive loss | (109.6) | (207.8) |
Retained earnings | 386.3 | 539.5 |
Treasury stock, at cost (26,159,216 and 26,558,767 shares, respectively) | (70.5) | (71.6) |
Total equity | 767.9 | 819.5 |
Total liabilities and equity | $ 1,820.4 | $ 3,535.9 |
Condensed Consolidated Balance7
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Statement of Financial Position [Abstract] | ||
Accounts Receivable, allowances (in dollars) | $ 13.3 | $ 12.8 |
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Common stock, shares issued | 163,175,928 | 163,175,928 |
Common stock, shares outstanding | 137,016,712 | 136,617,161 |
Treasury stock, shares | 26,159,216 | 26,558,767 |
Condensed Consolidated Stateme8
Condensed Consolidated Statements of Cash Flows - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Cash Flows from Operations: | ||
Net loss | $ (204) | $ (8.4) |
Adjustments to reconcile net earnings to cash used for operating activities of continuing operations: | ||
Discontinued operations, net of income taxes | 3.2 | (17.1) |
Depreciation | 12.2 | 11.8 |
Amortization of intangible assets | 0.7 | 0.8 |
Amortization of deferred financing fees | 0.9 | 1.1 |
Deferred income taxes | 124.1 | 33.1 |
Loss on early debt extinguishment | 15.4 | 0 |
Loss on sale of property, plant and equipment | (0.4) | (0.1) |
Other | (9.8) | 3.4 |
Changes in operating assets and liabilities, excluding effects of business acquisitions and divestitures: | ||
Accounts receivable | (26.1) | (3.8) |
Inventories | (35.9) | (52.3) |
Other assets | (4.7) | (36.1) |
Accounts payable | (11.2) | (29.6) |
Accrued expenses and other liabilities | (11.5) | 23.1 |
Net cash used for operating activities of continuing operations | (147.1) | (74.1) |
Net cash used for operating activities of discontinued operations | (63) | (61.6) |
Net cash used for operating activities | (210.1) | (135.7) |
Cash Flows from Investing: | ||
Capital expenditures | (10.9) | (8.5) |
Proceeds from sale of property, plant and equipment | 1.2 | 2 |
Restricted cash | (0.1) | 0.2 |
Net cash used for investing activities of continuing operations | (9.8) | (6.3) |
Net cash used for investing activities of discontinued operations | (2.4) | (3.4) |
Net cash used for investing activities | (12.2) | (9.7) |
Cash Flows from Financing: | ||
Proceeds from revolving credit facility | 0 | 175 |
Payments on long-term debt | (1,345.2) | (22.6) |
Proceeds from long-term debt | 255.2 | 0.7 |
Payments on notes financing | (3.7) | (5.5) |
Debt issuance costs | (7.9) | 0 |
Exercises of stock options | 1.9 | 3.4 |
Dividend from MFS | 1,361.7 | 0 |
Cash transferred to MFS | (17.7) | 0 |
Net cash provided by financing activities of continuing operations | 244.3 | 151 |
Net cash provided by financing activities of discontinued operations | 0.2 | 0 |
Net cash provided by financing activities | 244.5 | 151 |
Effect of exchange rate changes on cash | 1.6 | (5.4) |
Net increase in cash and cash equivalents | 23.8 | 0.2 |
Balance at beginning of period, including cash from discontinued operations | 63.4 | 68 |
Balance at end of period | $ 87.2 | $ 68.2 |
Accounting Policies
Accounting Policies | 3 Months Ended |
Mar. 31, 2016 | |
Accounting Policies [Abstract] | |
Accounting Policies | Accounting Policies During the first quarter of fiscal 2016, the Board of Directors of The Manitowoc Company, Inc. (“Manitowoc,” “MTW,” and the “Company”) approved the tax-free spin-off of the Company’s foodservice business (“MFS”) into an independent, public company (the “Spin-Off”). To consummate the Spin-Off, the Board declared a pro rata dividend of MFS common stock to MTW’s stockholders of record as of the close of business on February 22, 2016 (the "Record Date"), payable on March 4, 2016. Each MTW stockholder received one share of MFS common stock for every share of MTW common stock held as of the close of business on the Record Date. In these Condensed Consolidated Financial Statements, unless otherwise indicated, references to Manitowoc, MTW and the Company, refer to The Manitowoc Company, Inc. and its consolidated subsidiaries after giving effect to the Spin-Off, or, in the case of information as of dates or for periods prior to the Spin-Off, the consolidated entities of the Crane business and certain other assets and liabilities that were historically held at the MTW corporate level but were specifically identifiable and attributable to the Crane business. As a result of the Spin-Off, the Condensed Consolidated Financial Statements and related financial information reflect MFS operations, assets and liabilities, and cash flows as discontinued operations for all periods presented. Refer to Note 2, "Discontinued Operations," for additional information regarding the Spin-Off. Subsequent to the Spin-Off, the management team determined that Manitowoc has one reportable segment, the Crane business. The Company identified its segment using the “management approach,” which designates the internal organization that is used by management for making operating decisions and assessing performance. The current reporting structure is under review by the management team and may change in future periods. In the opinion of management, the accompanying unaudited Condensed Consolidated Financial Statements contain all adjustments necessary for a fair statement of the results of operations and comprehensive income for the three months ended March 31, 2016 and 2015 , the cash flows for the same three -month periods, and the financial position at March 31, 2016 and December 31, 2015 , and except as otherwise discussed, such adjustments consist of only those of a normal recurring nature. The interim results are not necessarily indicative of results for a full year and do not contain information included in the Company’s annual consolidated financial statements and notes for the year ended December 31, 2015 . Certain information and footnote disclosures, normally included in financial statements prepared in accordance with generally accepted accounting principles, have been condensed or omitted pursuant to SEC rules and regulations dealing with interim financial statements. However, the Company believes that the disclosures made in the Condensed Consolidated Financial Statements included herein are adequate to make the information presented not misleading. It is suggested that these financial statements be read in conjunction with the financial statements and the notes thereto included in the Company’s latest annual report on Form 10-K. All dollar amounts, except share and per share amounts, are in millions of dollars throughout the tables included in these notes unless otherwise indicated. During the first quarter of 2016, in conjunction with the Spin-Off, the Company identified an out-of-period adjustment related to deferred tax assets which originated prior to 2010, whereby the Company had understated the deferred tax assets by $6.2 million at each balance sheet date prior to March 31, 2016. In the first quarter of 2016, the Company recorded an adjustment to the deferred tax assets and the income tax provision on continuing operations to record the out-of-period adjustment. Additionally, the Company identified an out-of-period adjustment in MFS’ deferred tax assets, which also originated prior to 2010, whereby the Company had incorrectly understated the deferred tax assets by $2.9 million at each balance sheet date prior to March 31, 2016. In the first quarter of 2016, prior to the Spin-Off, the Company recorded an adjustment to the deferred tax assets and the income tax provision on discontinued operations to correct the out-of-period adjustment. The Company does not believe that these adjustments are material to its Condensed Consolidated Financial Statements for the quarter ended March 31, 2016 or its comparative annual or quarterly financial statements. Subsequent to the Company’s earnings release dated May 4, 2016, the Company recorded a reclassification of income tax benefit of $3.2 million from discontinuing operations to continuing operations in the Condensed Consolidated Statements of Operations for the three months ended March 31, 2015. |
Discontinued Operations
Discontinued Operations | 3 Months Ended |
Mar. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Discontinued Operations | Discontinued Operations On March 4, 2016, Manitowoc completed the Spin-Off of MFS. The financial results of MFS are presented as income (loss) from discontinued operations, net of income taxes in the Condensed Consolidated Statements of Operations. The following table presents financial results of MFS through the date of the Spin-Off for the three months ended March 31, 2016 and 2015 : Major classes of line items constituting earnings from discontinued operations before income taxes related to MFS Three Months Ended March 31, (in millions) 2016 2015 * Net sales $ 219.6 $ 345.4 Cost of sales 141.5 238.3 Engineering, selling and administrative expenses 48.3 75.9 Amortization expense 5.2 7.8 Restructuring expense 0.3 0.9 Separation expense 26.9 1.5 Total operating costs and expenses 222.2 324.4 (Loss) earnings from operations (2.6 ) 21.0 Other (expense) income (1.9 ) 2.4 (Loss) earnings from discontinued operations before income taxes (4.5 ) 23.4 Benefit (provision) for taxes on earnings (1.3 ) 6.2 (Loss) earnings from discontinued operations, net of income taxes $ (3.2 ) $ 17.2 * Amounts are through March 4, 2016. The assets and liabilities of MFS have been classified as discontinued operations as of December 31, 2015 . No assets or liabilities of MFS are reflected on the Company's Condensed Consolidated Balance Sheet as of March 31, 2016 . These amounts consisted of the following carrying amounts in each major class at December 31, 2015 . Carrying amounts of major classes of assets and liabilities included as part of discontinued operations related to MFS (in millions) December 31, Assets Cash and temporary investments $ 32.6 Accounts receivable - net 63.8 Inventories - net 145.9 Other current assets 11.9 Property, plant and equipment - net 116.4 Goodwill 845.8 Other intangible assets - net 519.6 Other long-term assets 16.0 Long-term assets held for sale 3.7 Total major classes of assets of discontinued operations $ 1,755.7 Liabilities Accounts payable and accrued expenses $ 271.8 Current portion of long-term debt 0.4 Other current liabilities 39.8 Long-term debt 2.3 Deferred income taxes 167.9 Pension 29.3 Postretirement health and other benefit obligations 3.0 Other non-current liabilities 17.3 Total major classes of liabilities of discontinued operations $ 531.8 Manitowoc and MFS entered into several agreements in connection with the separation, including a transition services agreement ("TSA"), separation and distribution agreement, tax matters agreement and an employee matters agreement. Pursuant to the TSA, Manitowoc, MFS and their respective subsidiaries are providing to each other, on an interim, transitional basis, various services. Services being provided by Manitowoc include, among others, finance, information technology and certain other administrative services. The services generally commenced on March 4, 2016 and are expected to terminate within 12 months of that date. Billings by Manitowoc under the TSA are recorded as a reduction of the costs to provide the respective service in the applicable expense category. During the three months ended March 31, 2016 and 2015 , the Company recorded $26.9 million and $1.5 million of separation costs related to the Spin-Off consisting primarily of professional and consulting fees, which are included in the results of discontinued operations. The following selected financial data of various other businesses disposed of prior to 2014, consisting primarily of administrative costs, for the three months ended March 31, 2016 and 2015 , is presented for informational purposes only and does not necessarily reflect what the results of operations would have been had the businesses operated as stand-alone entities. Three Months Ended March 31, (in millions) 2016 2015 Net sales $ — $ — Pretax loss from discontinued operations $ — $ (0.2 ) Benefit for taxes on earnings — (0.1 ) Net loss from discontinued operations $ — $ (0.1 ) In 2014, the Company sold its interest in Manitowoc Dong Yue. Subsequent to the sale, Manitowoc Dong Yue had approximately $17.3 million of third party debt outstanding under a loan agreement entered into during the first quarter of 2014 that the Company has fully guaranteed. The loan is fully secured by Manitowoc Dong Yue’s fixed assets as well as finished goods inventory. Manitowoc Dong Yue is repaying the loan over a four -year period, with the last payment due on December 31, 2017. |
Acquisitions and Disposals
Acquisitions and Disposals | 3 Months Ended |
Mar. 31, 2016 | |
Business Combinations [Abstract] | |
Acquisitions and Disposals | Acquisitions and Disposals Foodservice businesses On October 21, 2015 , MFS acquired the remaining 50.0% of outstanding shares of a joint venture in Thailand. Welbilt Thailand is a manufacturer of kitchen equipment in South East Asia. The purchase price, net of cash acquired, was approximately $5.3 million . Allocation of the purchase price resulted in $1.4 million of goodwill and $4.2 million of intangible assets. The results of Welbilt Thailand were included in the results of MFS since the date of acquisition, and, thus, are now classified in discontinued operations. On December 7, 2015, Manitowoc announced the completion of the sale of a non-material MFS subsidiary, Kysor Panel Systems, a manufacturer of wood frame and high-density rail panel systems for walk-in freezers and coolers for the retail and convenience-store markets. The sale price for the transaction was approximately $85 million , with cash proceeds received of approximately $78 million , which were used to reduce outstanding debt. As a result of to the Spin-Off, the results of this business are classified in discontinued operations. |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Financial Instruments, Owned, at Fair Value [Abstract] | |
Fair Value of Financial Instruments | Fair Value of Financial Instruments The following tables set forth the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 by level within the fair value hierarchy. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Fair Value as of March 31, 2016 (in millions) Level 1 Level 2 Level 3 Total Current Assets: Foreign currency exchange contracts $ — $ 0.4 $ — $ 0.4 Total current assets at fair value $ — $ 0.4 $ — $ 0.4 Current Liabilities: Foreign currency exchange contracts $ — $ 2.9 $ — $ 2.9 Commodity contracts — 0.1 — 0.1 Total current liabilities at fair value $ — $ 3.0 $ — $ 3.0 Fair Value as of December 31, 2015 (in millions) Level 1 Level 2 Level 3 Total Current Assets: Foreign currency exchange contracts $ — $ 0.3 $ — $ 0.3 Total current assets at fair value $ — $ 0.3 $ — $ 0.3 Current Liabilities: Foreign currency exchange contracts $ — $ 1.1 $ — $ 1.1 Commodity contracts — 0.7 — 0.7 Interest rate swap contracts: Float-to-fixed — 1.7 — 1.7 Total current liabilities at fair value $ — $ 3.5 $ — $ 3.5 Non-current Liabilities: Interest rate swap contracts: Float-to-fixed $ — $ 0.6 $ — $ 0.6 Foreign currency exchange contracts — 0.1 — 0.1 Total non-current liabilities at fair value $ — $ 0.7 $ — $ 0.7 The fair value of the Company's 12.750% Senior Secured Second Lien Notes due 2021 was $269.4 million as of March 31, 2016 . The fair value of the Company’s 8.50% Senior Notes due 2020 was $623.1 million as of December 31, 2015 and the fair value of the Company’s 5.875% Senior Notes due 2022 was $310.6 million as of December 31, 2015 . These Senior Notes were redeemed on March 3, 2016 . The fair values of the Company’s Term Loans under its Prior Senior Credit Facility, which was replaced by the ABL Revolving Credit Facility (as defined in Note 9) on March 3, 2016 , were as follows as of December 31, 2015 : Term Loan A — $307.7 million and Term Loan B — $116.7 million . See Note 9, “Debt,” for a description of the debt instruments and their related carrying values. Accounting Standards Codification ("ASC") Topic 820-10, “Fair Value Measurement,” defines fair value as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820-10 classifies the inputs used to measure fair value into the following hierarchy: Level 1 Unadjusted quoted prices in active markets for identical assets or liabilities Level 2 Unadjusted quoted prices in active markets for similar assets or liabilities, or Unadjusted quoted prices for identical or similar assets or liabilities in markets that are not active, or Inputs other than quoted prices that are observable for the asset or liability Level 3 Unobservable inputs for the asset or liability The Company endeavors to utilize the best available information in measuring fair value. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. The Company estimates the fair value of its Senior Notes and previously outstanding Term Loans based on quoted market prices of the instruments; because these markets are typically thinly traded, the assets and liabilities are classified as Level 2 within the valuation hierarchy. The carrying values of cash and cash equivalents, accounts receivable, accounts payable, deferred purchase price notes on receivables sold (see Note 10, “Accounts Receivable Securitization”) and short-term variable debt, including any amounts outstanding under the ABL Revolving Credit Facility, approximate fair value, without being discounted as of March 31, 2016 and December 31, 2015 , due to the short-term nature of these instruments. As a result of its global operating and financing activities, the Company is exposed to market risks from changes in interest rates, foreign currency exchange rates and commodity prices, which may adversely affect the Company’s operating results and financial position. When deemed appropriate, the Company minimizes these risks through the use of derivative financial instruments. Derivative financial instruments are used to manage risk and are not used for trading or other speculative purposes, and the Company does not use leveraged derivative financial instruments. The foreign currency exchange, commodity and interest rate contracts are valued through an independent valuation source that uses an industry standard data provider, with resulting valuations periodically validated through third-party or counterparty quotes. As such, these derivative instruments are classified within Level 2. |
Derivative Financial Instrument
Derivative Financial Instruments | 3 Months Ended |
Mar. 31, 2016 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | |
Derivative Financial Instruments | Derivative Financial Instruments The Company’s risk management objective is to ensure that business exposures to risks that have been identified and measured and are capable of being controlled are minimized or managed using what it believes to be the most effective and efficient methods to manage, eliminate, reduce or transfer such exposures. Operating decisions consider associated risks, and transactions are structured to minimize or manage risk whenever possible. Use of derivative instruments is consistent with the overall business and risk management objectives of the Company. Derivative instruments may be used to manage business risk within limits specified by the Company’s risk policy and to manage exposures that have been identified through the risk identification and measurement process, provided that they clearly qualify as “hedging” activities as defined in the risk policy. Use of derivative instruments is not automatic, nor is it necessarily the only response to managing pertinent business risk. Use is permitted only after the risks that have been identified are determined to exceed defined tolerance levels and are considered to be unavoidable. The primary risks managed by the Company by using derivative instruments are interest rate risk, commodity price risk and foreign currency exchange risk. Interest rate swaps are used to manage interest rate or fair value risk. Swap contracts on various commodities are used to manage the price risk associated with forecasted purchases of materials used in the Company’s manufacturing processes. The Company also enters into various foreign currency derivative instruments to manage foreign currency risk associated with the Company’s projected foreign currency denominated purchases, sales, and receivable and payable balances. ASC Topic 815-10, “Derivatives and Hedging,” requires companies to recognize all derivative instruments as either assets or liabilities at fair value in the statement of financial position. In accordance with ASC Topic 815-10, the Company designates commodity swaps, foreign currency exchange contracts and float-to-fixed interest rate derivative contracts as cash flow hedges of forecasted purchases of commodities and purchases and sales currencies, and of variable rate interest payments. Also in accordance with ASC Topic 815-10, the Company designates fixed-to-float interest rate swaps as fair market value hedges of fixed rate debt, which synthetically swap the Company’s fixed rate debt to floating rate debt. For derivative instruments that are designated and qualify as cash flow hedges, the effective portion of the gain or loss on the derivative is reported as a component of other comprehensive income (loss) and is reclassified into earnings in the same period or periods during which the hedged transaction affects earnings. Gains and losses on the derivative instruments representing either hedge ineffectiveness or hedge components excluded from the assessment of effectiveness are recognized in current earnings. In the next twelve months, the Company estimates that $1.6 million of unrealized losses net of tax related to commodity price and currency exchange rate hedging will be reclassified from other comprehensive income into earnings. Foreign currency and commodity hedging is generally completed prospectively on a rolling basis for between twelve and twenty-four months, respectively, depending on the type of risk being hedged. As of March 31, 2016 and December 31, 2015 , the Company had the following outstanding commodity and foreign currency exchange contracts that were intended to hedge forecasted transactions: Units Hedged Commodity March 31, 2016 December 31, 2015 Unit Type Natural Gas 69,379 175,617 MMBtu Cash Flow Steel 3,789 4,811 Tons Cash Flow Units Hedged Short Currency March 31, 2016 December 31, 2015 Type European Euro 740,555 — Cash Flow South Korean Won 706,322,850 1,533,257,930 Cash Flow Singapore Dollar 600,000 1,800,000 Cash Flow Japanese Yen 81,971,900 245,915,700 Cash Flow As of December 31, 2015 , the Company had $ 175.0 million notional amount of float-to-fixed interest rate swaps outstanding related to Term Loan A under the Prior Senior Credit Facility that were designated as cash flow hedges. As a result, $ 175.0 million of Term Loan A was hedged at an interest rate of 1.635% , plus the applicable spread based on the Consolidated Total Leverage Ratio of the Company as defined under the Prior Senior Credit Facility at December 31, 2015 . As of March 31, 2016 and December 31, 2015 , the Company had no outstanding fixed-to-float interest rate swaps related to the Senior Notes. See Note 9, “Debt,” for a description of the debt instruments. For derivative instruments that are not designated as hedging instruments under ASC Topic 815-10, the gains or losses on the derivatives are recognized in current earnings within Other (expense) income, net in the Condensed Consolidated Statements of Operations. As of March 31, 2016 and December 31, 2015 , the Company had the following outstanding foreign currency exchange contracts that were not designated as hedging instruments: Units Hedged Short Currency March 31, December 31, 2015 Recognized Location Purpose Euro 13,315,716 20,490,320 Other income, net Accounts Payable and Receivable Settlement United States Dollar 13,150,400 17,321,106 Other income, net Accounts Payable and Receivable Settlement Japanese Yen — 70,518,463 Other income, net Accounts Payable and Receivable Settlement British Pound Sterling — 4,840,238 Other income, net Accounts Payable and Receivable Settlement Singapore Dollar — 500,000 Other income, net Accounts Payable and Receivable Settlement Aluminum — 175 MT Other income, net De-designated commodity swap Steel — 3,989 MT Other income, net De-designated commodity swap The fair value of outstanding derivative contracts recorded as assets in the accompanying Condensed Consolidated Balance Sheets as of March 31, 2016 and December 31, 2015 was as follows: ASSET DERIVATIVES March 31, 2016 December 31, 2015 (in millions) Balance Sheet Location Fair Value Derivatives designated as hedging instruments Foreign exchange contracts Other current assets $ 0.4 $ 0.3 Total derivatives designated as hedging instruments $ 0.4 $ 0.3 Total asset derivatives $ 0.4 $ 0.3 The fair value of outstanding derivative contracts recorded as liabilities in the accompanying Condensed Consolidated Balance Sheets as of March 31, 2016 and December 31, 2015 was as follows: LIABILITY DERIVATIVES March 31, 2016 December 31, 2015 (in millions) Balance Sheet Location Fair Value Derivatives designated as hedging instruments Foreign exchange contracts Accounts payable and accrued expenses $ 2.9 $ 0.2 Commodity contracts Accounts payable and accrued expenses 0.1 0.7 Interest rate swap contracts: Float-to-fixed Accounts payable and accrued expenses — 1.7 Commodity contracts Other non-current liabilities — 0.1 Interest rate swap contracts: Float-to-fixed Other non-current liabilities — 0.6 Total derivatives designated as hedging instruments $ 3.0 $ 3.3 LIABILITY DERIVATIVES March 31, 2016 December 31, 2015 (in millions) Balance Sheet Location Fair Value Derivatives NOT designated as hedging instruments Foreign exchange contracts Accounts payable and accrued expenses $ — $ 0.9 Total derivatives NOT designated as hedging instruments $ — $ 0.9 Total liability derivatives $ 3.0 $ 4.2 |
Inventories
Inventories | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories The components of inventories as of March 31, 2016 and December 31, 2015 are summarized as follows: (in millions) March 31, December 31, Inventories — gross: Raw materials $ 141.9 $ 155.3 Work-in-process 129.3 116.3 Finished goods 310.9 263.8 Total inventories — gross 582.1 535.4 Excess and obsolete inventory reserve (48.7 ) (46.2 ) Net inventories at FIFO cost 533.4 489.2 Excess of FIFO costs over LIFO value (34.5 ) (36.6 ) Inventories — net $ 498.9 $ 452.6 |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | Goodwill and Other Intangible Assets The changes in the carrying amount of goodwill for the year ended December 31, 2015 and the three months ended March 31, 2016 are as follows: (in millions) Total Balance as of January 1, 2015 $ 325.3 Foreign currency impact (18.8 ) Balance as of December 31, 2015 306.5 Foreign currency impact 6.2 Balance as of March 31, 2016 $ 312.7 The Company accounts for goodwill and other intangible assets under the guidance of ASC Topic 350, “Intangibles — Goodwill and Other.” The Company has one single reporting unit, cranes. The Company performs an annual impairment review at June 30 of every year or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company performs impairment reviews using a fair-value method based on the present value of future cash flows, which involves management’s judgments and assumptions about the amounts of those cash flows and the discount rates used. The estimated fair value is then compared with the carrying amount of the reporting unit, including recorded goodwill. Goodwill is then subject to risk of write-down to the extent that the carrying amount exceeds the estimated fair value. As of June 30, 2015, the Company performed its annual impairment analysis relative to goodwill and indefinite-lived intangible assets, and based on those results, no impairment was indicated. The Company continually monitors market conditions and determines if any additional interim reviews of goodwill, other intangibles or long-lived assets are warranted. In the event the Company determines that assets are impaired in the future, the Company would recognize a non-cash impairment charge, which could have a material adverse effect on the Company’s Condensed Consolidated Balance Sheet and Results of Operations. The gross carrying amount, accumulated amortization and net book value of the Company’s intangible assets other than goodwill at March 31, 2016 and December 31, 2015 are as follows: March 31, 2016 December 31, 2015 (in millions) Gross Carrying Amount Accumulated Amortization Net Book Value Gross Carrying Amount Accumulated Amortization Net Book Value Trademarks and tradenames $ 96.5 $ — $ 96.5 $ 94.2 $ — $ 94.2 Customer relationships 10.5 (7.4 ) 3.1 10.4 (7.1 ) 3.3 Patents 29.8 (27.6 ) 2.2 29.1 (26.6 ) 2.5 Engineering drawings 10.5 (9.8 ) 0.7 10.2 (9.3 ) 0.9 Distribution network 18.8 — 18.8 18.4 — 18.4 Other intangibles 0.3 (0.3 ) — 0.3 (0.3 ) — Total $ 166.4 $ (45.1 ) $ 121.3 $ 162.6 $ (43.3 ) $ 119.3 Amortization expense for the three months ended March 31, 2016 and 2015 was $0.7 million and $0.8 million , respectively. |
Accounts Payable and Accrued Ex
Accounts Payable and Accrued Expenses | 3 Months Ended |
Mar. 31, 2016 | |
Payables and Accruals [Abstract] | |
Accounts Payable and Accrued Expenses | Accounts Payable and Accrued Expenses Accounts payable and accrued expenses at March 31, 2016 and December 31, 2015 are summarized as follows: (in millions) March 31, December 31, Trade accounts payable $ 262.9 $ 268.5 Interest payable 4.2 13.2 Employee related expenses 61.1 60.1 Restructuring expenses 8.9 6.5 Deferred revenue - current 11.9 13.3 Income taxes payable 1.8 4.4 Miscellaneous accrued expenses 73.5 70.3 Total $ 424.3 $ 436.3 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Debt | Debt Outstanding debt at March 31, 2016 and December 31, 2015 is summarized as follows: (in millions) March 31, 2016 December 31, 2015 Term loan A $ — $ 312.8 Term loan B — 119.5 Senior notes due 2020 — 613.1 Senior notes due 2022 — 299.2 Senior secured second lien notes due 2021 248.1 — Other 63.2 66.3 Deferred financing (8.3 ) (17.1 ) Total debt 303.0 1,393.8 Less current portion and short-term borrowings (33.7 ) (67.2 ) Long-term debt $ 269.3 $ 1,326.6 On March 3, 2016 , the Company entered into a $225.0 million Asset Based Revolving Credit Facility (as amended, the "ABL Revolving Credit Facility") by and among the Company and certain of its domestic and German subsidiaries, as borrowers, the lenders party thereto, Wells Fargo Bank, N.A. as Administrative Agent, and Wells Fargo Bank N.A., JP Morgan Chase Bank, N.A. and Goldman Sachs Bank USA as Joint Lead Arrangers. The ABL Revolving Credit Facility includes a $75.0 million Letter of Credit Facility, $10.0 million of which is available to the German borrower, with a term of 5 years. The ABL Revolving Credit Facility replaced the $1,050.0 million Third Amended and Restated Credit Agreement (the “Prior Senior Credit Facility”), which the Company entered into on January 3, 2014. The Prior Senior Credit Facility included three different loan facilities. The first was a revolving facility with a five year term in the amount of $500.0 million . The second facility was Term Loan A in the aggregate amount of $350.0 million , with a term of five years. The third facility was Term Loan B in the aggregate amount of $200.0 million , with a term of seven years. The termination of the Prior Senior Credit Facility resulted in a loss of $5.9 million related to the write-off of deferred financing expenses. Loans made under the ABL Revolving Credit Facility are subject to a borrowing base and are secured by certain inventories and fixed assets of the Company and the guarantors and are guaranteed by the material direct and indirect subsidiaries of the Company. The ABL Revolving Credit Facility contains a Fixed Charge Coverage springing financial covenant, which measures the ratio of (i) consolidated earnings before interest, taxes, depreciation, amortization and other adjustments (Adjusted EBITDA), as defined in the credit agreement, to (ii) fixed charges, as defined in the related credit agreement. The financial covenant is triggered only if the Company fails to maintain minimum levels of availability under the credit facility. If triggered, the Company must maintain a Minimum Fixed Charge Coverage Ratio of 1.00 to 1.00 . The ABL Revolving Credit Facility includes customary representations and warranties, events of default and customary covenants, including without limitation: limitations on indebtedness, capital expenditures, restricted payments, disposals, investments, and acquisitions. As of December 31, 2015 , the Company had outstanding $175.0 million notional amount of float-to-fixed interest rate swaps outstanding related to Term Loan A under the Prior Senior Credit Facility that were designated as cash flow hedges. As a result, $175.0 million of Term Loan A was hedged at an interest rate of 1.635% , plus the applicable spread based on the Consolidated Total Leverage Ratio of the Company as defined under the Prior Senior Credit Facility. On February 18, 2016 , the Company entered into an indenture with Wells Fargo Bank, N.A., as trust and collateral agent, and completed the sale of $260.0 million aggregate principal amount of its 12.750% Senior Secured Second Lien Notes due August 15, 2021 (the " 2021 Notes"). Interest on the 2021 Notes is payable semi-annually in February and August of each year. The 2021 Notes were sold pursuant to an exemption from registration under the Securities Act of 1933, as amended, and were resold by the initial purchasers pursuant to Rule 144A (and outside the United States in reliance on Regulation S) under the Securities Act. The 2021 Notes are guaranteed by certain of the Company's 100% owned domestic subsidiaries. These subsidiaries also guarantee the Company's obligations under the ABL Revolving Credit Facility together with certain of the Company's German subsidiaries. The 2021 Notes contain affirmative and negative covenants that limit, among other things, the Company's ability to redeem or repurchase its debt, incur additional debt, make acquisitions, merge with other entities, pay dividends or distributions, repurchase capital stock, and create or become subject to liens and include customary events of default. If an event of default occurs and is continuing with respect to the 2021 Notes, then the trustee or the holders of at least 25% of the principal amount of the outstanding 2021 Notes may declare the principal and accrued interest to be due and payable immediately. In addition, in the case of an event of default arising from certain events of bankruptcy, all unpaid principal of, unamortized discount and accrued and unpaid interest on all outstanding 2021 Notes will become due and payable immediately. The notes are redeemable, at the company’s option, in whole or in part from time to time, at any time prior to February 15, 2019, at a price equal to 100% of the principal amount thereof plus a “make-whole” premium and accrued but unpaid interest to the date of redemption. In addition, the Company may redeem the 2021 Notes in whole or in part for a premium at any time on or after February 15, 2019 . The following would be the principal and premium paid by the Company, expressed as percentages of the principal amount thereof, if it redeems the 2021 Notes during the periods as set forth below: Start Date (on or after) End Date (prior to) Percentage 2/15/2019 2/15/2020 106.375 % 2/15/2020 8/15/2020 103.188 % 8/15/2020 8/15/2021 100.000 % In addition, at any time prior to February 15, 2019 , the Company is permitted to, at its option, use the net cash proceeds of one or more public equity offerings to redeem up to 35% of the 2021 Notes at a redemption price of 112.750% , plus accrued but unpaid interest, if any, to the date of redemption; provided that (1) at least 65.0% of the principal amount of the 2021 Notes outstanding remains outstanding immediately after any such redemption; and (2) the Company makes such redemptions not more than 90 days after the consummation of any such public offering. Further, the Company is required to offer to repurchase the 2021 Notes for cash at a price of 101% of the aggregate principal amount, plus accrued and unpaid interest, if any, upon the occurrence of a change of control triggering event. On March 3, 2016 , the Company redeemed its 8.50% Senior Notes due 2020 (the “ 2020 Notes”) and 5.875% Senior Notes due 2022 (the “ 2022 Notes” and, together with the 2021 Notes and 2020 Notes, the "Senior Notes") for $625.5 million and $330.5 million , or 104.250% and 110.167% as expressed as a percentage of the principal amount, respectively. The redemption of the 2020 Notes resulted in a loss on debt extinguishment of $31.5 million during the first quarter of 2016 and consisted of $24.6 million related to the redemption premium and $6.9 million related to the write-off of deferred financing fees. Previously monetized derivative assets related to fixed-to-float interest rate swaps were treated as an increase to the debt balance of the 2020 Notes and were being amortized to interest expense over the life of the original swap. As a result of the redemption, the remaining monetization balance of $11.8 million as of March 3, 2016 , was amortized as a reduction to interest expense during the first quarter of 2016 . The redemption of the 2022 Notes resulted in a loss on debt extinguishment of $34.6 million during the first quarter of 2016 and consisted of $31.2 million related to the redemption premium and $3.4 million related to write-off of deferred financing fees. Previously, derivative liabilities related to termination of fixed-to-float swaps were treated as a decrease to the debt balance of the 2022 Notes and were being amortized to interest expense over the life of the original swap. As a result of the redemption, the remaining balance of $0.7 million as of March 3, 2016 was amortized as an increase to interest expense during the first quarter of 2016 . Outstanding balances under the Company's Prior Senior Credit Facility and Senior Notes due 2020 and 2022 were repaid with proceeds from the Senior Notes due 2021 and a cash dividend from MFS in conjunction with the Spin-Off. As of March 31, 2016 , the Company had outstanding $63.2 million of other indebtedness that has a weighted-average interest rate of approximately 5.24% . This debt includes outstanding line of credit balances and capital lease obligations in its Americas, Asia-Pacific and European regions. During the quarter ended March 31, 2016 , the highest daily borrowing was $234.0 million and the average borrowing was $117.4 million , while the average interest rate was 3.54% per annum. The only borrowings during the quarter on the revolving facility were under the Prior Senior Credit Facility. As of March 31, 2016 , the Company did not have any borrowings outstanding under the ABL Revolving Credit Facility. The interest rate of the ABL Revolving Credit Facility fluctuates based on excess availability. Had the Company borrowed as of March 31, 2016 , the spreads for LIBOR and Prime borrowings were 1.50% and 0.50% , respectively, with excess availability of approximately $160.1 million . As of March 31, 2016 , the Company had no interest rate swaps outstanding related to its Senior Notes. The balance sheet values of the Senior Notes as of March 31, 2016 and December 31, 2015 are not equal to the face value of the Senior Notes because of gains (losses) of previously terminated fixed-to-float interest rate hedges and original issue discounts included in the applicable balance sheet values (see Note 5, "Derivative Financial Instruments" for more information). Effective January 1, 2016, the Company adopted ASC No. 2015-03 and has classified its net deferred financing costs as a direct deduction from long-term debt verses as a deferred asset. As of March 31, 2016 , the Company was in compliance with all affirmative and negative covenants in its debt instruments, inclusive of the financial covenants pertaining to the ABL Revolving Credit Facility and the 2021 Notes. Based upon the Company's current plans and outlook, management believes the Company will be able to comply with these covenants during the subsequent twelve months. |
Accounts Receivable Securitizat
Accounts Receivable Securitization | 3 Months Ended |
Mar. 31, 2016 | |
Transfers and Servicing [Abstract] | |
Accounts Receivable Securitization | Accounts Receivable Securitization The Company maintains an accounts receivable securitization program with a commitment size of $75.0 million , whereby transactions under the program are accounted for as sales in accordance with ASC Topic 860, “Transfers and Servicing.” Sales of trade receivables under the program are reflected as a reduction of accounts receivable in the accompanying Condensed Consolidated Balance Sheets and the proceeds received, including collections on the deferred purchase price notes, are included in cash flows from operating activities in the accompanying Condensed Consolidated Statements of Cash Flows. The Company deems the interest rate risk related to the deferred purchase price notes to be de minimis , primarily due to the short average collection cycle of the related receivables ( i.e. , less than 60 days) as noted below. On March 3, 2016 , the Company entered into a Receivables Purchase Agreement ("RPA") among Manitowoc Funding, LLC ("MTW Funding"), as Seller, The Manitowoc Company, Inc., as Servicer, and Wells Fargo Bank, N.A., as Purchaser and as Agent. The RPA replaced the Fifth Amended and Restated Receivables Purchase Agreement dated December 15, 2014. Under the RPA (and the related Purchase and Sale Agreements referenced in the RPA), the Company’s domestic trade accounts receivable are sold to MTW Funding which, in turn, sells, conveys, transfers and assigns to a third-party financial institution (“Purchaser”), all of MTW Funding's rights, title and interest in to a pool of receivables to the Purchaser. The Purchaser receives ownership of the pool of receivables, in each instance. New receivables are purchased by MTW Funding and resold to the Purchaser as cash collections and reduce previously sold investments. The Company acts as the servicer (in such capacity, the "Servicer") of the receivables and as such administers, collects and otherwise enforces the receivables. The Servicer is compensated for doing so on terms that are generally consistent with what would be charged by an unrelated servicer. The Servicer initially receives payments made by obligors on the receivables but is required to remit those payments to the Purchaser in accordance with the RPA. The Purchaser has no recourse for uncollectible receivables. Trade accounts receivables sold to the Purchaser and being serviced by the Company totaled $47.0 million and $64.2 million as of March 31, 2016 and December 31, 2015 , respectively. Due to an average collection cycle of less than 60 days for such accounts receivable, as well as, the Company’s collection history, the fair value of the Company’s deferred purchase price notes approximates book value. The fair value of the deferred purchase price notes recorded as of March 31, 2016 and December 31, 2015 was $72.4 million and $54.1 million , respectively, and is included in accounts receivable in the accompanying Condensed Consolidated Balance Sheets. The securitization program also contains customary affirmative and negative covenants. Among other restrictions, these covenants require the Company to meet specified financial tests, which include a minimum fixed charge coverage ratio which is the same as the covenant ratio required per the ABL Revolving Credit Facility. As of March 31, 2016 , the Company was in compliance with all affirmative and negative covenants inclusive of the financial covenants pertaining to the RPA, as amended. Based on management’s current plans and outlook, it believes the Company will be able to comply with these covenants during the subsequent twelve months. |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2016 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three months ended March 31, 2016 , the Company recorded income tax expense of $122.3 million , compared to an income tax benefit of $7.4 million for the three months ended March 31, 2015 . The increase in the Company’s tax expense for the three months ended March 31, 2016 relative to the prior year relates primarily to a non-cash charge of $121.1 million in relation to the valuation allowance associated with the Company’s domestic federal and state deferred tax assets and attributes in connection with the Spin-Off. In addition to the non-cash charge, the Company’s effective tax rate varies from the U.S. federal statutory rate of 35% due to results of foreign operations that are subject to income taxes at different statutory rates. The Company has reserved all of its domestic net deferred tax assets as of March 31, 2016 , with a valuation allowance in accordance with the provisions of ASC 740, “Income Taxes," which requires an estimation of the recoverability of the recorded income tax asset balances. As of March 31, 2016 , the Company has recorded $121.1 million of valuation allowances attributable to its domestic net deferred tax assets. The determination of recording and releasing valuation allowances against deferred tax assets is made, in part, pursuant to the Company’s assessment as to whether it is more likely than not that the Company will generate sufficient future taxable income against which benefits of the deferred tax assets may or may not be realized. The Company will continue to periodically evaluate its valuation allowance requirements in light of changing facts and circumstances, and may adjust its deferred tax asset valuation allowances accordingly. It is reasonably possible that the Company will either add to, or reverse a portion of its existing deferred tax asset valuation allowances in the future. Such changes in the deferred tax asset valuation allowances will be reflected in the current operations through the Company’s income tax provision, and could have a material effect on operating results. The Company’s unrecognized tax benefits, excluding interest and penalties, were $16.1 million as of March 31, 2016 , and $19.4 million as of December 31, 2015 . During the next twelve months, it is reasonably possible that $0.6 million of the unrecognized tax benefits, if recognized, would affect the annual effective tax rate. The Company regularly assesses the likelihood of an adverse outcome resulting from examinations to determine the adequacy of its tax reserves. As of March 31, 2016 , the Company believes that it is more likely than not that the tax positions it has taken will be sustained upon the resolution of its audits resulting in no material impact on its consolidated financial position and the results of operations and cash flows. However, the final determination with respect to any tax audits, and any related litigation, could be materially different from the Company’s estimates and/or from its historical income tax provisions and accruals and could have a material effect on operating results and/or cash flows in the periods for which that determination is made. In addition, future period earnings may be adversely impacted by litigation costs, settlements, penalties, and/or interest assessments. |
Earnings Per Share
Earnings Per Share | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Earnings Per Share | Earnings Per Share The following is a reconciliation of the average shares outstanding used to compute basic and diluted earnings per share: Three Months Ended March 31, 2016 2015 Basic weighted average common shares outstanding 136,599,912 135,641,914 Effect of dilutive securities — — Diluted weighted average common shares outstanding 136,599,912 135,641,914 For the three months ended March 31, 2016 and March 31, 2015 , the total number of potentially dilutive options was 1.0 million and 1.5 million , respectively. Because the Company had a loss from continuing operations for the quarter, these dilutive options were not included in the computation of diluted net loss per common share, since doing so would decrease the loss per share. For the three months ended March 31, 2016 and March 31, 2015 , 7.0 million and 2.2 million , respectively, of common shares issuable upon the exercise of stock options were anti-dilutive and were excluded from the calculation of diluted shares. No dividends were paid during each of the three months ended March 31, 2016 and March 31, 2015 . |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Stockholders' Equity | Stockholders’ Equity The following is a roll forward of retained earnings for the three months ended March 31, 2016 and 2015 : (in millions) Retained Earnings Balance at December 31, 2015 $ 539.5 Net loss (204.0 ) Distribution of MFS 50.8 Balance at March 31, 2016 $ 386.3 (in millions) Retained Earnings Balance at December 31, 2014 $ 486.9 Net loss (8.4 ) Balance at March 31, 2015 $ 478.5 Authorized capitalization consists of 300 million shares of $0.01 par value common stock and 3.5 million shares of $0.01 par value preferred stock. None of the preferred shares have been issued. Currently, the Company has authorization to purchase up to 10 million shares of common stock at management’s discretion. The Company previously purchased approximately 7.6 million shares at a cost of $49.8 million pursuant to this authorization; however, the Company has not purchased any shares of its common stock under this authorization since 2006. (in millions) Gains and Losses on Cash Flow Hedges Pension & Postretirement Foreign Currency Translation Total Balance at December 31, 2015 $ (3.8 ) $ (82.6 ) $ (121.4 ) $ (207.8 ) Other comprehensive income (loss) before reclassifications (1.7 ) — 49.2 47.5 Amounts reclassified from accumulated other comprehensive income (loss) 0.8 1.2 — 2.0 Net current period other comprehensive income (loss) (0.9 ) 1.2 49.2 49.5 Distribution of MFS 2.1 44.5 2.1 48.7 Balance at March 31, 2016 $ (2.6 ) $ (36.9 ) $ (70.1 ) $ (109.6 ) (in millions) Gains and Losses on Cash Flow Hedges Pension & Postretirement Foreign Currency Translation Total Balance at December 31, 2014 $ (6.3 ) $ (95.0 ) $ (29.2 ) $ (130.5 ) Other comprehensive loss before reclassifications (6.9 ) — (62.8 ) (69.7 ) Amounts reclassified from accumulated other comprehensive income (loss) 2.8 1.4 — 4.2 Net current period other comprehensive (loss) income (4.1 ) 1.4 (62.8 ) (65.5 ) Balance at March 31, 2015 $ (10.4 ) $ (93.6 ) $ (92.0 ) $ (196.0 ) The following is a reconciliation of the reclassifications out of accumulated other comprehensive income (loss), net of tax, for the three months ended March 31, 2016 : Three Months Ended March 31, 2016 (in millions) Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Recognized Location Gains and losses on cash flow hedges Commodity contracts $ (1.1 ) Cost of sales (1.1 ) Total before tax 0.3 Tax benefit $ (0.8 ) Net of tax Amortization of pension and postretirement items Actuarial losses $ (1.2 ) (a) (1.2 ) Total before tax — Tax benefit $ (1.2 ) Net of Tax Total reclassifications for the period $ (2.0 ) Net of Tax (a) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost (see Note 17, “Employee Benefit Plans,” for further details). Three Months Ended March 31, 2015 (in millions) Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Recognized Location Gains and losses on cash flow hedges Foreign exchange contracts $ (3.2 ) Cost of sales Commodity contracts (0.7 ) Cost of sales Interest rate swap contracts: Float-to-fixed (0.6 ) Interest Expense (4.5 ) Total before tax 1.7 Tax benefit $ (2.8 ) Net of tax Amortization of pension and postretirement items Actuarial losses $ (1.9 ) (a) (1.9 ) Total before tax 0.5 Tax benefit $ (1.4 ) Net of Tax Total reclassifications for the period $ (4.2 ) Net of Tax (a) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost (see Note 17, “Employee Benefit Plans,” for further details). |
Stock-Based Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation The Company’s 2013 Omnibus Incentive Plan (the “2013 Omnibus Plan”) was approved by shareholders on May 7, 2013 and replaced the 2003 Incentive Stock and Awards Plan (the “2003 Stock Plan”) and the 2004 Non-Employee Director Stock and Awards Plan (the “2004 Stock Plan”). The 2013 Omnibus Plan also replaced the Company's Short-Term Incentive Plan (the “STIP”) as of December 31, 2013. The 2003 Stock Plan, the 2004 Stock Plan and the STIP are referred to as the “Prior Plans.” No new awards may be granted under the Prior Plans after the respective termination dates; however, outstanding awards under the Prior Plans will continue in force and effect until vested, exercised, forfeited or expired pursuant to their terms. The 2013 Omnibus Plan provides for both short-term and long-term incentive awards for employees and non-employee directors. Stock-based awards may take the form of stock options, stock appreciation rights, restricted stock, restricted stock units and performance shares or performance unit awards. The total number of shares of the Company’s common stock originally available for awards under the 2013 Omnibus Plan was 8.0 million shares, and the amount is subject to adjustment for stock splits, stock dividends and certain other transactions or events in the future. On March 20, 2016, the Board of Directors approved an amendment to the 2013 Plan to reflect the effect of the Spin-Off in accordance with the 2013 Plan’s provisions governing such adjustments; as a result, a total of 28,184,595 shares were available for future awards under the 2013 Plan as of March 31, 2016. Stock-based compensation expense was $1.3 million and $4.1 million for the three months ended March 31, 2016 and 2015 , respectively. The Company granted options to acquire 1.7 million and 0.6 million shares of common stock to employees during the three months ended March 31, 2016 and 2015 , respectively. In addition, the Company issued a total of 1.3 million restricted stock units ("RSUs") to employees and directors during the three months ended March 31, 2016 and 0.5 million restricted stock units to employees and directors during the three months ended March 31, 2015 . The RSUs granted to employees vest on the third anniversary of the grant date. The RSUs granted to directors vest on the second anniversary of the grant date. The Company recognizes stock-based compensation expense over the stock-based awards' vesting period. On March 4, 2016, in connection with the Spin-Off, the Company adjusted its outstanding equity awards in accordance with the terms of the employee matters agreement. For purposes of the vesting of these equity awards, continued employment or service with MTW or with MFS is treated as continued employment for purposes of these awards. The adjustments are summarized as follows: • Stock options, RSUs and Restricted Stock Awards ('RSAs") granted for MTW common stock prior to March 4, 2016 were generally converted into the same number of MTW stock options (with an adjusted exercise price), RSUs and RSAs, as well as, an equal number of MFS stock options, RSUs and RSAs. The underlying performance conditions for the RSUs are consistent with MTW’s original performance targets and future measurement periods, and future performance targets will be established to reflect each Company’s standalone business. As no incremental fair value was awarded as a result of the above adjustments, the modifications did not result in significant incremental compensation expense. In April 2015, the Company issued a total of 0.4 million RSAs to employees as retention awards to provide additional incentive for the employees to continue in employment and contribute toward the successful completion of the Spin-Off. Under the retention agreements, each employee was granted RSAs that will vest on the second anniversary of the Spin-Off if the employee has been continuously employed with the MTW, MFS or an affiliate through that second anniversary. |
Contingencies and Significant E
Contingencies and Significant Estimates | 3 Months Ended |
Mar. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | |
Contingencies and Significant Estimates | Contingencies and Significant Estimates The Company believes that it has obtained and is in substantial compliance with those material environmental permits and approvals necessary to conduct its various businesses. Based on the facts presently known, the Company does not expect environmental compliance costs to have a material adverse effect on its financial condition, results of operations or cash flows. As of March 31, 2016 , various product-related lawsuits were pending. To the extent permitted under applicable law, all of these are insured with self-insurance retention levels and/or coverage with outside insurers. The Company’s self-insurance retention levels vary by business and have fluctuated over the last 10 years. The high-end of the Company’s self-insurance retention level is a legacy product liability insurance program inherited in the Grove acquisition for cranes manufactured in the United States for occurrences from January 2000 through October 2002. As of March 31, 2016 , the largest self-insured retention level for new occurrences currently maintained by the Company is $2.0 million per occurrence and applies to product liability claims for cranes manufactured in the United States. Product liability reserves in the Condensed Consolidated Balance Sheets as of March 31, 2016 and December 31, 2015 were $22.0 million and $21.9 million , respectively; $4.3 million and $2.8 million , respectively, was reserved specifically for actual cases and $17.7 million and $19.1 million , respectively, for claims incurred but not reported, which were estimated using actuarial methods. Based on the Company’s experience in defending product liability claims, management believes the current reserves are adequate for estimated case resolutions on aggregate self-insured claims and insured claims. Any recoveries from insurance carriers are dependent upon the legal sufficiency of claims and solvency of insurance carriers. As of March 31, 2016 and December 31, 2015 , the Company had reserved $43.9 million and $43.9 million , respectively, for warranty claims included in product warranties and other non-current liabilities in the Condensed Consolidated Balance Sheets. Certain of these warranty and other related claims involve matters in dispute that ultimately are resolved by negotiation, arbitration or litigation. It is reasonably possible that the estimates for environmental remediation, product liability and warranty costs may change in the near future based upon new information that may arise or matters that are beyond the scope of the Company’s historical experience. Presently, there are no reliable methods to estimate the amount of any such potential changes. The Company is involved in numerous lawsuits involving asbestos-related claims in which the Company is one of numerous defendants. After taking into consideration legal counsel’s evaluation of such actions, the current political environment with respect to asbestos-related claims, and the liabilities accrued with respect to such matters, in the opinion of management, ultimate resolution is not expected to have a material adverse effect on the financial condition, results of operations, or cash flows of the Company. The Company is also involved in various legal actions arising out of the normal course of business, which, taking into account the liabilities accrued and legal counsel’s evaluation of such actions, in the opinion of management, the ultimate resolution, individually and in the aggregate, is not expected to have a material adverse effect on the Company’s financial condition, results of operations, or cash flows. |
Guarantees
Guarantees | 3 Months Ended |
Mar. 31, 2016 | |
Guarantees [Abstract] | |
Guarantees | Guarantees The Company periodically enters into transactions with customers that provide for residual value guarantees and buyback commitments. These initial transactions are recorded as deferred revenue and are amortized to income on a straight-line basis over a period equal to that of the customer’s third party financing agreement. The deferred revenue included in other current and non-current liabilities as of March 31, 2016 and December 31, 2015 was $38.2 million and $43.0 million , respectively. The total amount of residual value guarantees and buyback commitments given by the Company and outstanding as of March 31, 2016 and December 31, 2015 was $41.5 million and $42.9 million , respectively. These amounts are not reduced for amounts the Company would recover from the repossession and subsequent resale of the units. The residual value guarantees and buyback commitments expire at various times through 2018. During the three months ended March 31, 2016 and 2015 , the Company sold $1.0 million and $0.1 million , respectively, of additional long-term notes receivable to third party financing companies. The Company guarantees the collection of some percentage (up to 100% ) of notes sold to the financing companies. The Company has accounted for the sales of the notes as a financing of receivables. The receivables remain on the Company’s Condensed Consolidated Balance Sheets, net of payments made, in other current and non-current assets, and the Company has recognized an obligation equal to the net outstanding balance of the notes in other current and non-current liabilities in the Condensed Consolidated Balance Sheets. The cash flow benefit of these transactions is reflected in financing activities in the Condensed Consolidated Statements of Cash Flows. During the three months ended March 31, 2016 and 2015 , the customers paid $4.7 million and $5.5 million , respectively, on the notes to the third party financing companies. As of March 31, 2016 and December 31, 2015 , the outstanding balance of the notes receivable guaranteed by the Company was $20.8 million and $24.4 million , respectively. See Note 3, “Discontinued Operations,” for discussion of debt guaranteed by the Company related to Manitowoc Dong Yue. In the normal course of business, the Company provides its customers a warranty covering workmanship, and in some cases materials, on products manufactured by the Company. The warranty generally provides that products will be free from defects for periods ranging from 12 to 60 months with certain equipment having longer-term warranties. If a product fails to comply with the Company’s warranty, the Company may be obligated, at its expense, to correct any defect by repairing or replacing such defective products. The Company provides for an estimate of costs that may be incurred under its warranty at the time product revenue is recognized. These costs primarily include labor and materials, as necessary, associated with repair or replacement. The primary factors that affect the Company’s warranty liability include the number of units shipped and historical and anticipated warranty claims. As these factors are impacted by actual experience and future expectations, the Company assesses the adequacy of its recorded warranty liability and adjusts the amounts as necessary. Below is a table summarizing the warranty activity for the three months ended March 31, 2016 and the year ended December 31, 2015 : (in millions) Three Months Ended March 31, 2016 Year Ended December 31, 2015 Balance at beginning of period $ 43.9 $ 50.2 Accruals for warranties issued during the period 14.2 49.8 Settlements made (in cash or in kind) during the period (15.3 ) (52.7 ) Currency translation 1.1 (3.4 ) Balance at end of period $ 43.9 $ 43.9 |
Employee Benefit Plans
Employee Benefit Plans | 3 Months Ended |
Mar. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Employee Benefit Plans | Employee Benefit Plans The Company provides certain pension, health care and death benefits for eligible retirees and their dependents. The pension benefits are funded, while the health care and death benefits are not funded but are paid as incurred. Eligibility for coverage is based on meeting certain years of service and retirement qualifications. These benefits may be subject to deductibles, co-payment provisions, and other limitations. The Company has reserved the right to modify these benefits. As part of the Spin-Off, and in accordance with the employee matters agreement referred to in Note 2, certain combined plans were split between MTW and MFS. Accordingly, the Company transferred to MFS pension obligations associated with its active, retired and other former employees for those impacted defined benefit pension plans. The allocation of plan assets was determined in accordance with applicable ERISA (The Employee Retirement Income Security Act of 1974), Internal Revenue Service another jurisdictional requirements. The components of periodic benefit costs for three and three months ended March 31, 2016 and March 31, 2015 are as follows: Three Months Ended March 31, 2016 U.S. Non-U.S. Postretirement Pension Pension Health and (in millions) Plans Plans Other Plans Service cost - benefits earned during the period $ — $ 0.5 $ 0.1 Interest cost of projected benefit obligations 2.2 1.6 0.5 Expected return on plan assets (1.7 ) (1.2 ) — Amortization of actuarial net loss 1.1 0.4 — Net periodic benefit costs 1.6 1.3 0.6 Net periodic benefit costs associated with MFS 0.4 0.4 0.1 Net periodic benefit costs included in continuing operations $ 1.2 $ 0.9 $ 0.5 Three Months Ended March 31, 2015 U.S. Non-U.S. Postretirement Pension Pension Health and (in millions) Plans Plans Other Plans Service cost - benefits earned during the period $ — $ 0.7 $ 0.1 Interest cost of projected benefit obligations 2.3 2.2 0.5 Expected return on plan assets (2.2 ) (1.9 ) — Amortization of actuarial net loss 1.3 0.6 — Net periodic benefit costs 1.4 1.6 0.6 Net periodic benefit costs associated with MFS 0.1 0.6 — Net periodic benefit costs included in continuing operations $ 1.3 $ 1.0 $ 0.6 |
Restructuring
Restructuring | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring The Company incurred $4.4 million of restructuring costs related to its workforce reductions at several of its facilities. The following is a roll-forward of all of the Company's restructuring activities for the three months ended March 31, 2016 (in millions): Restructuring Reserve Balance as of December 31, 2015 Restructuring Charges Use of Reserve Restructuring Reserve Balance as of March 31, 2016 Total $ 6.5 $ 4.4 $ (2.0 ) $ 8.9 |
Recent Accounting Changes and P
Recent Accounting Changes and Pronouncements | 3 Months Ended |
Mar. 31, 2016 | |
Recent Accounting Changes and Pronouncements [Abstract] | |
Recent Accounting Changes and Pronouncements | Recent Accounting Changes and Pronouncements In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-10 - "Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing." The amendments in this Update affect the guidance in Accounting Standards Update 2014-09, which is discussed below and is not yet effective. The effective date and transition requirements for the amendments in this Update are the same as the effective date and transition requirements in Topic 606 (and any other Topic amended by Update 2014-09). Accounting Standards Update 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, defers the effective date of Update 2014-09 by one year. In March 2016, the FASB issued ASU 2016-08—"Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net).” This update affects the guidance in Accounting Standards Update 2014-09, Revenue from Contracts with Customers (Topic 606), which is not yet effective. The effective date and transition requirements for the amendments in this Update are the same as the effective date and transition requirements of Update 2014-09. Accounting Standards Update No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, defers the effective date of Update 2014-09 by one year. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” This update provided a principles-based approach to revenue recognition to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU provides a five-step model to be applied to all contracts with customers. The five steps are to identify the contract(s) with the customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract and recognize revenue when each performance obligation is satisfied. The revenue standard is effective for the first interim period within fiscal years beginning after December 15, 2017 (as finalized by the FASB in August 2015 in ASU 2015-14), and can be applied either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the update recognized at the date of initial application along with additional disclosures. Early adoption is permitted as of the original effective date—the first interim period within fiscal years beginning after December 15, 2016. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09 - "Compensation-Stock Compensation" (Topic 718): Improvements to Employee Share-Based Payment Accounting. This update is part of the Simplification Initiative, and its objective is to identify, evaluate and improve areas of GAAP for which cost and complexity can be reduced while maintaining or improving usefulness of the information provided to users of financial statements. The update involves several aspect of the accounting for share-based payment transaction, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The effective date for this ASU if for annual periods beginning after December 15, 2016 and interim periods within those annual periods. Early adoption is permitted. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-06, "Derivatives and Hedging: Contingent Put and Call Options in Debt Instruments." The amendments clarify the steps required to assess whether a call or put option meets the criteria for bifurcation as an embedded derivative. The ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2016. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, "Leases", which is intended to improve financial reporting on leasing transactions. This standard requires a lessee to record on the balance sheet the assets and liabilities for the rights and obligations created by lease terms of more than 12 months. This standard will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In January 2016, the FASB issued ASU 2016-01: "Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities." ASU 2016-01 amends various aspects of the recognition, measurement, presentation, and disclosure for financial instruments. Most significantly, ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of an investee) to be measured at fair value with changes in fair value recognized in net income (loss). ASU 2016-01 is effective for annual reporting periods, and interim periods within those years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In August 2015, the FASB issued ASU No. 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements.” This update clarifies the guidance related to accounting for debt issuance costs related to line-of-credit arrangements. In April 2015, the FASB issued ASU 2015-03 which requires entities to present debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability; see further discussion of ASU 2015-03 below. The guidance in ASU 2015-03 did not address presentation or subsequent measurement of debt issuance costs related to line-of-credit arrangements. Given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015, with early application permitted. The guidance will be applied on a retrospective basis. The Company adopted this guidance as required beginning January 1, 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, “Inventory (Topic 330): Simplifying the Measurement of Inventory.” This update changes the guidance on accounting for inventory accounted for on a first-in first-out basis (FIFO). Under the revised standard, an entity should measure FIFO inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is unchanged for inventory measured on a last-in, first-out basis (LIFO). The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2016. The Company believes the adoption of this ASU will not have a material impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-05, “Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement.” This update provides guidance on accounting for a software license in a cloud computing arrangement. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. Further, all software licenses are within the scope of Accounting Standards Codification Subtopic 350-40 and will be accounted for consistent with other licenses of intangible assets. The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. The Company adopted this guidance as required beginning January 1, 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” To simplify the presentation of debt issuance costs, this update requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, rather than as a deferred asset. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015, with early application permitted. The guidance will be applied on a retrospective basis. The Company adopted this guidance as required beginning January 1, 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. In February 2015, the FASB issued ASU No. 2015-02, “Consolidation (Topic 820)—Amendments to the Consolidation Analysis.” This update amends the current consolidation guidance for both the variable interest entity (VIE) and voting interest entity (VOE) consolidation models. The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. The Company adopted this guidance as required beginning January 1, 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. In January 2015, the FASB issued ASU No. 2015-01, “Income Statement—Extraordinary and Unusual Items.” This update eliminates from GAAP the concept of extraordinary items. ASU 2015-01 is effective for the first interim period within fiscal years beginning after December 15, 2015, with early adoption permitted provided that the guidance is applied from the beginning of the fiscal year of adoption. A reporting entity may apply the amendments prospectively or retrospectively to all prior periods presented in the financial statements. The Company adopted this guidance as required beginning January 1, 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. |
Subsequent Events
Subsequent Events | 3 Months Ended |
Mar. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | Subsequent Events The Condensed Consolidated Financial Statements reflect management’s evaluation of subsequent events through May 10, 2016, the date that the Condensed Consolidated Financial Statements as of and for the quarter-ended March 31, 2016 were issued. |
Recent Accounting Changes and29
Recent Accounting Changes and Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2016 | |
Recent Accounting Changes and Pronouncements [Abstract] | |
Recent Accounting Changes and Pronouncements | In March 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-10 - "Revenue from Contracts with Customers (Topic 606): Identifying Performance Obligations and Licensing." The amendments in this Update affect the guidance in Accounting Standards Update 2014-09, which is discussed below and is not yet effective. The effective date and transition requirements for the amendments in this Update are the same as the effective date and transition requirements in Topic 606 (and any other Topic amended by Update 2014-09). Accounting Standards Update 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, defers the effective date of Update 2014-09 by one year. In March 2016, the FASB issued ASU 2016-08—"Revenue from Contracts with Customers (Topic 606): Principal versus Agent Considerations (Reporting Revenue Gross versus Net).” This update affects the guidance in Accounting Standards Update 2014-09, Revenue from Contracts with Customers (Topic 606), which is not yet effective. The effective date and transition requirements for the amendments in this Update are the same as the effective date and transition requirements of Update 2014-09. Accounting Standards Update No. 2015-14, Revenue from Contracts with Customers (Topic 606): Deferral of the Effective Date, defers the effective date of Update 2014-09 by one year. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers.” This update provided a principles-based approach to revenue recognition to depict the transfer of goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. This ASU provides a five-step model to be applied to all contracts with customers. The five steps are to identify the contract(s) with the customer, identify the performance obligations in the contract, determine the transaction price, allocate the transaction price to the performance obligations in the contract and recognize revenue when each performance obligation is satisfied. The revenue standard is effective for the first interim period within fiscal years beginning after December 15, 2017 (as finalized by the FASB in August 2015 in ASU 2015-14), and can be applied either retrospectively to each prior reporting period presented or retrospectively with the cumulative effect of initially applying the update recognized at the date of initial application along with additional disclosures. Early adoption is permitted as of the original effective date—the first interim period within fiscal years beginning after December 15, 2016. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In March 2016, the FASB issued ASU 2016-09 - "Compensation-Stock Compensation" (Topic 718): Improvements to Employee Share-Based Payment Accounting. This update is part of the Simplification Initiative, and its objective is to identify, evaluate and improve areas of GAAP for which cost and complexity can be reduced while maintaining or improving usefulness of the information provided to users of financial statements. The update involves several aspect of the accounting for share-based payment transaction, including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The effective date for this ASU if for annual periods beginning after December 15, 2016 and interim periods within those annual periods. Early adoption is permitted. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In March 2016, the FASB issued ASU No. 2016-06, "Derivatives and Hedging: Contingent Put and Call Options in Debt Instruments." The amendments clarify the steps required to assess whether a call or put option meets the criteria for bifurcation as an embedded derivative. The ASU is effective for fiscal years and interim periods within those years beginning after December 15, 2016. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In February 2016, the FASB issued ASU 2016-02, "Leases", which is intended to improve financial reporting on leasing transactions. This standard requires a lessee to record on the balance sheet the assets and liabilities for the rights and obligations created by lease terms of more than 12 months. This standard will be effective for fiscal years beginning after December 15, 2018, including interim periods within those fiscal years. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In January 2016, the FASB issued ASU 2016-01: "Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities." ASU 2016-01 amends various aspects of the recognition, measurement, presentation, and disclosure for financial instruments. Most significantly, ASU 2016-01 requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of an investee) to be measured at fair value with changes in fair value recognized in net income (loss). ASU 2016-01 is effective for annual reporting periods, and interim periods within those years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is evaluating the impact, if any, the adoption of this ASU will have on its consolidated financial statements. In August 2015, the FASB issued ASU No. 2015-15, “Presentation and Subsequent Measurement of Debt Issuance Costs Associated with Line-of-Credit Arrangements.” This update clarifies the guidance related to accounting for debt issuance costs related to line-of-credit arrangements. In April 2015, the FASB issued ASU 2015-03 which requires entities to present debt issuance costs related to a recognized debt liability as a direct deduction from the carrying amount of that debt liability; see further discussion of ASU 2015-03 below. The guidance in ASU 2015-03 did not address presentation or subsequent measurement of debt issuance costs related to line-of-credit arrangements. Given the absence of authoritative guidance within ASU 2015-03 for debt issuance costs related to line-of-credit arrangements, the SEC staff would not object to an entity deferring and presenting debt issuance costs as an asset and subsequently amortizing the deferred debt issuance costs ratably over the term of the line-of-credit arrangement, regardless of whether there are any outstanding borrowings on the line-of-credit arrangement. The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015, with early application permitted. The guidance will be applied on a retrospective basis. The Company adopted this guidance as required beginning January 1, 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. In July 2015, the FASB issued ASU No. 2015-11, “Inventory (Topic 330): Simplifying the Measurement of Inventory.” This update changes the guidance on accounting for inventory accounted for on a first-in first-out basis (FIFO). Under the revised standard, an entity should measure FIFO inventory at the lower of cost and net realizable value. Net realizable value is the estimated selling prices in the ordinary course of business, less reasonably predictable costs of completion, disposal, and transportation. Subsequent measurement is unchanged for inventory measured on a last-in, first-out basis (LIFO). The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2016. The Company believes the adoption of this ASU will not have a material impact on its consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-05, “Customer’s Accounting for Fees Paid in a Cloud Computing Arrangement.” This update provides guidance on accounting for a software license in a cloud computing arrangement. If a cloud computing arrangement includes a software license, then the customer should account for the software license element of the arrangement consistent with the acquisition of other software licenses. If a cloud computing arrangement does not include a software license, the customer should account for the arrangement as a service contract. Further, all software licenses are within the scope of Accounting Standards Codification Subtopic 350-40 and will be accounted for consistent with other licenses of intangible assets. The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. The Company adopted this guidance as required beginning January 1, 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. In April 2015, the FASB issued ASU No. 2015-03, “Simplifying the Presentation of Debt Issuance Costs.” To simplify the presentation of debt issuance costs, this update requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts, rather than as a deferred asset. The recognition and measurement guidance for debt issuance costs are not affected by the amendments in this update. The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015, with early application permitted. The guidance will be applied on a retrospective basis. The Company adopted this guidance as required beginning January 1, 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. In February 2015, the FASB issued ASU No. 2015-02, “Consolidation (Topic 820)—Amendments to the Consolidation Analysis.” This update amends the current consolidation guidance for both the variable interest entity (VIE) and voting interest entity (VOE) consolidation models. The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2015. The Company adopted this guidance as required beginning January 1, 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. In January 2015, the FASB issued ASU No. 2015-01, “Income Statement—Extraordinary and Unusual Items.” This update eliminates from GAAP the concept of extraordinary items. ASU 2015-01 is effective for the first interim period within fiscal years beginning after December 15, 2015, with early adoption permitted provided that the guidance is applied from the beginning of the fiscal year of adoption. A reporting entity may apply the amendments prospectively or retrospectively to all prior periods presented in the financial statements. The Company adopted this guidance as required beginning January 1, 2016. The adoption of this guidance did not have a material impact on our consolidated financial statements. |
Discontinued Operations (Tables
Discontinued Operations (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Summary of selected financial data of businesses which are classified as discontinued operations | The following selected financial data of various other businesses disposed of prior to 2014, consisting primarily of administrative costs, for the three months ended March 31, 2016 and 2015 , is presented for informational purposes only and does not necessarily reflect what the results of operations would have been had the businesses operated as stand-alone entities. Three Months Ended March 31, (in millions) 2016 2015 Net sales $ — $ — Pretax loss from discontinued operations $ — $ (0.2 ) Benefit for taxes on earnings — (0.1 ) Net loss from discontinued operations $ — $ (0.1 ) The following table presents financial results of MFS through the date of the Spin-Off for the three months ended March 31, 2016 and 2015 : Major classes of line items constituting earnings from discontinued operations before income taxes related to MFS Three Months Ended March 31, (in millions) 2016 2015 * Net sales $ 219.6 $ 345.4 Cost of sales 141.5 238.3 Engineering, selling and administrative expenses 48.3 75.9 Amortization expense 5.2 7.8 Restructuring expense 0.3 0.9 Separation expense 26.9 1.5 Total operating costs and expenses 222.2 324.4 (Loss) earnings from operations (2.6 ) 21.0 Other (expense) income (1.9 ) 2.4 (Loss) earnings from discontinued operations before income taxes (4.5 ) 23.4 Benefit (provision) for taxes on earnings (1.3 ) 6.2 (Loss) earnings from discontinued operations, net of income taxes $ (3.2 ) $ 17.2 * Amounts are through March 4, 2016. The assets and liabilities of MFS have been classified as discontinued operations as of December 31, 2015 . No assets or liabilities of MFS are reflected on the Company's Condensed Consolidated Balance Sheet as of March 31, 2016 . These amounts consisted of the following carrying amounts in each major class at December 31, 2015 . Carrying amounts of major classes of assets and liabilities included as part of discontinued operations related to MFS (in millions) December 31, Assets Cash and temporary investments $ 32.6 Accounts receivable - net 63.8 Inventories - net 145.9 Other current assets 11.9 Property, plant and equipment - net 116.4 Goodwill 845.8 Other intangible assets - net 519.6 Other long-term assets 16.0 Long-term assets held for sale 3.7 Total major classes of assets of discontinued operations $ 1,755.7 Liabilities Accounts payable and accrued expenses $ 271.8 Current portion of long-term debt 0.4 Other current liabilities 39.8 Long-term debt 2.3 Deferred income taxes 167.9 Pension 29.3 Postretirement health and other benefit obligations 3.0 Other non-current liabilities 17.3 Total major classes of liabilities of discontinued operations $ 531.8 |
Fair Value of Financial Instr31
Fair Value of Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Financial Instruments, Owned, at Fair Value [Abstract] | |
Financial assets and liabilities accounted for at fair value on a recurring basis by level within the fair value hierarchy | The following tables set forth the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2016 and December 31, 2015 by level within the fair value hierarchy. Financial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement. Fair Value as of March 31, 2016 (in millions) Level 1 Level 2 Level 3 Total Current Assets: Foreign currency exchange contracts $ — $ 0.4 $ — $ 0.4 Total current assets at fair value $ — $ 0.4 $ — $ 0.4 Current Liabilities: Foreign currency exchange contracts $ — $ 2.9 $ — $ 2.9 Commodity contracts — 0.1 — 0.1 Total current liabilities at fair value $ — $ 3.0 $ — $ 3.0 Fair Value as of December 31, 2015 (in millions) Level 1 Level 2 Level 3 Total Current Assets: Foreign currency exchange contracts $ — $ 0.3 $ — $ 0.3 Total current assets at fair value $ — $ 0.3 $ — $ 0.3 Current Liabilities: Foreign currency exchange contracts $ — $ 1.1 $ — $ 1.1 Commodity contracts — 0.7 — 0.7 Interest rate swap contracts: Float-to-fixed — 1.7 — 1.7 Total current liabilities at fair value $ — $ 3.5 $ — $ 3.5 Non-current Liabilities: Interest rate swap contracts: Float-to-fixed $ — $ 0.6 $ — $ 0.6 Foreign currency exchange contracts — 0.1 — 0.1 Total non-current liabilities at fair value $ — $ 0.7 $ — $ 0.7 |
Derivative Financial Instrume32
Derivative Financial Instruments (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Derivative [Line Items] | |
Schedule of the fair value of outstanding derivative contracts recorded as assets in the accompanying consolidated balance sheet | The fair value of outstanding derivative contracts recorded as assets in the accompanying Condensed Consolidated Balance Sheets as of March 31, 2016 and December 31, 2015 was as follows: ASSET DERIVATIVES March 31, 2016 December 31, 2015 (in millions) Balance Sheet Location Fair Value Derivatives designated as hedging instruments Foreign exchange contracts Other current assets $ 0.4 $ 0.3 Total derivatives designated as hedging instruments $ 0.4 $ 0.3 Total asset derivatives $ 0.4 $ 0.3 |
Schedule of the fair value of outstanding derivative contracts recorded as liabilities in the accompanying consolidated balance sheet | The fair value of outstanding derivative contracts recorded as liabilities in the accompanying Condensed Consolidated Balance Sheets as of March 31, 2016 and December 31, 2015 was as follows: LIABILITY DERIVATIVES March 31, 2016 December 31, 2015 (in millions) Balance Sheet Location Fair Value Derivatives designated as hedging instruments Foreign exchange contracts Accounts payable and accrued expenses $ 2.9 $ 0.2 Commodity contracts Accounts payable and accrued expenses 0.1 0.7 Interest rate swap contracts: Float-to-fixed Accounts payable and accrued expenses — 1.7 Commodity contracts Other non-current liabilities — 0.1 Interest rate swap contracts: Float-to-fixed Other non-current liabilities — 0.6 Total derivatives designated as hedging instruments $ 3.0 $ 3.3 LIABILITY DERIVATIVES March 31, 2016 December 31, 2015 (in millions) Balance Sheet Location Fair Value Derivatives NOT designated as hedging instruments Foreign exchange contracts Accounts payable and accrued expenses $ — $ 0.9 Total derivatives NOT designated as hedging instruments $ — $ 0.9 Total liability derivatives $ 3.0 $ 4.2 |
Designated as Hedging Instrument | |
Derivative [Line Items] | |
Outstanding commodity and currency forward contracts that were entered into to hedge forecasted transactions | As of March 31, 2016 and December 31, 2015 , the Company had the following outstanding commodity and foreign currency exchange contracts that were intended to hedge forecasted transactions: Units Hedged Commodity March 31, 2016 December 31, 2015 Unit Type Natural Gas 69,379 175,617 MMBtu Cash Flow Steel 3,789 4,811 Tons Cash Flow Units Hedged Short Currency March 31, 2016 December 31, 2015 Type European Euro 740,555 — Cash Flow South Korean Won 706,322,850 1,533,257,930 Cash Flow Singapore Dollar 600,000 1,800,000 Cash Flow Japanese Yen 81,971,900 245,915,700 Cash Flow |
Not designated as hedging instruments | |
Derivative [Line Items] | |
Outstanding commodity and currency forward contracts that were entered into to hedge forecasted transactions | For derivative instruments that are not designated as hedging instruments under ASC Topic 815-10, the gains or losses on the derivatives are recognized in current earnings within Other (expense) income, net in the Condensed Consolidated Statements of Operations. As of March 31, 2016 and December 31, 2015 , the Company had the following outstanding foreign currency exchange contracts that were not designated as hedging instruments: Units Hedged Short Currency March 31, December 31, 2015 Recognized Location Purpose Euro 13,315,716 20,490,320 Other income, net Accounts Payable and Receivable Settlement United States Dollar 13,150,400 17,321,106 Other income, net Accounts Payable and Receivable Settlement Japanese Yen — 70,518,463 Other income, net Accounts Payable and Receivable Settlement British Pound Sterling — 4,840,238 Other income, net Accounts Payable and Receivable Settlement Singapore Dollar — 500,000 Other income, net Accounts Payable and Receivable Settlement Aluminum — 175 MT Other income, net De-designated commodity swap Steel — 3,989 MT Other income, net De-designated commodity swap |
Inventories (Tables)
Inventories (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Inventory Disclosure [Abstract] | |
Schedule of the components of inventories | The components of inventories as of March 31, 2016 and December 31, 2015 are summarized as follows: (in millions) March 31, December 31, Inventories — gross: Raw materials $ 141.9 $ 155.3 Work-in-process 129.3 116.3 Finished goods 310.9 263.8 Total inventories — gross 582.1 535.4 Excess and obsolete inventory reserve (48.7 ) (46.2 ) Net inventories at FIFO cost 533.4 489.2 Excess of FIFO costs over LIFO value (34.5 ) (36.6 ) Inventories — net $ 498.9 $ 452.6 |
Goodwill and Other Intangible34
Goodwill and Other Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in goodwill by reportable segment | The changes in the carrying amount of goodwill for the year ended December 31, 2015 and the three months ended March 31, 2016 are as follows: (in millions) Total Balance as of January 1, 2015 $ 325.3 Foreign currency impact (18.8 ) Balance as of December 31, 2015 306.5 Foreign currency impact 6.2 Balance as of March 31, 2016 $ 312.7 |
Gross carrying amount and accumulated amortization of the company's intangible assets other than goodwill | The gross carrying amount, accumulated amortization and net book value of the Company’s intangible assets other than goodwill at March 31, 2016 and December 31, 2015 are as follows: March 31, 2016 December 31, 2015 (in millions) Gross Carrying Amount Accumulated Amortization Net Book Value Gross Carrying Amount Accumulated Amortization Net Book Value Trademarks and tradenames $ 96.5 $ — $ 96.5 $ 94.2 $ — $ 94.2 Customer relationships 10.5 (7.4 ) 3.1 10.4 (7.1 ) 3.3 Patents 29.8 (27.6 ) 2.2 29.1 (26.6 ) 2.5 Engineering drawings 10.5 (9.8 ) 0.7 10.2 (9.3 ) 0.9 Distribution network 18.8 — 18.8 18.4 — 18.4 Other intangibles 0.3 (0.3 ) — 0.3 (0.3 ) — Total $ 166.4 $ (45.1 ) $ 121.3 $ 162.6 $ (43.3 ) $ 119.3 |
Accounts Payable and Accrued 35
Accounts Payable and Accrued Expenses (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Payables and Accruals [Abstract] | |
Schedule of accounts payable and accrued expenses | Accounts payable and accrued expenses at March 31, 2016 and December 31, 2015 are summarized as follows: (in millions) March 31, December 31, Trade accounts payable $ 262.9 $ 268.5 Interest payable 4.2 13.2 Employee related expenses 61.1 60.1 Restructuring expenses 8.9 6.5 Deferred revenue - current 11.9 13.3 Income taxes payable 1.8 4.4 Miscellaneous accrued expenses 73.5 70.3 Total $ 424.3 $ 436.3 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Debt Disclosure [Abstract] | |
Schedule of outstanding debt | Outstanding debt at March 31, 2016 and December 31, 2015 is summarized as follows: (in millions) March 31, 2016 December 31, 2015 Term loan A $ — $ 312.8 Term loan B — 119.5 Senior notes due 2020 — 613.1 Senior notes due 2022 — 299.2 Senior secured second lien notes due 2021 248.1 — Other 63.2 66.3 Deferred financing (8.3 ) (17.1 ) Total debt 303.0 1,393.8 Less current portion and short-term borrowings (33.7 ) (67.2 ) Long-term debt $ 269.3 $ 1,326.6 |
Schedule of percentage of principal amount at which the entity may redeem the notes | The following would be the principal and premium paid by the Company, expressed as percentages of the principal amount thereof, if it redeems the 2021 Notes during the periods as set forth below: Start Date (on or after) End Date (prior to) Percentage 2/15/2019 2/15/2020 106.375 % 2/15/2020 8/15/2020 103.188 % 8/15/2020 8/15/2021 100.000 % |
Earnings Per Share (Tables)
Earnings Per Share (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Earnings Per Share [Abstract] | |
Reconciliation of the average shares outstanding used to compute basic and diluted earnings per share | The following is a reconciliation of the average shares outstanding used to compute basic and diluted earnings per share: Three Months Ended March 31, 2016 2015 Basic weighted average common shares outstanding 136,599,912 135,641,914 Effect of dilutive securities — — Diluted weighted average common shares outstanding 136,599,912 135,641,914 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Equity [Abstract] | |
Stockholders equity roll forward | The following is a roll forward of retained earnings for the three months ended March 31, 2016 and 2015 : (in millions) Retained Earnings Balance at December 31, 2015 $ 539.5 Net loss (204.0 ) Distribution of MFS 50.8 Balance at March 31, 2016 $ 386.3 (in millions) Retained Earnings Balance at December 31, 2014 $ 486.9 Net loss (8.4 ) Balance at March 31, 2015 $ 478.5 |
Components of accumulated other comprehensive income | (in millions) Gains and Losses on Cash Flow Hedges Pension & Postretirement Foreign Currency Translation Total Balance at December 31, 2015 $ (3.8 ) $ (82.6 ) $ (121.4 ) $ (207.8 ) Other comprehensive income (loss) before reclassifications (1.7 ) — 49.2 47.5 Amounts reclassified from accumulated other comprehensive income (loss) 0.8 1.2 — 2.0 Net current period other comprehensive income (loss) (0.9 ) 1.2 49.2 49.5 Distribution of MFS 2.1 44.5 2.1 48.7 Balance at March 31, 2016 $ (2.6 ) $ (36.9 ) $ (70.1 ) $ (109.6 ) (in millions) Gains and Losses on Cash Flow Hedges Pension & Postretirement Foreign Currency Translation Total Balance at December 31, 2014 $ (6.3 ) $ (95.0 ) $ (29.2 ) $ (130.5 ) Other comprehensive loss before reclassifications (6.9 ) — (62.8 ) (69.7 ) Amounts reclassified from accumulated other comprehensive income (loss) 2.8 1.4 — 4.2 Net current period other comprehensive (loss) income (4.1 ) 1.4 (62.8 ) (65.5 ) Balance at March 31, 2015 $ (10.4 ) $ (93.6 ) $ (92.0 ) $ (196.0 ) |
Reclassification out of accumulated other comprehensive income | The following is a reconciliation of the reclassifications out of accumulated other comprehensive income (loss), net of tax, for the three months ended March 31, 2016 : Three Months Ended March 31, 2016 (in millions) Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Recognized Location Gains and losses on cash flow hedges Commodity contracts $ (1.1 ) Cost of sales (1.1 ) Total before tax 0.3 Tax benefit $ (0.8 ) Net of tax Amortization of pension and postretirement items Actuarial losses $ (1.2 ) (a) (1.2 ) Total before tax — Tax benefit $ (1.2 ) Net of Tax Total reclassifications for the period $ (2.0 ) Net of Tax (a) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost (see Note 17, “Employee Benefit Plans,” for further details). Three Months Ended March 31, 2015 (in millions) Amount Reclassified from Accumulated Other Comprehensive Income (Loss) Recognized Location Gains and losses on cash flow hedges Foreign exchange contracts $ (3.2 ) Cost of sales Commodity contracts (0.7 ) Cost of sales Interest rate swap contracts: Float-to-fixed (0.6 ) Interest Expense (4.5 ) Total before tax 1.7 Tax benefit $ (2.8 ) Net of tax Amortization of pension and postretirement items Actuarial losses $ (1.9 ) (a) (1.9 ) Total before tax 0.5 Tax benefit $ (1.4 ) Net of Tax Total reclassifications for the period $ (4.2 ) Net of Tax (a) These accumulated other comprehensive income (loss) components are included in the computation of net periodic pension cost (see Note 17, “Employee Benefit Plans,” for further details). |
Guarantees (Tables)
Guarantees (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Guarantees [Abstract] | |
Schedule of the changes in warranty liability | Below is a table summarizing the warranty activity for the three months ended March 31, 2016 and the year ended December 31, 2015 : (in millions) Three Months Ended March 31, 2016 Year Ended December 31, 2015 Balance at beginning of period $ 43.9 $ 50.2 Accruals for warranties issued during the period 14.2 49.8 Settlements made (in cash or in kind) during the period (15.3 ) (52.7 ) Currency translation 1.1 (3.4 ) Balance at end of period $ 43.9 $ 43.9 |
Employee Benefit Plans (Tables)
Employee Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Compensation and Retirement Disclosure [Abstract] | |
Schedule of components of period benefit costs | The components of periodic benefit costs for three and three months ended March 31, 2016 and March 31, 2015 are as follows: Three Months Ended March 31, 2016 U.S. Non-U.S. Postretirement Pension Pension Health and (in millions) Plans Plans Other Plans Service cost - benefits earned during the period $ — $ 0.5 $ 0.1 Interest cost of projected benefit obligations 2.2 1.6 0.5 Expected return on plan assets (1.7 ) (1.2 ) — Amortization of actuarial net loss 1.1 0.4 — Net periodic benefit costs 1.6 1.3 0.6 Net periodic benefit costs associated with MFS 0.4 0.4 0.1 Net periodic benefit costs included in continuing operations $ 1.2 $ 0.9 $ 0.5 Three Months Ended March 31, 2015 U.S. Non-U.S. Postretirement Pension Pension Health and (in millions) Plans Plans Other Plans Service cost - benefits earned during the period $ — $ 0.7 $ 0.1 Interest cost of projected benefit obligations 2.3 2.2 0.5 Expected return on plan assets (2.2 ) (1.9 ) — Amortization of actuarial net loss 1.3 0.6 — Net periodic benefit costs 1.4 1.6 0.6 Net periodic benefit costs associated with MFS 0.1 0.6 — Net periodic benefit costs included in continuing operations $ 1.3 $ 1.0 $ 0.6 |
Restructuring (Tables)
Restructuring (Tables) | 3 Months Ended |
Mar. 31, 2016 | |
Restructuring and Related Activities [Abstract] | |
Rollforward of all restructuring activities | The following is a roll-forward of all of the Company's restructuring activities for the three months ended March 31, 2016 (in millions): Restructuring Reserve Balance as of December 31, 2015 Restructuring Charges Use of Reserve Restructuring Reserve Balance as of March 31, 2016 Total $ 6.5 $ 4.4 $ (2.0 ) $ 8.9 |
Accounting Policies (Details)
Accounting Policies (Details) $ in Millions | 3 Months Ended |
Mar. 31, 2016USD ($)segment | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |
Number of reportable segments | segment | 1 |
Restatement Adjustment | Valuation Allowance of Deferred Tax Assets | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |
Understated deferred tax assets | $ 6.2 |
Manitowoc Food Service | Restatement Adjustment | Valuation Allowance of Deferred Tax Assets | |
Error Corrections and Prior Period Adjustments Restatement [Line Items] | |
Understated deferred tax assets | $ 2.9 |
Discontinued Operations - Major
Discontinued Operations - Major classes of line items constituting earnings from discontinued operations before income taxes related to MFS (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Results of discontinued operations | ||
Benefit (provision) for taxes on earnings | $ 1.3 | $ (6.1) |
Spinoff | Manitowoc Food Service | ||
Results of discontinued operations | ||
Net sales | 219.6 | 345.4 |
Cost of sales | 141.5 | 238.3 |
Engineering, selling and administrative expenses | 48.3 | 75.9 |
Amortization expense | 5.2 | 7.8 |
Restructuring expense | 0.3 | 0.9 |
Separation expense | 26.9 | 1.5 |
Total operating costs and expenses | 222.2 | 324.4 |
(Loss) earnings from operations | (2.6) | 21 |
Other (expense) income | (1.9) | 2.4 |
(Loss) earnings from discontinued operations before income taxes | (4.5) | 23.4 |
Benefit (provision) for taxes on earnings | 1.3 | (6.2) |
Net earnings (loss) from discontinued operation | $ (3.2) | $ 17.2 |
Discontinued Operations - Carry
Discontinued Operations - Carrying amounts of major classes of assets and liabilities included as part of discontinued operations related to MFS (Details) - Spinoff - Manitowoc Food Service $ in Millions | Dec. 31, 2015USD ($) |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |
Cash and temporary investments | $ 32.6 |
Accounts receivable - net | 63.8 |
Inventories - net | 145.9 |
Other current assets | 11.9 |
Property, plant and equipment - net | 116.4 |
Goodwill | 845.8 |
Other intangible assets - net | 519.6 |
Other long-term assets | 16 |
Long-term assets held for sale | 3.7 |
Total major classes of assets of discontinued operations | 1,755.7 |
Accounts payable and accrued expenses | 271.8 |
Current portion of long-term debt | 0.4 |
Other current liabilities | 39.8 |
Long-term debt | 2.3 |
Deferred income taxes | 167.9 |
Pension | 29.3 |
Postretirement health and other benefit obligations | 3 |
Other non-current liabilities | 17.3 |
Total major classes of liabilities of discontinued operations | $ 531.8 |
Discontinued Operations - Narra
Discontinued Operations - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2015 | Mar. 31, 2014 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Third party debt outstanding | $ 41.5 | $ 42.9 | |||
Manitowoc Dong Yue | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Third party debt outstanding | $ 17.3 | ||||
Loan repayment period | 4 years | ||||
Spinoff | |||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||
Other costs | $ 26.9 | $ 1.5 |
Discontinued Operations - Other
Discontinued Operations - Other businesses disposed of prior to 2014 (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Benefit for taxes on earnings | $ 1.3 | $ (6.1) |
Business Disposed Prior to 2014 | ||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | ||
Net sales | 0 | 0 |
Pretax loss from discontinued operations | 0 | (0.2) |
Benefit for taxes on earnings | 0 | (0.1) |
Net loss from discontinued operations | $ 0 | $ (0.1) |
Acquisitions and Disposals (Det
Acquisitions and Disposals (Details) - USD ($) $ in Millions | Dec. 07, 2015 | Oct. 21, 2015 | Mar. 31, 2016 | Dec. 31, 2015 |
Business Acquisition [Line Items] | ||||
Goodwill | $ 312.7 | $ 306.5 | ||
Welbilt Thailand | ||||
Business Acquisition [Line Items] | ||||
Shares acquired (as a percent) | 50.00% | |||
Purchase price | $ 5.3 | |||
Goodwill | 1.4 | |||
Intangible assets | $ 4.2 | |||
Discontinued Operations, Disposed of by Sale | Kysor Panel Systems | ||||
Business Acquisition [Line Items] | ||||
Sale price | $ 85 | |||
Cash received | $ 78 |
Fair Value of Financial Instr48
Fair Value of Financial Instruments - Financial assets and liabilities accounted for at fair value on a recurring basis by level within the fair value hierarchy (Details) - Fair Value - Fair value measurement on recurring basis - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivatives assets, current | $ 0.4 | $ 0.3 |
Derivative liabilities, current | 3 | 3.5 |
Non-current derivative liabilities at fair value | 0.7 | |
Foreign currency exchange contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivatives assets, current | 0.4 | 0.3 |
Derivative liabilities, current | 2.9 | 1.1 |
Commodity contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivative liabilities, current | 0.1 | 0.7 |
Non-current derivative liabilities at fair value | 0.1 | |
Interest rate swap contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivative liabilities, current | 1.7 | |
Non-current derivative liabilities at fair value | 0.6 | |
Level 1 | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivatives assets, current | 0 | 0 |
Derivative liabilities, current | 0 | 0 |
Non-current derivative liabilities at fair value | 0 | |
Level 1 | Foreign currency exchange contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivatives assets, current | 0 | 0 |
Derivative liabilities, current | 0 | 0 |
Level 1 | Commodity contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivative liabilities, current | 0 | 0 |
Non-current derivative liabilities at fair value | 0 | |
Level 1 | Interest rate swap contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivative liabilities, current | 0 | |
Non-current derivative liabilities at fair value | 0 | |
Level 2 | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivatives assets, current | 0.4 | 0.3 |
Derivative liabilities, current | 3 | 3.5 |
Non-current derivative liabilities at fair value | 0.7 | |
Level 2 | Foreign currency exchange contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivatives assets, current | 0.4 | 0.3 |
Derivative liabilities, current | 2.9 | 1.1 |
Level 2 | Commodity contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivative liabilities, current | 0.1 | 0.7 |
Non-current derivative liabilities at fair value | 0.1 | |
Level 2 | Interest rate swap contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivative liabilities, current | 1.7 | |
Non-current derivative liabilities at fair value | 0.6 | |
Level 3 | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivatives assets, current | 0 | 0 |
Derivative liabilities, current | 0 | 0 |
Non-current derivative liabilities at fair value | 0 | |
Level 3 | Foreign currency exchange contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivatives assets, current | 0 | 0 |
Derivative liabilities, current | 0 | 0 |
Level 3 | Commodity contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivative liabilities, current | $ 0 | 0 |
Non-current derivative liabilities at fair value | 0 | |
Level 3 | Interest rate swap contracts | ||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||
Derivative liabilities, current | 0 | |
Non-current derivative liabilities at fair value | $ 0 |
Fair Value of Financial Instr49
Fair Value of Financial Instruments - Narrative (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Mar. 03, 2016 | Feb. 18, 2016 | Dec. 31, 2015 |
Senior notes 12.750% Due 2021 | ||||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||||
Interest rate, stated percentage (as a percent) | 12.75% | 12.75% | ||
Debt instruments at fair value | $ 269.4 | |||
Senior notes 8.50% due 2020 | ||||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||||
Interest rate, stated percentage (as a percent) | 8.50% | |||
Debt instruments at fair value | $ 623.1 | |||
Senior notes 5.875% due 2022 | ||||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||||
Interest rate, stated percentage (as a percent) | 5.875% | |||
Debt instruments at fair value | 310.6 | |||
Term loan A | ||||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||||
Debt instruments at fair value | 307.7 | |||
Term loan B | ||||
Financial assets and liabilities accounted for at fair value on a recurring basis | ||||
Debt instruments at fair value | $ 116.7 |
Derivative Financial Instrume50
Derivative Financial Instruments - Narrative (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Derivative [Line Items] | ||
Unrealized losses to be reclassified | $ (1.6) | |
Minimum length of time hedged | 12 months | |
Maximum length of time hedged | 24 months | |
Term loan A | Cash Flow Hedging | ||
Derivative [Line Items] | ||
Currency units hedged | $ 175 | |
Hedged interest rate | 1.635% | 1.635% |
Derivative Financial Instrume51
Derivative Financial Instruments - Outstanding commodity and currency forward contracts designated as hedging (Details) - Designated as Hedging Instrument | 3 Months Ended | 12 Months Ended | ||||||
Mar. 31, 2016JPY (¥)MMBTUT | Dec. 31, 2015JPY (¥)MMBTUT | Mar. 31, 2016KRW (₩) | Mar. 31, 2016SGD | Mar. 31, 2016EUR (€) | Dec. 31, 2015KRW (₩) | Dec. 31, 2015SGD | Dec. 31, 2015EUR (€) | |
Foreign currency exchange contracts | Euro Member Countries, Euro | ||||||||
Derivative [Line Items] | ||||||||
Currency units hedged | € | € 740,555 | € 0 | ||||||
Foreign currency exchange contracts | Korea (South), Won | ||||||||
Derivative [Line Items] | ||||||||
Currency units hedged | ₩ | ₩ 706,322,850 | ₩ 1,533,257,930 | ||||||
Foreign currency exchange contracts | Singapore, Dollars | ||||||||
Derivative [Line Items] | ||||||||
Currency units hedged | SGD | SGD 600,000 | SGD 1,800,000 | ||||||
Foreign currency exchange contracts | Japan, Yen | ||||||||
Derivative [Line Items] | ||||||||
Currency units hedged | ¥ | ¥ 81,971,900 | ¥ 245,915,700 | ||||||
Natural Gas | Commodity contracts | ||||||||
Derivative [Line Items] | ||||||||
Commodity units hedged, energy | MMBTU | 69,379 | 175,617 | ||||||
Steel | Commodity contracts | ||||||||
Derivative [Line Items] | ||||||||
Commodity units hedged, mass | T | 3,789 | 4,811 |
Derivative Financial Instrume52
Derivative Financial Instruments - Outstanding commodity and currency forward contracts not designated as hedging (Details) - Not designated as hedging instruments | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016USD ($)t | Dec. 31, 2015USD ($)t | |
Aluminum | Commodity contracts | ||
Derivative [Line Items] | ||
Commodity units hedged, mass | t | 0 | 175 |
Steel | Commodity contracts | ||
Derivative [Line Items] | ||
Commodity units hedged, mass | t | 0 | 3,989 |
European Euro | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Units hedged | $ 13,315,716 | $ 20,490,320 |
United States Dollar | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Units hedged | 13,150,400 | 17,321,106 |
Japan, Yen | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Units hedged | 0 | 70,518,463 |
United Kingdom, Pounds | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Units hedged | 0 | 4,840,238 |
Singapore Dollar | Foreign currency exchange contracts | ||
Derivative [Line Items] | ||
Units hedged | $ 0 | $ 500,000 |
Derivative Financial Instrume53
Derivative Financial Instruments - Schedule of the fair value of outstanding derivative contracts recorded as assets in the accompanying consolidated balance sheet (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Derivative [Line Items] | ||
Asset derivatives | $ 0.4 | $ 0.3 |
Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Asset derivatives | 0.4 | 0.3 |
Designated as Hedging Instrument | Foreign exchange contracts | ||
Derivative [Line Items] | ||
Derivatives assets, current | $ 0.4 | $ 0.3 |
Derivative Financial Instrume54
Derivative Financial Instruments - Schedule of the fair value of outstanding derivative contracts recorded as liabilities in the accompanying consolidated balance sheet (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Derivative [Line Items] | ||
Liability derivatives | $ 3 | $ 4.2 |
Not designated as hedging instruments | ||
Derivative [Line Items] | ||
Liability derivatives | 0 | 0.9 |
Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Liability derivatives | 3 | 3.3 |
Foreign exchange contracts | Accounts Payable and Accrued Liabilities | Not designated as hedging instruments | ||
Derivative [Line Items] | ||
Derivative liabilities | 0 | 0.9 |
Foreign exchange contracts | Accounts Payable and Accrued Liabilities | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative liabilities | 2.9 | 0.2 |
Commodity contracts | Accounts Payable and Accrued Liabilities | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative liabilities | 0.1 | 0.7 |
Interest rate swap - Float-to-fixed | Accounts Payable and Accrued Liabilities | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Derivative liabilities | 0 | 1.7 |
Fair Value Hedging | Commodity contracts | Other Noncurrent Liabilities | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Non-current derivative liabilities at fair value | 0 | 0.1 |
Fair Value Hedging | Interest rate swap - Float-to-fixed | Other Noncurrent Liabilities | Designated as Hedging Instrument | ||
Derivative [Line Items] | ||
Non-current derivative liabilities at fair value | $ 0 | $ 0.6 |
Inventories (Details)
Inventories (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Inventories — gross: | ||
Raw materials | $ 141.9 | $ 155.3 |
Work-in-process | 129.3 | 116.3 |
Finished goods | 310.9 | 263.8 |
Total inventories — gross | 582.1 | 535.4 |
Excess and obsolete inventory reserve | (48.7) | (46.2) |
Net inventories at FIFO cost | 533.4 | 489.2 |
Excess of FIFO costs over LIFO value | (34.5) | (36.6) |
Inventories — net | $ 498.9 | $ 452.6 |
Goodwill and Other Intangible56
Goodwill and Other Intangible Assets - Changes in goodwill by reportable segment (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Goodwill by reportable segment | ||
Gross balance at the beginning of the period | $ 306.5 | $ 325.3 |
Foreign currency impact | 6.2 | (18.8) |
Gross balance at the end of the year | $ 312.7 | $ 306.5 |
Goodwill and Other Intangible57
Goodwill and Other Intangible Assets - Narrative (Details) $ in Millions | 3 Months Ended | 6 Months Ended |
Mar. 31, 2016segment | Jun. 30, 2015USD ($) | |
Goodwill and Intangible Assets Disclosure [Abstract] | ||
Number of reportable segments | segment | 1 | |
Goodwill impairment loss | $ | $ 0 |
Goodwill and Other Intangible58
Goodwill and Other Intangible Assets - Gross carrying amount and accumulated amortization of the company's intangible assets other than goodwill (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Intangible asset balances by major asset class | |||
Finite-lived Intangible assets, amortization amount | $ (45.1) | $ (43.3) | |
Intangible assets, gross (excluding goodwill) | 166.4 | 162.6 | |
Intangible assets, book value | 121.3 | 119.3 | |
Amortization expense | 0.7 | $ 0.8 | |
Trademarks and tradenames | |||
Intangible asset balances by major asset class | |||
Indefinite-lived intangible assets, book value | 96.5 | 94.2 | |
Distribution network | |||
Intangible asset balances by major asset class | |||
Indefinite-lived intangible assets, book value | 18.8 | 18.4 | |
Customer relationships | |||
Intangible asset balances by major asset class | |||
Finite-lived intangible assets, carrying amount | 10.5 | 10.4 | |
Finite-lived Intangible assets, amortization amount | (7.4) | (7.1) | |
Finite-lived intangible assets, book value | 3.1 | 3.3 | |
Patents | |||
Intangible asset balances by major asset class | |||
Finite-lived intangible assets, carrying amount | 29.8 | 29.1 | |
Finite-lived Intangible assets, amortization amount | (27.6) | (26.6) | |
Finite-lived intangible assets, book value | 2.2 | 2.5 | |
Engineering drawings | |||
Intangible asset balances by major asset class | |||
Finite-lived intangible assets, carrying amount | 10.5 | 10.2 | |
Finite-lived Intangible assets, amortization amount | (9.8) | (9.3) | |
Finite-lived intangible assets, book value | 0.7 | 0.9 | |
Other intangibles | |||
Intangible asset balances by major asset class | |||
Finite-lived intangible assets, carrying amount | 0.3 | 0.3 | |
Finite-lived Intangible assets, amortization amount | (0.3) | (0.3) | |
Finite-lived intangible assets, book value | $ 0 | $ 0 |
Accounts Payable and Accrued 59
Accounts Payable and Accrued Expenses (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Payables and Accruals [Abstract] | ||
Trade accounts payable | $ 262.9 | $ 268.5 |
Interest payable | 4.2 | 13.2 |
Employee related expenses | 61.1 | 60.1 |
Restructuring expenses | 8.9 | 6.5 |
Deferred revenue - current | 11.9 | 13.3 |
Income taxes payable | 1.8 | 4.4 |
Miscellaneous accrued expenses | 73.5 | 70.3 |
Total | $ 424.3 | $ 436.3 |
Debt - Schedule of outstanding
Debt - Schedule of outstanding debt (Details) - USD ($) $ in Millions | Mar. 31, 2016 | Dec. 31, 2015 |
Debt Instrument [Line Items] | ||
Carrying amount | $ 303 | $ 1,393.8 |
Deferred financing | (8.3) | (17.1) |
Less current portion and short-term borrowings | (33.7) | (67.2) |
Long-term debt | 269.3 | 1,326.6 |
Term loan A | ||
Debt Instrument [Line Items] | ||
Carrying amount | 0 | 312.8 |
Term loan B | ||
Debt Instrument [Line Items] | ||
Carrying amount | 0 | 119.5 |
Senior notes due 2020 | ||
Debt Instrument [Line Items] | ||
Carrying amount | 0 | 613.1 |
Senior notes due 2022 | ||
Debt Instrument [Line Items] | ||
Carrying amount | 0 | 299.2 |
Senior secured second lien notes due 2021 | ||
Debt Instrument [Line Items] | ||
Carrying amount | 248.1 | 0 |
Other | ||
Debt Instrument [Line Items] | ||
Carrying amount | $ 63.2 | $ 66.3 |
Debt - Narrative (Details)
Debt - Narrative (Details) | Mar. 03, 2016USD ($) | Mar. 31, 2016USD ($)facility | Mar. 31, 2015USD ($) | Dec. 31, 2015USD ($) | Feb. 18, 2016USD ($) | Jan. 03, 2014USD ($) |
Debt Instrument [Line Items] | ||||||
Maximum percentage of the principal amount of the debt instrument which the entity may redeem with proceeds from qualified equity offerings (as a percent) (up to) | 35.00% | |||||
Loss on early debt extinguishment | $ 72,000,000 | $ 0 | ||||
Carrying amount | 303,000,000 | $ 1,393,800,000 | ||||
Senior notes 8.50% due 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Interest rate, stated percentage (as a percent) | 8.50% | |||||
Redemption premium | $ 625,500,000 | |||||
Redemption price (as a percent) | 104.25% | |||||
Carrying amount | $ 0 | 613,100,000 | ||||
Senior notes 5.875% due 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Maximum redemption period for the entity to redeem the debt instrument following the receipt of proceeds from qualified equity offerings (in number of days) | 90 days | |||||
Redemption price, required repurchases | 101.00% | |||||
Interest rate, stated percentage (as a percent) | 5.875% | |||||
Redemption premium | $ 330,500,000 | |||||
Redemption price (as a percent) | 110.167% | |||||
Carrying amount | $ 0 | 299,200,000 | ||||
Senior Notes, Due 2020 | ||||||
Debt Instrument [Line Items] | ||||||
Write off of issuance cost | 6,900,000 | |||||
Loss on early debt extinguishment | 31,500,000 | |||||
Debt redemption premium | 24,600,000 | |||||
Derivative, notional amount | $ 11,800,000 | |||||
Term loan A | ||||||
Debt Instrument [Line Items] | ||||||
Carrying amount | $ 0 | 312,800,000 | ||||
Senior Notes Due 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Face amount of debt | $ 260 | |||||
Senior notes 12.750% Due 2021 | ||||||
Debt Instrument [Line Items] | ||||||
Redemption price of debt instrument if redeemed with proceeds from qualified equity offerings (as a percent) | 112.75% | |||||
Minimum percentage of the principal amount of the debt instrument which must remain outstanding after the entity has redeemed a portion of the debt instrument with proceeds from qualified equity offerings (as a percent) (at least) | 65.00% | |||||
Interest rate, stated percentage (as a percent) | 12.75% | 12.75% | ||||
Carrying amount | $ 248,100,000 | 0 | ||||
Senior Notes, Due 2022 | ||||||
Debt Instrument [Line Items] | ||||||
Write off of issuance cost | 3,400,000 | |||||
Loss on early debt extinguishment | 34,600,000 | |||||
Debt redemption premium | 31,200,000 | |||||
Derivative, notional amount | 700,000 | |||||
Other | ||||||
Debt Instrument [Line Items] | ||||||
Carrying amount | $ 63,200,000 | 66,300,000 | ||||
Weighted average interest rate (as a percent) | 5.24% | |||||
Term loan B | ||||||
Debt Instrument [Line Items] | ||||||
Carrying amount | $ 0 | 119,500,000 | ||||
New Senior Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity under revolving credit facility | $ 1,050,000,000 | |||||
Number of loan facilities included with the senior credit facility | facility | 3 | |||||
New Senior Credit Facility | Term loan A | ||||||
Debt Instrument [Line Items] | ||||||
Debt term | 5 years | |||||
Face amount of debt | 350,000,000 | |||||
New Senior Credit Facility | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity under revolving credit facility | 500,000,000 | |||||
Debt term | 5 years | |||||
Write off of issuance cost | $ 5,900,000 | |||||
New Senior Credit Facility | Term loan B | ||||||
Debt Instrument [Line Items] | ||||||
Debt term | 7 years | |||||
Face amount of debt | $ 200,000,000 | |||||
Letter of Credit | Wells Fargo Bank | Line of Credit | Asset Based Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity under revolving credit facility | 75,000,000 | |||||
Revolving Credit Facility | Wells Fargo Bank | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Fixed charge coverage ratio | 1 | |||||
Revolving Credit Facility | Wells Fargo Bank | Line of Credit | Asset Based Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity under revolving credit facility | $ 225,000,000 | |||||
Debt term | 5 years | |||||
Prior Senior Credit Facility | LIBOR | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 1.50% | |||||
Prior Senior Credit Facility | Prime Rate | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread on variable rate | 0.50% | |||||
Prior Senior Credit Facility | Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Weighted average interest rate (as a percent) | 3.54% | |||||
Highest daily borrowing | 234,000,000 | |||||
Average outstanding amount | $ 117,400,000 | |||||
Excess capacity | $ 160,100,000 | |||||
Cash Flow Hedging | Term loan A | ||||||
Debt Instrument [Line Items] | ||||||
Units hedged | $ 175,000,000 | |||||
Hedged interest rate | 1.635% | 1.635% | ||||
Subsidiary | Letter of Credit | Wells Fargo Bank | Line of Credit | Asset Based Revolving Credit Facility | ||||||
Debt Instrument [Line Items] | ||||||
Maximum borrowing capacity under revolving credit facility | $ 10,000,000 |
Debt - Schedule of percentage o
Debt - Schedule of percentage of principal amount at which the entity may redeem the notes (Details) | 3 Months Ended |
Mar. 31, 2016 | |
2/15/2019 - 2/15/2020 | |
Debt Instrument [Line Items] | |
Redemption price (as a percent) | 106.375% |
2/15/2020 - 8/15/2020 | |
Debt Instrument [Line Items] | |
Redemption price (as a percent) | 103.188% |
8/15/2020 - 8/15/2021 | |
Debt Instrument [Line Items] | |
Redemption price (as a percent) | 100.00% |
Accounts Receivable Securitiz63
Accounts Receivable Securitization (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended |
Mar. 31, 2016 | Dec. 31, 2015 | |
Accounts Receivable Securitization | ||
Trade accounts receivable balance sold | $ 47 | $ 64.2 |
Fair value of deferred purchase price notes | $ 72.4 | $ 54.1 |
Period for which the entity will be able to comply with the financial covenants pertaining to the Receivable Purchase Agreement (in months) | 12 months | |
Maximum | ||
Accounts Receivable Securitization | ||
Capacity of securitization program | $ 75 | |
Average collection cycle for accounts receivable (in days) (less than) | 60 days |
Income Taxes (Details)
Income Taxes (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Provision (benefit) for taxes on income | $ 122.3 | $ (7.4) | |
Valuation allowance | $ 121.1 | ||
Federal income tax at statutory rate | 35.00% | ||
Unrecognized tax benefits | $ 16.1 | $ 19.4 | |
Unrecognized tax benefits that would affect annual effective rate | $ 0.6 |
Earnings Per Share (Details)
Earnings Per Share (Details) - shares | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Earnings Per Share [Abstract] | ||
Basic weighted average common shares outstanding (in shares) | 136,599,912 | 135,641,914 |
Effect of dilutive securities - stock options and restricted stock (in shares) | 0 | 0 |
Diluted weighted average common shares outstanding (in shares) | 136,599,912 | 135,641,914 |
Anti-dilutive shares excluded from the calculation of diluted earnings per share | ||
Number of anti-dilutive shares excluded from the calculation of diluted earnings per share (in shares) | 1,000,000 | 1,500,000 |
Common shares issuable upon the exercise of stock options | ||
Anti-dilutive shares excluded from the calculation of diluted earnings per share | ||
Number of anti-dilutive shares excluded from the calculation of diluted earnings per share (in shares) | 7,000,000 | 2,200,000 |
Stockholders' Equity - Stockhol
Stockholders' Equity - Stockholders equity roll forward (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Schedule of Capitalization, Equity [Line Items] | ||
Retained earnings beginning balance | $ 539.5 | |
Distribution of MFS | (204) | $ (8.4) |
Distribution of MFS | 50.8 | |
Retained earnings beginning balance | 386.3 | |
Retained Earnings | ||
Schedule of Capitalization, Equity [Line Items] | ||
Retained earnings beginning balance | 539.5 | 486.9 |
Distribution of MFS | (204) | (8.4) |
Retained earnings beginning balance | $ 386.3 | $ 478.5 |
Stockholders' Equity - Narrativ
Stockholders' Equity - Narrative (Details) - USD ($) $ / shares in Units, $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Dec. 31, 2015 | |
Equity [Abstract] | ||
Common stock, shares authorized | 300,000,000 | 300,000,000 |
Par value of common stock (in dollars per share) | $ 0.01 | |
Authorized capitalization of preferred stock (in shares) | 3,500,000 | |
Par value of preferred stock per share (in dollars per share) | $ 0.01 | |
Number of shares authorized to be repurchased (in shares) | 10,000,000 | |
Aggregate number of shares repurchased (in shares) | 7,600,000 | |
Aggregate cost of shares repurchased | $ 49.8 |
Stockholders' Equity - Componen
Stockholders' Equity - Components of accumulated other comprehensive income (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Components of Accumlated Other Comprehensive Income (Loss) Net of Tax | ||
Beginning balance | $ 819.5 | |
Net current period other comprehensive income (loss) | 49.5 | $ (65.5) |
Distribution of MFS | (204) | (8.4) |
Ending balance | 767.9 | |
Gains and Losses on Cash Flow Hedges | ||
Components of Accumlated Other Comprehensive Income (Loss) Net of Tax | ||
Beginning balance | (3.8) | (6.3) |
Other comprehensive loss before reclassifications | 1.7 | 6.9 |
Amounts reclassified from accumulated other comprehensive income | 0.8 | 2.8 |
Net current period other comprehensive income (loss) | (0.9) | (4.1) |
Distribution of MFS | 2.1 | |
Ending balance | (2.6) | (10.4) |
Pension & Postretirement | ||
Components of Accumlated Other Comprehensive Income (Loss) Net of Tax | ||
Beginning balance | (82.6) | (95) |
Other comprehensive loss before reclassifications | 0 | 0 |
Amounts reclassified from accumulated other comprehensive income | 1.2 | 1.4 |
Net current period other comprehensive income (loss) | 1.2 | 1.4 |
Distribution of MFS | 44.5 | |
Ending balance | (36.9) | (93.6) |
Foreign Currency Translation | ||
Components of Accumlated Other Comprehensive Income (Loss) Net of Tax | ||
Beginning balance | (121.4) | (29.2) |
Other comprehensive loss before reclassifications | (49.2) | 62.8 |
Amounts reclassified from accumulated other comprehensive income | 0 | 0 |
Net current period other comprehensive income (loss) | 49.2 | (62.8) |
Distribution of MFS | 2.1 | |
Ending balance | (70.1) | (92) |
AOCI Attributable to Parent | ||
Components of Accumlated Other Comprehensive Income (Loss) Net of Tax | ||
Beginning balance | (207.8) | (130.5) |
Other comprehensive loss before reclassifications | (47.5) | 69.7 |
Amounts reclassified from accumulated other comprehensive income | 2 | 4.2 |
Net current period other comprehensive income (loss) | 49.5 | (65.5) |
Distribution of MFS | 48.7 | |
Ending balance | $ (109.6) | $ (196) |
Stockholders' Equity - Reclassi
Stockholders' Equity - Reclassification out of accumulated other comprehensive income (Details) - USD ($) $ in Millions | 3 Months Ended | ||
Mar. 31, 2016 | Mar. 31, 2015 | ||
Schedule of Reclassifications out of Accumulated Comprehensive Income (Loss) [Line Items] | |||
Cost of sales | $ 345.5 | $ 331.3 | |
Interest Expense | 9.7 | 23.3 | |
Total before tax | 78.5 | 32.9 | |
Tax benefit | (122.3) | 7.4 | |
Net loss | 204 | 8.4 | |
Reclassification out of Accumulated Other Comprehensive Income | |||
Schedule of Reclassifications out of Accumulated Comprehensive Income (Loss) [Line Items] | |||
Net of Tax | (2) | (4.2) | |
Gains and Losses on Cash Flow Hedges | |||
Schedule of Reclassifications out of Accumulated Comprehensive Income (Loss) [Line Items] | |||
Net of Tax | (0.8) | (2.8) | |
Gains and Losses on Cash Flow Hedges | Reclassification out of Accumulated Other Comprehensive Income | |||
Schedule of Reclassifications out of Accumulated Comprehensive Income (Loss) [Line Items] | |||
Total before tax | (1.1) | (4.5) | |
Tax benefit | 0.3 | 1.7 | |
Net loss | (0.8) | (2.8) | |
Gains and Losses on Cash Flow Hedges | Reclassification out of Accumulated Other Comprehensive Income | Foreign exchange contracts | |||
Schedule of Reclassifications out of Accumulated Comprehensive Income (Loss) [Line Items] | |||
Cost of sales | (3.2) | ||
Gains and Losses on Cash Flow Hedges | Reclassification out of Accumulated Other Comprehensive Income | Commodity contracts | |||
Schedule of Reclassifications out of Accumulated Comprehensive Income (Loss) [Line Items] | |||
Cost of sales | 1.1 | (0.7) | |
Gains and Losses on Cash Flow Hedges | Reclassification out of Accumulated Other Comprehensive Income | Interest rate swap contracts | |||
Schedule of Reclassifications out of Accumulated Comprehensive Income (Loss) [Line Items] | |||
Interest Expense | (0.6) | ||
Pension & Postretirement | |||
Schedule of Reclassifications out of Accumulated Comprehensive Income (Loss) [Line Items] | |||
Net of Tax | (1.2) | (1.4) | |
Pension & Postretirement | Reclassification out of Accumulated Other Comprehensive Income | |||
Schedule of Reclassifications out of Accumulated Comprehensive Income (Loss) [Line Items] | |||
Total before tax | [1] | (1.2) | (1.9) |
Tax benefit | 0 | 0.5 | |
Net of Tax | (1.2) | (1.4) | |
Actuarial losses | Reclassification out of Accumulated Other Comprehensive Income | |||
Schedule of Reclassifications out of Accumulated Comprehensive Income (Loss) [Line Items] | |||
Total before tax | [1] | $ (1.2) | $ (1.9) |
[1] | These accumulated other comprehensive income components are included in the computation of net periodic pension cost (see Note 17, "Employee Benefit Plans," for further details). |
Stock-Based Compensation (Detai
Stock-Based Compensation (Details) - USD ($) $ in Millions | 1 Months Ended | 3 Months Ended | |
Apr. 30, 2015 | Mar. 31, 2016 | Mar. 31, 2015 | |
Stock-Based Compensation | |||
Stock-based compensation expense (in dollars) | $ 1.3 | $ 4.1 | |
Stock Options | |||
Stock-Based Compensation | |||
Number of share options granted during the period (in shares) | 1,700,000 | 600,000 | |
Restricted Stock Units (RSUs) | |||
Stock-Based Compensation | |||
Number of shares of other than options granted during the period (in shares) | 1,300,000 | 500,000 | |
Restricted Stock | |||
Stock-Based Compensation | |||
Number of shares of other than options granted during the period (in shares) | 400,000 | ||
Officers and Employees | Restricted Stock | |||
Stock-Based Compensation | |||
Expiration period of restrictions (in years) | 3 years | ||
Director | Restricted Stock | |||
Stock-Based Compensation | |||
Expiration period of restrictions (in years) | 2 years | ||
2013 Omnibus Plan | |||
Stock-Based Compensation | |||
Share-based compensation, shares authorized (in shares) | 8,000,000 | ||
Shares available for future grant (in shares) | 28,184,595 |
Contingencies and Significant71
Contingencies and Significant Estimates (Details) - USD ($) | 3 Months Ended | ||
Mar. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Product liability reserves | |||
Period over which product liability self-insurance retention levels have fluctuated (in years) | 10 years | ||
Product Liability Contingency, Accrual, Present Value | $ 22,000,000 | $ 21,900,000 | |
Product liability reserves for actual cases | 4,300,000 | 2,800,000 | |
Product liability reserves for claims incurred but not reported | 17,700,000 | 19,100,000 | |
Warranty claims reserves | 43,900,000 | $ 43,900,000 | $ 50,200,000 |
Maximum | |||
Product liability reserves | |||
Product liability self-insurance maximum retention level for new occurrence | $ 2,000,000 |
Guarantees (Details)
Guarantees (Details) - USD ($) $ in Millions | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | Dec. 31, 2015 | |
Guarantees | |||
Deferred revenue included in other current and non-current liabilities | $ 38.2 | $ 43 | |
Amount of residual value guarantees and buyback commitments given by the company | $ 41.5 | 42.9 | |
Standard product warranty, low end of range (in months) | 12 months | ||
Standard product warranty, high end of range (in months) | 60 months | ||
Warranty activity | |||
Balance at beginning of period | $ 43.9 | $ 50.2 | 50.2 |
Accruals for warranties issued during the period | 14.2 | 49.8 | |
Settlements made (in cash or in kind) during the period | (15.3) | (52.7) | |
Currency translation | 1.1 | (3.4) | |
Balance at end of period | 43.9 | 43.9 | |
Notes receivable sales and guarantees | |||
Guarantees | |||
Sale of long term notes receivable to third party financing companies | $ 1 | 0.1 | |
Maximum percent guaranteed by the company for collection of notes to financing companies (as a percent) (up to) | 100.00% | ||
Payments related to notes by customers to financing companies | $ 4.7 | $ 5.5 | |
Outstanding balance of notes receivables guaranteed by the company | $ 20.8 | $ 24.4 |
Employee Benefit Plans (Details
Employee Benefit Plans (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
U.S. Pension Plans | ||
Components of periodic benefit costs | ||
Service cost - benefits earned during the period | $ 0 | $ 0 |
Interest cost of projected benefit obligations | 2.2 | 2.3 |
Expected return on plan assets | (1.7) | (2.2) |
Amortization of actuarial net loss | 1.1 | 1.3 |
Net periodic benefit cost | 1.6 | 1.4 |
Net periodic benefit costs associated with MFS | 0.4 | 0.1 |
U.S. Pension Plans | Continuing Operations | ||
Components of periodic benefit costs | ||
Net periodic benefit cost | 1.2 | 1.3 |
Non-U.S. Pension Plans | ||
Components of periodic benefit costs | ||
Service cost - benefits earned during the period | 0.5 | 0.7 |
Interest cost of projected benefit obligations | 1.6 | 2.2 |
Expected return on plan assets | (1.2) | (1.9) |
Amortization of actuarial net loss | 0.4 | 0.6 |
Net periodic benefit cost | 1.3 | 1.6 |
Net periodic benefit costs associated with MFS | 0.4 | 0.6 |
Non-U.S. Pension Plans | Continuing Operations | ||
Components of periodic benefit costs | ||
Net periodic benefit cost | 0.9 | 1 |
Postretirement Health and Other Plans | ||
Components of periodic benefit costs | ||
Service cost - benefits earned during the period | 0.1 | 0.1 |
Interest cost of projected benefit obligations | 0.5 | 0.5 |
Expected return on plan assets | 0 | 0 |
Amortization of actuarial net loss | 0 | 0 |
Net periodic benefit cost | 0.6 | 0.6 |
Net periodic benefit costs associated with MFS | 0.1 | 0 |
Postretirement Health and Other Plans | Continuing Operations | ||
Components of periodic benefit costs | ||
Net periodic benefit cost | $ 0.5 | $ 0.6 |
Restructuring (Details)
Restructuring (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2016 | Mar. 31, 2015 | |
Rollforward of all restructuring activities | ||
Restructuring Charges | $ 4.4 | $ 0.2 |
Crane | ||
Rollforward of all restructuring activities | ||
Restructuring reserve balance, at the beginning of the period | 6.5 | |
Restructuring Charges | 4.4 | |
Use of Reserve | (2) | |
Restructuring reserve balance, at the end of the period | $ 8.9 |