SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 Date of Report: September 1, 1995 (Date of earliest event reported) THE MANITOWOC COMPANY, INC. (Exact name of registrant as specified in its charter) Wisconsin 1-11978 39-0448110 - ----------------- -------------- ----------------- (State or other (Commission (IRS Employer jurisdiction of File Number) Identification incorporation) Number) 700 East Magnolia Avenue, Suite B, Manitowoc, WI 54220 - ---------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (414-684-4410) (Former name or former address, if changed since last report) Item 5. Other Events - ---------------------------------------------------------------------- On September 1, 1995, The Manitowoc Company, Inc. (the ``Company'') issued a press release announcing that it had entered into a letter of intent to acquire 100% ownership of The Shannon Group, Inc., a privately held manufacturer of commercial refrigerators, freezers and related products. The Shannon Group, Inc. is majority owned by affiliates of Trivest, Inc., a private investment firm. The transaction, valued in excess of $100 million, is subject to the usual conditions and due diligence investigation, as well as the approval of the Boards of Directors of both companies. A definitive agreement and completion of the purchase is expected by the end of the year. The Company intends to finance the entire purchase with debt arranged through commercial banks at favorable rates. The Shannon Group, Inc. is headquartered in Brentwood, Tennessee, near Nashville. It is a leading U.S. producer of walk-in refrigerators and freezers, reach-in refrigerators and freezers, and related products. Its customers include many of the major fast-food restaurant chains and leading grocery chains in the United States. The press release is incorporated herein by reference to Exhibit 20 of this Report, to which the reader is referred for more information. Item 7. Financial Statements and Exhibits - ----------------------------------------------------- (c) Exhibits: See the Exhibit Index following the Signature page of this Report, which is incorporated herein by reference. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized. DATE: September 5, 1995 THE MANITOWOC COMPANY, INC. (Registrant) /s/ Robert R. Friedl --------------------------- Vice President and Chief Financial Officer THE MANITOWOC COMPANY, INC. EXHIBIT INDEX TO FORM 8-K CURRENT REPORT Date of Report: September 1, 1995 Exhibit Filed No. Description Herewith - ---------- ---------------- ------------- 20 Press Release dated September 1, X 1995 regarding entering into letter of intent to acquire 100% ownership of The Shannon Group, Inc.