SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549
FORM 12b-25
Commission File Number 333-52529
NOTIFICATION OF LATE FILING
(Check One): X Form 10-K Form 11-K Form 20-F Form 10-Q
Form N-SAR
For Period Ended: October 31, 1999
Transition Report on Form 10-K Transition Report on Form 10-Q
Transition Report on Form 20-F Transition Report on Form N-SAR
Transition Report on Form 11-K
For the Transition Period Ended:
Read attached instruction sheet before preparing form. Please print or type.
Nothing in this form shall be construed to imply that the Commission
has verified any information contained herein.
If the notification relates to a portion of the filing checked above,
identify the item(s) to which the notification relates:
PART I
REGISTRANT INFORMATION
Full name of registrant: MMH Holdings, Inc.
Former name if applicable
Address of principal executive office (Street and number)
315 W. Forest Hill Avenue
City, state and zip code Oak Creek, Wisconsin 53154
PART II
RULE 12b-25 (b) AND (c)
If the subject report could not be filed without unreasonable effort or
expense and the registrant seeks relief pursuant to Rule 12b-25(b), the
following should be completed. (Check box if appropriate.)
x (a) The reasons described in reasonable detail in Part III
of this form could not be eliminated without
unreasonable effort or expense;
x (b) The subject annual report, semi-annual report,
transition report on Form 10-K, 20-F, 11-K or Form
N-SAR, or portion thereof will be filed on or before
the 15th calendar day following the prescribed due
date; or the subject quarterly report or transition
report on Form 10-Q, or portion thereof will be filed
on or before the fifth calendar day following the
prescribed due date; and
x (c) The accountant's statement or other exhibit required by
Rule 12b-25(c) has been attached if applicable.
PART III
NARRATIVE
State below in reasonable detail the reasons why Form 10-K, 11-K, 20-F,
10-Q, N-SAR or the transition report portion thereof could not be filed within
the prescribed time period: On January 31, 2000, the registrant and certain of
its subsidiaries executed an Amendment and Waiver to the registrant's Bank
Credit Agreement. As a result of numerous difficulties and issues associated
with such Amendment and Waiver, the registrant will not be able to file its
Annual Report on Form 10-K for the twelve months ended October 31, 1999 on or
before January 31, 2000.
PART IV
OTHER INFORMATION
(1) Name and telephone number of person to contact in regard to
this notification
David D. Smith (414) 764-6200
(Name) (Area code) (Telephone Number)
(2) Have all other periodic reports required under Section 13 or 15(d)
of the Securities Exchange Act of 1934 or Section 30 of the Investment Company
Act of 1940 during the preceding 12 months or for such shorter period that the
registrant was required to file such report(s) been filed? If the answer is no,
identify report(s).
X Yes No
(3) Is it anticipated that any significant change in results of
operations from the corresponding period for the last fiscal year will be
reflected by the earnings statements to be included in the subject report or
portion thereof?
X Yes No
If so: attach an explanation of the anticipated change, both
narratively and quantitatively, and, if appropriate, state the reasons why a
reasonable estimate of the results cannot be made.
See Attachment A
MMH Holdings, Inc.
(Name of Registrant as Specified in Charter)
Has caused this notification to be signed on its behalf by the undersigned
thereunto duly authorized.
Date: February 1, 2000 By: /s/ Jack Stinnett
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Jack Stinnett
President and Chief Executive Officer
Attachment A
Page 1 of 3
CONTACT: DAVID D. SMITH, MILWAUKEE, WI
(414) 570-2772
MORRIS MATERIAL HANDLING, INC. ANNOUNCES
FOURTH QUARTER AND FULL YEAR RESULTS
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Milwaukee, WI. February 1, 2000 - Morris Material Handling, Inc., a leading
provider of equipment and services for industrial material handling, today
announced its operating results for the fourth quarter and the full year ended
October 31, 1999.
For the quarter ended October 31, 1999, net sales and EBITDA before
non-recurring charges were $81.5 million and $4.7 million, respectively,
compared with $86.2 million and $11.1 million in the same period a year ago. For
the year ended October 31, 1999, net sales and EBITDA before non-recurring
charges were $294.1 million and $17.9 million, respectively, compared with
$317.9 and $37.9 million in 1998. During the quarter, the Company recorded $1.3
million of non-recurring charges including $0.9 million for severance costs
related to restructuring and consolidating operations.
The change in net sales for the fourth quarter was primarily due to lower hoist
and component sales; slightly lower parts sales; and lower service sales through
the Company's network of distribution and service centers.
The change in EBITDA was primarily due to the lower level of net sales and
associated margin as well as reduced margin rates reflecting increased
competition in the company's major markets.
The Company recorded bookings for the fourth quarter of $64.8 million as
compared to $100.2 million in the fourth quarter of 1998, which included several
large engineered crane orders. The Company's backlog of orders at October 31,
1999 was $77.4 compared to $97.3 million at October 31, 1998 and $94.2 million
at July 31, 1999.
"Our equipment markets continue to be substantially below 1998 levels. We have
maintained our market position, but have experienced declining selling prices.
Our focus has to be on improving parts deliveries, expanding our service network
and lowering our SG&A and operational costs," said President and CEO Jack
Stinnett.
The Company anticipates that it will not meet certain financial covenants
contained in its Bank Credit Agreement for the quarter ended January 31, 2000
and the foreseeable future thereafter. The Company has entered into an Amendment
and Waiver under its Bank Credit Agreement whereby, among other matters, the
banks have waived compliance, for the period from January 31, 2000 until March
29, 2000, by the Company with such financial covenants in order to permit the
Company to make additional borrowings above current borrowing levels under its
revolving credit facility of up to $12.0 million during such period. In
addition, the Company has engaged Donaldson, Lufkin & Jenrette Securities Corp.
as its financial advisor to review strategic alternatives, including a possible
sale or recapitalization of the Company.
During the Quarter Ended January 31, 2000, the Company completed the sale of a
Canadian subsidiary, Mondel Engineering. This concludes the process announced in
early July 1999, to sell this operation as part of a company-wide strategic
review.
Morris has operations in the United States, United Kingdom, Canada, Mexico,
South Africa, Australia, Singapore and Thailand. The Company manufactures a
broad range of through-the-air cranes and hoists for material handling. In
addition, Morris has a network of locations to distribute these products and
provide service and support.
The press release contains forward-looking statements within the meaning of
Section 21E of the Securities Exchange Act of 1934, which represent the
Company's expectations or beliefs concerning future events. The Company cautions
that these statements are further qualified by important factors that could
cause actual results to differ materially from those in the forward-looking
statements. Such factors include, without limitation, general economic
conditions and competition in the markets in which the company operations are
located. Consequently, all forward-looking statements made herein are qualified
by these cautionary statements and the cautionary language set forth in the
Company's most recent Form 10-Q report and other documents filed with the
Securities and Exchange Commission. There can be no assurance that the actual
results, events or developments referenced herein will occur or be realized. The
Company assumes no obligation to update these forward-looking statements to
reflect actual results, changes in assumptions or changes in factors affecting
such forward-looking statements.
MMH HOLDINGS, INC.
CONDENSED STATEMENTS OF INCOME
(Dollars in Thousands)
For the Three Months For The Year
Ended October 31, Ended October 31,
--------------------- ---------------------
--------------------- ---------------------
1999 1998 1999 1998
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---------- ---------- --------- ----------
(Unaudited)
Revenues
Net sales $ 81,717 $ 86,182 $ 294,195 $ 317,857
Other income - net (208) 214 392 1,331
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--------- --------- --------- ---------
81,509 86,396 294,587 319,188
Cost of Sales 61,437 59,667 218,703 226,991
Product development, selling and administrative
expenses (1) 18,854 18,366 72,439 63,152
HII management fee -- -- -- 1,155
Non-recurring employee benefit costs -- -- -- 1,216
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--------- --------- --------- ---------
Operating income (2) 1,218 8,363 3,445 26,674
Interest expense - net
Affiliates -- -- -- (1,448)
Third party (8,075) (6,811) (30,027) (16,527)
--------- --------- --------- ---------
--------- --------- --------- ---------
Income before Income Taxes and Minority Interest (6,857) 1,552 (26,582) 8,699
Provision for Income Taxes (3) (70,039) (1,539) (71,680) (4,435)
Minority Interest 17 (7) 57 27
--------- --------- --------- ---------
========= ========= ========= =========
Net income (loss) $ (76,879) $ 6 $ (98,205) $ 4,291
========= ========= ========= =========
========= ========= ========= =========
Depreciation and Amortization $ 2,182 $ 1,628 $ 8,239 $ 6,824
EBITDA before HII mgmt fees and
non-recurring charges (4) 4,719 11,098 17,912 37,922
(1) The financial results for the years ended October 31, 1999 and 1998 include
certain severance charges related to restructuring the Company.
(2) Operating income for the three and twelve months ended October 31, 1999
include certain mainly non-cash charges related to collectibility of
receivables, inventory valuation and warranty.
(3) Provision for income taxes includes a charge of $71,455 related to
writedown of the deferred tax asset.
(4) EBITDA is calculated before non-recurring charges, certain recruiting and
severance charges related to restructuring the Company, former parent
management fees, and charges related to certain depreciation expenses for
Harnco assets of $0 and $256, in the years ended October 31, 1999 and 1998,
respectively.