☒ Annual Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

☐ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Securities ~~Registered Pursuant~~registered pursuant to Section 12(b) of the Act:

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes ☐ No☒ No ☐

Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act. Yes ☐No☒

Indicate by check mark whether the Registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the Registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes☒ No ☐

Indicate by check mark whether the registrant has submitted electronically ~~and posted on its corporate website, if any,~~ every Interactive Data File required to be submitted ~~and posted~~ pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit ~~and post~~ such files). Yes☒ No ☐

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K is not contained herein, and will not be contained, to the best of registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K. ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Indicate by check mark whether the registrant has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report. ☒

If securities are registered pursuant to Section 12(b) of the Act, indicate by check mark whether the financial statements of the registrant included in the filing reflect the correction of an error to previously issued financial statements. ☐

Indicate by check mark whether any of those error corrections are restatements that required a recovery analysis of incentive-based compensation received by any of the registrant's executive officers during the relevant recovery period pursuant to §240.10D-1(b). ☐

Indicate by check mark whether the Registrant is a shell ~~Company~~company (as defined in Rule 12b-2 of the Act). Yes☐ No ☒

The Aggregate Market Value on June 30, ~~2017,~~2023, of the registrant’s Common Stock held by non-affiliates of the registrant was approximately ~~$838~~$640.5 million based on the closing per share price of ~~$24.04~~$18.83 on that ~~date, after adjustment for the 1-for-4 reverse stock split which occurred on November 17, 2017.~~date.

The number of shares outstanding of the registrant’s Common Stock as of January 31, ~~2018,~~2024, the most recent practicable date, was ~~35,347,025.~~35,096,908.

Portions of the registrant’s Proxy Statement for the ~~2018~~2024 Annual Meeting of Shareholders, are incorporated by reference in Part III of this Annual Report on Form ~~10-K.~~10-K.

These factors may harm our results of operations, and any measures that we may implement to reduce the effect of volatile currencies and other risks of our international operations may not be effective. In our experience, entry into new international markets requires considerable management time as well as start-up expenses for market development, hiring and establishing office facilities before any significant revenue is generated. As a result, initial operations in a new market may operate at low margins or may be unprofitable.

~~Our international sales and operations are subject to applicable laws relating to trade, export controls and foreign corrupt practices, the violation of which could adversely affect our operations.~~

We must comply with all applicable international trade, customs, export controls and economic sanctions laws and regulations of the United States and other countries. We are also subject to the Foreign Corrupt Practices Act and other anti-bribery laws that generally bar bribes or gifts to foreign governments or officials. The new presidential administration in the United States has taken, and make take additional, actions that may inhibit international trade by U.S.-based companies. Changes in trade sanctions laws may restrict our business practices, including cessation of business activities in sanctioned countries or with sanctioned parties, and may result in modifications to compliance programs. Violation of these laws or regulations could result in sanctions or fines and could have a material adverse effect on our financial condition, results of operations and cash flows.

If we do not meet customers’ product quality, reliability standards and expectations, we may experience increased or unexpected product warranty claims and other adverse consequences to our business.

Product quality and reliability are significant factors influencing customers' decisions to purchase our products. Inability to maintain the high quality of our products relative to the perceived or actual quality of similar products offered by competitors could result in the loss of market share, loss of revenue, reduced profitability, an increase in warranty costs, government investigations and/or damage to our reputation.

Product quality and reliability are determined in part by factors that are not entirely within our control. We depend on our suppliers for parts and components that meet our standards. If our suppliers fail to meet those standards, we may not be able to deliver the quality of products that our customers expect, which may impair our reputation, resulting in lower revenue and higher warranty costs.

We provide our customers a warranty covering workmanship, and in some cases materials, on products we manufacture. Our warranty generally provides that products will be free from defects for periods ranging from 12 months to 60 months. If a product fails to comply with the warranty, we may be obligated, at our expense, to correct any defect by repairing or replacing the defective product. Although we maintain warranty reserves in an amount based primarily on the number of units shipped and on historical and anticipated warranty claims, there can be no assurance that future warranty claims will follow historical patterns or that we can accurately anticipate the level of future warranty claims. An increase in the rate of warranty claims or the occurrence of unexpected warranty claims, for which we are not insured, where the damages exceed insurance coverage, where we cannot recover from our vendors to the extent their materials or workmanship were defective, or any material claim for which insurance coverage is denied or limited and for which indemnification is not available, could materially and adversely affect our financial condition, results of operations and cash flows.

~~We may incur additional expenses and delays due to technical problems or other interruptions at our manufacturing facilities.~~

Disruptions in operations due to technical problems or other interruptions such as floods or fire would adversely affect the manufacturing capacity of our facilities. Such interruptions could cause delays in production and cause us to incur additional expenses such as charges for expedited deliveries for products that are delayed. Additionally, our customers may have the ability to cancel purchase orders in the event of any delays in production and may decrease future orders if delays are persistent. Additionally, to the extent that such disruptions do not result from damage to our physical property, these may not be covered by our business interruption insurance. Any such disruptions may adversely affect our business, operations, and financial results.

~~We face risks related to sales through distributors and other third parties.~~

We sell a portion of our products through third parties such as distributors, agents and channel partners (collectively referred to as distributors). Using third parties for distribution exposes us to many risks, including competitive pressure, concentration, credit risk, and compliance risks. Distributors may sell products that compete with our products, and we may need to provide financial and other incentives to focus distributors on the sale of our products. We may rely on one or more key distributors for a product, and the loss of these distributors could reduce our revenue. Distributors may face financial difficulties, including bankruptcy, which could harm our collection of accounts receivable and financial results. Violations of the Foreign Corrupt Practices Act or similar laws by distributors or other third-party intermediaries could have a material impact on our business. Failing to manage risks related to our use of distributors may reduce sales, increase expenses, and weaken our competitive position.

~~We depend on our key executive officers, managers and skilled personnel and may have difficulty retaining and recruiting qualified employees.~~

Our success depends to a large extent upon the continued services of our executive officers, senior management personnel, managers and other skilled personnel and our ability to recruit and retain skilled personnel to maintain and expand our operations. We could be affected by the loss of any of our executive officers who are responsible for formulating and implementing our business plan and strategy. In addition, we need to recruit and retain additional management personnel and other skilled employees. However, competition is high for skilled technical personnel among companies that rely on engineering and technology, and the loss of qualified employees or an inability to attract, retain and motivate additional skilled employees required for the operation and expansion of our business could hinder our ability to conduct design, engineering and manufacturing activities successfully and develop marketable products. We may not be able to attract the skilled personnel we require or retain those whom we have trained at our own cost. If we are not able to do so, our business and our ability to continue to grow could be negatively affected and we could face additional competition from those who leave and work for our competitors.

Some of our customers may not be able to obtain financing with third parties to purchase our products, and we ~~may~~could incur expenses associated with our assistance to customers in securing third-party financing.

A portion of our sales are financed by third-party finance companies on behalf of our customers. The availability of financing from third parties is affected by general economic conditions, the creditworthiness of our customers and the estimated residual value of our equipment. In certain transactions, we provide residual value guarantees and buyback commitments to our customers or to third-party financial institutions. Deterioration in the credit quality of our customers or the overall health of the finance industry could negatively impact our ~~customer’s~~customers’ ability to obtain the resources needed to make purchases of our equipment or their ability to obtain third-party financing. In addition, if the actual value of the equipment for which we have provided a residual value guaranty declines below the amount of our guaranty, we may incur additional costs, which may negatively impact our financial condition, results of operations and cash flows.

Our results of operations are subject to exchange rate and other currency risks. A significant movement in exchange rates could adversely impact our results of operations and cash flows.

Some of our operations are and will continue to be conducted by subsidiaries in foreign countries. The results of the operations and the financial position of these subsidiaries will be reported in the relevant foreign currencies and then translated into U.S. dollars at the applicable exchange rates for inclusion in our consolidated financial statements, which are stated in U.S. dollars. The exchange rates between foreign currencies and the U.S. dollar have fluctuated significantly in recent years and may continue to fluctuate in the future. Such fluctuations may have a material effect on our results of operations and financial position and may significantly affect the comparability of our results between financial periods.

We also incur currency transaction risk whenever one of our operating subsidiaries enters into a transaction using a different currency than its functional currency. We attempt to reduce currency transaction risk whenever one of our operating subsidiaries enters into a material transaction in a currency other its functional currency by:

However, we may not be able to hedge this risk completely or at an acceptable cost, which may adversely affect our results of operations, financial condition and cash flows in future periods.

As of December 31, 2023, our total consolidated debt was $372.1 million compared to $385.6 million as of December 31, 2022.

On March 25, 2019, we and certain of our subsidiaries (the “Loan Parties”) entered into a credit agreement (the “ABL Credit Agreement”) with JP Morgan Chase Bank, N.A. as administrative and collateral agent, and certain financial institutions party thereto as lenders, providing for a senior secured asset-based revolving credit facility (the “ABL Revolving Credit Facility”) of up to $275.0 million. The borrowing capacity under the ABL Revolving Credit Facility is based on the value of inventory, accounts receivable and certain fixed assets of the Loan Parties. The Loan Parties’ obligations under the ABL Revolving Credit Facility are secured on a first-priority bases, subject to certain exceptions and permitted liens, by substantially all of the personal property and fee-owned real property of the Loan Parties. The liens securing the ABL Revolving Credit Facility are senior in priority to the second-priority liens securing the obligations under the 2026 Notes (as defined below) and the related guarantees. The ABL Revolving Credit Facility includes a $75.0 million letter of credit sub-facility, $10.0 million of which is available to our German subsidiary that is a borrower under the ABL Revolving Credit Facility.

On June 17, 2021, the Company amended the ABL Credit Agreement to adjust certain negative covenants which reduced restrictions on the Company's ability to expand its rental business. On May 19, 2022, the Company further amended the ABL Credit Agreement to (i) extend the maturity date to May 19, 2027 (subject to a springing maturity date of December 30, 2025 if the 2026 Notes have not been repaid in full or refinanced prior to December 30, 2025), (ii) permit the inclusion, subject to certain limitations, of the crane rental assets of certain subsidiaries in the borrowing base used to calculate availability under the ABL Credit Agreement, (iii) permit separate financing of crane rental assets not included in the borrowing base and (iv) replace

U.S. dollar London Inter-bank Offered Rate with interest rates based on the secured overnight financing rate plus a credit spread adjustment (“SOFR”).

On March 25, 2019, we and certain of our subsidiaries also entered into an indenture with U.S. Bank National Association as trustee and notes collateral agent, pursuant to which we issued $300.0 million aggregate principal amount of senior secured second lien notes due on April 1, 2026 with an annual coupon rate of 9.000% (the “2026 Notes”). Interest on the 2026 Notes is payable in cash semi-annual in arrears on April 1 and October 1 of each year. The 2026 Notes are fully and unconditionally guaranteed on a senior secured second lien basis, jointly and severally, by each of our existing and future domestic subsidiaries that is either a guarantor or a borrower under the ABL Revolving Credit Facility or that guarantees certain other debt of us or a guarantor. The 2026 Notes and the related guarantees are secured on a second-priority basis, subject to certain exceptions and permitted liens, by pledges of capital stock and other equity interests and other security interests in substantially all of the personal property and fee-owned real property of us and of the guarantors that secure obligations under the ABL Revolving Credit Facility.

The amount of debt we maintain could have consequences, including increasing our vulnerability to general adverse economic and industry conditions; requiring a substantial portion of our cash flows from operations be used for the payment of interest rather than to fund working capital, capital expenditures, acquisitions and general corporate requirements, especially in a high interest environment; limiting our ability to obtain additional financing and/or to refinance our existing debt (and the potential for higher costs associated with any additional financing or the refinancing of our existing debt); and limiting our flexibility in planning for, or reacting to, changes in our business and the end markets in which we operate.

The agreements governing our debt include covenants that restrict, among other matters, our ability to assume or guarantee additional debt or issue certain preferred shares, pay dividends on or make other distributions in respect of our capital stock or make other restricted payments, make certain investments, sell or transfer certain assets, create liens on certain assets to secure debt, consolidate, merge, sell, or otherwise dispose of all or substantially all of our assets, enter into certain transactions with affiliates and designate our subsidiaries as unrestricted. Certain of our debt facilities require or will require us to maintain specified financial ratios and satisfy certain financial condition tests. Our ability to comply with these covenants may be affected by events beyond our control, including prevailing economic, financial and industry conditions. Adhering to these covenants may also require that we take disadvantageous actions, including reducing spending on marketing, advertising and new product innovation, reducing future financing for working capital, capital expenditures and general corporate purposes, selling assets or dedicating an unsustainable level of cash flows from operations to the payment of principal and interest on our indebtedness. Our leverage could also put us at a disadvantage compared to any competitors that are less leveraged. We cannot be certain that we will meet any future financial tests or that the lenders would waive any such failure to meet those tests. Refer to Note 12, “Debt,” to the Consolidated Financial Statements.

If we default under our debt agreements, our lenders could elect, among other potential remedies, to declare all amounts outstanding under our debt agreements to be immediately due and payable and could proceed against any collateral securing the debt, which would adversely affect our results of operations, financial condition and cash flows in future periods.

Our goodwill and intangible assets represent a material amount of our total assets; as a result, impairment charges have had, and future impairment charges may have, a material adverse effect on our results of operations.

As of December 31, 2023, goodwill and intangible assets — net totaled $205.2 million, or approximately 12.0% of our total assets. The Company performs its annual goodwill and indefinite-lived intangible assets impairment test during the fourth quarter, or more frequently if events or changes in circumstances indicate that the asset might be impaired. Deterioration in macroeconomic conditions, a decline in actual results as compared with the Company's projections, a prolonged low Company equity market capitalization, or material changes to management's assumptions could require the Company to recognize non-cash charges to operating earnings from goodwill and/or intangible asset impairment charges. Material changes to management’s assumptions include weakening industry or economic trends, disruptions to the Company's business, unexpected significant changes or planned changes in the use of the assets or in entity structure. Goodwill or intangible asset impairments have had, and any future impairments may have, a material adverse effect on our results of operations.

Exposure to additional tax liabilities could have a negative impact on our operating results.

We regularly undergo tax audits in various jurisdictions in which we operate. Although we believe that our tax estimates are reasonable and that we prepare our tax filings in accordance with all applicable tax laws, the final determination with respect to any tax audits, and any related contests thereto, could be materially different from our estimates or from our historical income tax provisions and accruals. The results of an audit or contests thereto could have a material adverse 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.

We face risks associated with our pension and other postretirement benefit obligations.

We have both funded and unfunded pension and other postretirement benefit plans worldwide. As of December 31, 2023, our projected benefit obligations under our pension and other postretirement benefit plans exceeded the fair value of plan assets by an aggregate of approximately $61.4 million (“unfunded status”), as compared to $62.9 million as of December 31, 2022. Estimates for the amount and timing of the future funding obligations of these benefit plans are based on various assumptions. These assumptions include discount rates, rates of compensation increases, expected long-term rates of return on plan assets and expected healthcare cost trend rates. If our assumptions prove incorrect, our funding obligations may increase, which may have a material adverse effect on our financial results.

We have invested the plan assets of our funded benefit plans in various equity and debt securities. A deterioration in the value of plan assets could cause the unfunded status of these benefit plans to increase, thereby increasing our obligation to make additional contributions to these plans. An obligation to make contributions to our benefit plans could reduce the cash available for working capital and other corporate uses, and may have an adverse impact on our operations, financial condition and cash flows.

Our operations, facilities and properties are subject to extensive and evolving laws and regulations pertaining to air emissions, wastewater discharges, the handling and disposal of solid and hazardous materials and wastes, the remediation of contamination, and otherwise relating to health, safety and the protection of the environment. As a result, we are involved from time to time in administrative or legal proceedings relating to environmental and health and safety matters and have in the past and will continue to incur capital costs and other expenditures relating to such matters. For example, we are engaged in confidential discussions with the United States government concerning our participation in the Environmental Protection Agency's Transition Program for Equipment Manufacturers and related matters. Refer to Note 19, “Commitments and Contingencies” to the Consolidated Financial Statements.

We cannot be certain that identification of presently unidentified environmental conditions, more vigorous enforcement by regulatory authorities or other unanticipated events will not arise in the future and give rise to additional environmental liabilities, compliance costs and/or penalties that could be material. Further, environmental policies, laws and regulations are constantly evolving, and it is impossible to predict accurately the effect they may have upon our financial condition, results of operations or cash flows.

In addition, increasing laws and regulations dealing with environmental aspects of the products we manufacture can result in significant expenditures in designing and manufacturing new products that satisfy such new laws and regulations. In particular, climate change continues to receive attention worldwide. Many scientists, legislators and others attribute climate change to increased levels of greenhouse gas emissions. While additional regulation of emissions in the future appears likely, how such new regulations would ultimately affect our business, operations or financial results is unknown at this time.

If our manufacturing processes and products do not comply with applicable statutory and regulatory requirements, or if we manufacture products containing design or manufacturing defects, demand for our products ~~may~~could decline and we ~~may~~could be subject to product liability claims.

Our designs, manufacturing processes and facilities need to comply with applicable statutory and regulatory requirements. We may also have the responsibility to ensure that products we design satisfy safety and regulatory standards including those applicable to our customers and to obtain any necessary certifications. As a result, products that we manufacture may at times contain manufacturing or design defects, and our manufacturing processes may be subject to errors or not be in compliance with applicable statutory and regulatory requirements or demands of our customers. Potential defects in the products we manufacture or design, whether caused by a design, manufacturing or component failure or error, or deficiencies in our manufacturing processes, may result in delayed shipments to customers, replacement costs or reduced or canceled customer orders. If these defects or deficiencies are significant, our business reputation may also be damaged. The failure of the products that we manufacture or our manufacturing processes and facilities to comply with applicable statutory and regulatory

requirements may subject us to legal fines or penalties and, in some cases, require us to shut down or incur considerable expense to correct a manufacturing process or facility.

Any manufacturing or design defects may also result in product liability claims. Furthermore, customers use some of our products in potentially hazardous applications that can cause injury or loss of life and damage to property, equipment or the environment. We may be named as a defendant in product liability or other lawsuits asserting potentially large claims if an accident occurs at a location where our equipment and services have been or are being used. Certain of our businesses also have experienced claims relating to past alleged asbestos exposure. ~~Neither we nor our affiliates~~We have not to date incurred material costs related to these asbestos claims. We vigorously defend ourselves against current claims and intend to do so against future claims. We also ~~maintain~~have certain insurance policies which may limit our financial exposures. Any significant liabilities which are not covered by insurance could have an adverse effect on our financial condition, results of operation and cash flows. Likewise, a substantial increase in the number of claims that are made against us or the amounts of any judgments or settlements could materially and adversely affect our reputation, the ability to obtain and the rates for insurance coverages, and our financial condition, results of operations and cash flows.

~~Table of Contents~~If we do not meet customers’ product quality, reliability standards and expectations, we may experience increased or unexpected product warranty claims and other adverse consequences to our business.

~~We may not be able~~Product quality and reliability are significant factors influencing customers' decisions to purchase our products and aftermarket services. Inability to maintain ~~our engineering, technological and manufacturing expertise.~~

~~The markets for~~the high quality of our products ~~are characterized~~relative to the perceived or actual quality of similar products offered by ~~changing technology and evolving process development. The continued success of our business will depend upon our ability to:~~

•~~hire, retain~~ ~~and expand our pool of qualified engineering and technical personnel;~~

•~~successfully anticipate or respond to changes in manufacturing processes in a cost-effective and timely manner; and~~

•~~successfully anticipate or respond to changes in cost to serve in a cost-effective and timely manner.~~

~~We cannot be certain that we will develop the capabilities required by our customers~~competitors could result in the ~~future. The emergence~~loss of ~~new technologies, industry~~market share, loss of revenue, reduced profitability, an increase in warranty costs, government investigations and/or damage to our reputation.

Product quality and reliability are determined in part by factors that are not entirely within our control. We depend on our suppliers for parts and components that meet our standards. If our suppliers fail to meet those standards, or customer requirements may render our equipment, inventory or processes obsolete or uncompetitive. We may have to acquire new technologies and equipment to remain competitive. The acquisition and implementation of new technologies and equipment may require us to incur significant expense and capital investment, which could reduce our margins and affect our operating results. When we establish new facilities, we may not be able to deliver the quality of products that our customers expect, which may impair our reputation, resulting in lower revenue and higher warranty costs.

We provide our customers a warranty covering workmanship, and in some cases materials, on products we manufacture. Such warranties generally provide that products will be free from defects for periods ranging from 12 months to 60 months. If a product fails to comply with the warranty, we may be obligated, at our expense, to correct any defect by repairing or replacing the defective product. Although we maintain or develop our engineering, technological and manufacturing expertise due to a lack of trained personnel, effective training of new staff or technical difficulties with machinery. Failure to anticipate and adapt to customers’ changing technological needs and requirements or to hire and retain a sufficientwarranty reserves in an amount based primarily on the number of ~~engineers~~units shipped and ~~maintain engineering, technological~~on historical and ~~manufacturing expertise~~anticipated warranty claims, there can be no assurance that future warranty claims will follow historical patterns or that we can accurately anticipate the level of future warranty claims. An increase in the rate of warranty claims or the occurrence of unexpected warranty claims, for which we do not have a reserve or where we cannot recover from our vendors to the extent their materials or workmanship were defective, could materially and adversely affect our financial condition, results of operations and cash flows.

Compliance or the failure to comply with regulations and governmental policies could cause us to incur significant expense.

Changes in laws or regulations, or a failure to comply with laws and regulations, may adversely affect our business, investments and results of operations. We are subject to laws and regulations enacted by national, regional and local governments, including non-U.S. governments. In particular, we are required to comply with certain SEC and other legal requirements. Compliance with, and monitoring of, applicable laws and regulations may be difficult, time consuming and costly. Those laws and regulations and their interpretation and application may also change from time to time and those changes could have a material adverse effect on our ~~business.~~

~~Any disruption in our information systems could disrupt our operations~~business, investments and ~~would be adverse~~results of operations. In addition, a failure to ~~our business~~comply with applicable laws or regulations, as interpreted and ~~financial operations.~~

We depend on various information systems to support our customers’ requirements and to successfully manage our business, including managing orders, suppliers, accounting controls and payroll. Any inability to successfully manage the procurement, development, implementation or execution of our information systems and back-up systems, including matters related to system security, reliability, performance and access, as well as any inability of these systems to fulfill their intended purpose within our business,applied, could have ana material adverse effect on our business and ~~financial performance.~~results of operations. Additionally, we may need to obtain and maintain licenses and permits to conduct business in various jurisdictions. If we or the businesses or companies we acquire have failed or fail in the future to comply with such laws and regulations, then we could incur liabilities and fines and our operations could be suspended. Such ~~disruptions may not be covered by~~laws and regulations could also restrict our ~~business interruption insurance.~~

~~Security breaches and other disruptions~~ability to modify or expand our facilities, could ~~compromise our information and expose~~require us to ~~liability, which would cause our business~~acquire costly equipment, or could impose other significant expenditures.

Inapplicable laws relating to trade, export controls and foreign corrupt practices, the ~~ordinary course~~violation of our business, we collect and store sensitive data, including our proprietary business information and that of our customers, suppliers and business partners, as well as personally identifiable information of our customers and employees, in our internal and external data centers, cloud services and on our networks. The secure processing, maintenance and transmission of this information is critical to our operations and business strategy. Despite our security measures, our information technology and infrastructure, and that of our partners, may be vulnerable to malicious attacks or breaches due to employee error, malfeasance or other disruptions, including as a result of rollouts of new systems. Any such breach or operational failure would compromise our networks and/or that of our partners and the information stored there could be accessed, publicly disclosed, lost or stolen. Any such access, disclosure or other loss of information could result in legal claims or proceedings and/or regulatory penalties, disrupt our operations, damage our reputation and/or cause a loss of confidence in our products and services, which could adversely affect our ~~business.~~operations.

We must comply with all applicable international trade, customs, export controls and economic sanctions laws and regulations of the United States and other countries. We are also subject to the Foreign Corrupt Practices Act and other anti-bribery laws that generally bar bribes or gifts to foreign governments or officials. The presidential administration in the United States has taken, and make take additional, actions that may inhibit international trade by U.S.-based companies. Changes in trade sanctions laws may restrict our business practices, including cessation of business activities in sanctioned countries or with sanctioned parties, and may result in modifications to compliance programs. Violation of these laws or regulations could result in sanctions or fines and could have a material adverse effect on our financial condition, results of operations, cash flows and reputation.

If we fail to protect our intellectual property rights or maintain our rights to use licensed intellectual property, our business could be adversely affected.

Our intellectual property, including our patents, trade secrets, trademarks and licenses are important in the operation of our business. Although we intend to protect our intellectual property rights vigorously, we cannot be certain that we will be successful in doing so. Third parties may assert or prosecute infringement claims against us in connection with the services and products that we offer, and we may or may not be able to successfully defend these claims. Litigation, either to enforce our intellectual property rights or to defend against claimed infringement of the rights of others, could result in substantial costs and in a diversion of our resources. In addition, if a third party would prevail in an infringement claim against us, then we would likely need to obtain a license from the third party on commercial terms, which would likely increase our costs. Our failure to maintain or obtain necessary licenses or an adverse outcome in any litigation relating to patent infringement or other intellectual property matters could have a material adverse effect on our financial condition, results of operations and cash flows.

The Company’s risk management program includes procedures, systems, and processes for assessing, identifying, and managing material risks from cybersecurity threats. Overall, we address cybersecurity risks through Board of Directors (the "Board") and management oversight and a system of controls and procedures designed to protect the confidentiality, integrity, and availability of the Company’s information assets. The Company employs a comprehensive system of monitoring, detection, internal reporting, and prompt escalation of certain cybersecurity incidents, plans for incident response and recovery, technical safeguards, third-party risk management, and mandatory training and awareness campaigns.

The Board, in conjunction with the Audit Committee of the Board (“Audit Committee”), oversees the Company’s Enterprise Risk Management process, which includes cybersecurity risks. The Board and the Audit Committee receive regular presentations and discuss topics on cybersecurity risks with management, including the Director of Cybersecurity and the Senior Vice President Global Information Systems. The presentations and discussions address a range of topics, including recent cybersecurity developments, the threat environment, evolving standards and technology, vulnerability assessments and related remediation plans, education and training programs, and cybersecurity insurance. The Board also receives periodic training on recent developments and trends in cybersecurity from a third-party advisor. Based on the Company’s procedures, the Board and Audit Committee receive prompt and timely information regarding any cybersecurity threat or incident that meets established reporting thresholds, and regular updates until such threat or incident has been addressed.

The Director of Cybersecurity and the Senior Vice President Global Information Systems work closely with the CEO, CFO, General Counsel and other members of management to design, implement and maintain policies, procedures and practices to protect the Company’s information systems and promptly respond to any cybersecurity threats or incidents, consistent with the Company’s response and recovery plans. The Global Information Services team monitors the prevention, detection, and mitigation systems in real time and reports such threats and incidents to the Director of Cybersecurity, Senior Vice President Global Information Systems, the CEO, CFO, General Counsel, and other members of management, when appropriate. The

process provides for prompt escalation of certain cybersecurity incidents so that decisions regarding public disclosure and reporting of such incidents can be made by management in a timely manner.

~~Increasing costs~~The Global Information Services team has relevant educational and industry experience. The Director of ~~doing business~~Cybersecurity has served in ~~many countries~~various roles in ~~which we operate may adversely affect~~information technology and security at Manitowoc for over 29 years, including the last five years overseeing cybersecurity. The Senior Vice President Global Information Systems has been with Manitowoc for over 23 years, leading the Global IS team since 2022.

The Company has enterprise security policies, controls and procedures designed to protect the confidentiality, integrity, and availability of our ~~business~~information assets. Among other areas, the comprehensive system addresses intrusion detection, encryption, device hardening, and ~~financial results.~~monitoring through various controls, including phishing protection solutions, administrative password management tools, system patching, encryption, and intrusion prevention and detection systems.

~~Increasing costs~~The Company regularly engages in assessments, testing and subsequent remediation of our policies, procedures and practices that are designed to address cybersecurity threats and incidents. These efforts include a variety of third-party vendors and activities, including audits, assessments, penetration tests, threat modeling, tabletop exercises and vulnerability testing. We have also engaged a third party to perform an independent review of our information security environment. The results of such assessments, audits and reviews, along with remediation and development plans, are reported by management to the Board and Audit Committee.

The Company deploys technical safeguards designed to protect the Company’s information systems, including firewalls and systems for anti-malware, intrusion detection and prevention. The technical safeguards are regularly evaluated, tested, and improved through vulnerability assessments and updated cybersecurity intelligence. The Company also maintains incident response and recovery plans that address the Company's response to a cybersecurity incident and such plans are tested, evaluated and updated on a regular basis.

The company evaluates and oversees cybersecurity risks presented by third parties, including vendors, and service providers, and the systems of third parties that could impact our business. We seek vendor partners who are reliable, reputable and maintain cybersecurity programs. We also rely on contractual terms for indemnification and to ensure vendors and service providers employ industry best practices to protect confidential information.

The Company uses employee training and education as ~~labor and overhead costs in the countries in which we operate may erode our profit margins and compromise our price competitiveness. Historically, the low cost of labor in certain~~part of the ~~countries in which we operate has been a competitive advantage but labor costs in these countries, such as China, have been increasing. Our profitability also depends on our ability~~comprehensive system designed to ~~manage~~protect the Company’s information systems. Through mandatory training and ~~contain our other operating expenses such as the cost of utilities, factory supplies, factory space costs, equipment rental, repairs and maintenance and freight and packaging expenses. In the event~~ongoing awareness campaigns, including phishing simulations, we are ~~unable~~educating our personnel about cybersecurity risks and providing them with the tools to ~~manage any increase in our labor~~identify, prevent and ~~other operating expenses in an environment where revenue does not increase proportionately, our financial results would be adversely affected.~~report potential cybersecurity threats.

~~Our goodwill and other intangible assets represent a material amount of our total assets;~~Cybersecurity threats, including as a result ~~future impairment may~~of previous cybersecurity incidents, have ~~material adverse effect on our results of operations.~~

~~At December 31, 2017, goodwill and other intangible assets totaled $443.4 million,~~not materially affected or ~~about 28% of our total assets. We assess annually whether there has been impairment in the value of our goodwill or indefinite-lived intangible assets. If future operating performance were~~are not reasonably likely to fall below current projections or if there are material changes to management’s assumptions, we could be required to recognize a non-cash charge to operating earnings for goodwill or other intangible asset impairment. Any future goodwill or intangible asset impairments may have a material adverse effect on our results of operations.

~~Our operations and profitability could suffer if we experience problems with labor relations.~~

As of December 31, 2017, we employed approximately 4,900 people. A large majority of our European employees belong to various European trade unions, we have one trade union in China, one trade union in India, and no trade unions in North America. During 2017, four of our union contracts expired and were successfully renegotiated without incident. We have two union contracts involving an aggregate of 125 employees that expire in 2018.

~~Any significant labor relations issues could have an adverse effect our operations, reputation, results of operations and financial condition.~~

As of December 31, 2017, our total consolidated debt was $274.9 million as compared to consolidated debt of $281.5 million as of December 31, 2016, including the value of related interest rate hedging instruments. On March 3, 2016,affect 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~~including its domestic and German subsidiaries, as borrowers, the lender 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 maturity date of March 3, 2021.

The amount of debt we maintain could have consequences, including increasing our vulnerability to general adverse economic and industry conditions; requiring a substantial portion of our cash flows from operations be used for the payment of interest rather than to fund working capital, capital expenditures, acquisitions and general corporate requirements; limiting our ability to obtain additional financing; and limiting our flexibility in planning for, or reacting to, changes in our business ~~and the industries in which we operate.~~

The agreements governing our debt include covenants that restrict, among other matters, our ability to incur additional debt, pay dividends on or repurchase our equity, make certain investments, and consolidate, merge or transfer all or substantially all of our assets. Certain of our debt facilities require or will require us to maintain specified financial ratios and satisfy certain financial condition tests. Our ability to comply with these covenants may be affected by events beyond our control, including prevailing economic, financial and industry conditions. Adhering to these covenants may also require that we take disadvantageous actions, including reducing spending on marketing, advertising and new product innovation, reducing future financing for working capital, capital expenditures and general corporate purposes, selling assets or dedicating an unsustainable level of cash flow from operations to the payment of principal and interest on our indebtedness. Our leverage could also put us at a disadvantage compared to any competitors that are less leveraged. We cannot be certain that we will meet any future financial tests or that the lenders will waive any failure to meet those tests. See additional discussion in Note 10, “Debt” to our Consolidated Financial Statements.

~~Exposure to additional tax liabilities may have a negative impact on our operating results.~~

~~Environmental liabilities that may arise in the future could be material to us.~~

We cannot be certain that identification of presently unidentified environmental conditions, more vigorous enforcement by regulatory authorities or other unanticipated events will not arise in the future and give rise to additional environmental liabilities, compliance costs and/or penalties that could be material. Further, environmental laws and regulations are constantly evolving, and it is impossible to predict accurately the effect they may have upon our financial condition,strategy, results of operations or ~~cash flows.~~

In addition, increasing laws and regulations dealing with environmental aspects of the products we manufacture can result in significant expenditures in designing and manufacturing new products that satisfy such new laws and regulations. In particular, climate change is receiving increasing attention worldwide. Many scientists, legislators and others attribute climate change to increased levels of greenhouse gas emissions. While additional regulation of emissions in the future appears likely, how such new regulations would ultimately affect our business, operations or financial ~~results is unknown at this time.~~condition.

standards. A failure to implement these new standards may result in the loss of market share or fines from regulatory agencies which could have a material adverse effect on our business or results of operations.

~~We face risks associated with our pension and other postretirement benefit obligations.~~

We have both funded and unfunded pension and other postretirement benefit plans worldwide. As of December 31, 2017, our projected benefit obligations under our pension and other postretirement benefit plans exceeded the fair value of plan assets by an aggregate of approximately $119.4 million (“unfunded status”), compared to $129.6 million at December 31, 2016. Estimates for the amount and timing of the future funding obligations of these benefit plans are based on various assumptions. These assumptions include discount rates, rates of compensation increases, expected long-term rates of return on plan assets and expected healthcare cost trend rates. If our assumptions prove incorrect, our funding obligations may increase, which may have a material adverse effect on our financial results.

~~Our business and/or reputation could be negatively affected as a result of actions of activist shareholders, and such activism could impact the trading value of our securities.~~

Certain of our shareholders have publicly or privately expressed views with respect to the operation of our business, our business strategy, corporate governance considerations or other matters that may not be fully aligned with our own. Responding to actions by activist shareholders can be costly and time-consuming, disrupt our operations and divert the attention of management and our employees. Perceived uncertainties as to our future direction may result in the loss of potential business opportunities, damage to our reputation and may make it more difficult to attract and retain qualified directors, personnel and business partners. These actions could also cause our stock price to experience periods of volatility.

Activist shareholders have made, and may in the future make, strategic proposals, suggestions or requests for changes concerning the operation of our business, our business strategy, corporate governance considerations or other matters. We cannot predict, and no assurances can be given, as to the outcome or timing of any consequences arising from these actions, and any such consequences may impact the value of our securities.

Manitowoc maintains leased and owned manufacturing, warehouse, ~~storage, field testing~~service and distribution and office facilities ~~and land~~ throughout the world. The Company’s corporate office is ~~currently~~ located in ~~Manitowoc, Wisconsin but is being moved to~~ Milwaukee, Wisconsin. The Company believes that its facilities currently in use are suitable and have adequate capacity to meet its present and foreseeable future demand. ~~See Note 21, “Leases,” to the Consolidated Financial Statements included in Part II, Item 8 of this Form 10-K for additional information regarding leases.~~ Manitowoc management continually monitors the Company’s capacity needs and makes adjustments as dictated by market and other conditions.

The following table provides information about ~~principal~~material facilities owned or leased by the Company ~~(exceeding 50,000 square feet)~~ as of December 31, ~~2017.~~2023.

From time to time, the Company is subject to litigation incidental to its business, as well as other litigation of a non-material nature in the ordinary course of business. ~~See~~Refer to Note ~~17,~~19, “Commitments and Contingencies,” to the Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K for further information.

Each of the following executive officers of the Company has been elected by the Board of Directors. The information presented below is as of February 23, ~~2018.~~2024.

The following paragraphs provide further information as to our executive officers’ duties and their employment history:

~~Barry L. Pennypacker was appointed to~~Aaron H. Ravenscroft has served as the ~~position of~~ President and Chief Executive Officer of the ~~Company’s cranes business in December 2015 and became the Company’s President and Chief Executive Officer in March 2016. Mr. Pennypacker served,~~Company since 2013, as founder, President and Chief Executive Officer of Quantum Lean LLC, a privately held manufacturer and supplier of precision components. He previously served as president and chief executive officer, as well as a director, of Gardner Denver, Inc., a manufacturer and marketer of engineered industrial machinery and related parts and services (2008-2012).August 2020. Prior to joining Gardner Denver, Inc., Mr. Pennypacker served in positions with increasing responsibility at Westinghouse Air Brake Technologies Corporation, a worldwide provider of technology-based equipment and services forhis appointment, he was the rail industry (1999-2008), with his last position being vice president-group executive. He previously served as director, Worldwide Operations, Stanley Fastening Systems, an operating unit of The Stanley Works, a worldwide producer of tools and security products, and held a number of senior management positions with increasing responsibility with Danaher Corporation, a manufacturer and marketer of professional, medical, industrial and commercial products and services.

David J. Antoniuk has served as Senior Vice President and Chief Financial Officer since May 2016, responsible for directing teams in accounting, financial reporting, investor relations, global tax, information services and treasury. Prior to joining Manitowoc, Mr. Antoniuk served as Vice President and Chief Financial Officer at Colorcon, Inc. (2015-2016), a leader in the development, supply and technical support of formulated coatings and functional excipients for the pharmaceutical and dietary/food/nutritional supplement industries, and Vice President and Corporate Controller at Gardner Denver (2005-2014). Prior to Gardner Denver, Mr. Antoniuk served in positions of increasing responsibility at Davis-Standard Corp., Pirelli Cables, Johnson & Johnson and KPMG.

~~Thomas G. Musial has been Senior~~Executive Vice President of ~~Human Resources and Administration~~Cranes since ~~2000. Previously, he was Vice President of Human Resources and Administration and held various roles of increasing responsibility within~~2017, overseeing the ~~Company since 1976.~~

~~Thomas L. Doerr, Jr. has served as Senior Vice President, General Counsel and Secretary since November 2017. Prior to~~company’s operational activities. Mr. Doerr’s current position, he served as Vice President, General Counsel and Secretary of Jason Industries, Inc., a manufacturer in the finishing, components, seating, and automotive acoustics markets, from November 2015 to November 2017. Mr. Doerr originallyRavenscroft joined Manitowoc in 2006 as legal counsel; in 2008 he expatriated to London, England, and in 2009 to Lyon, France where he served as Assistant General Counsel - International and was responsible for all legal matters for both Manitowoc’s crane segment and Manitowoc’s then foodservice segment in Europe, Middle East, Africa and Asia Pacific. After spending four years abroad, Mr. Doerr returned to the United States and assumed global legal responsibility for Manitowoc’s crane segment until November 2015. Prior to first joining Manitowoc, Mr. Doerr was most recently with the law firm von Briesen & Roper, s.c. Mr. Doerr is a graduate of Marquette University Law School and the University of St. Thomas.

~~Aaron H. Ravenscroft joined the Company~~2016 as the Executive Vice President of Mobile ~~Cranes in March 2016. In September 2017, Mr. Ravenscroft was promoted to Executive Vice President of~~ Cranes. ~~In this position Mr. Ravenscroft focuses on safety, quality, delivery and cost of the entire business. Prior to~~Before joining Manitowoc, Mr. Ravenscroft served as Regional Managing Director of the North American Minerals business for the Weir Group (2013-2016)~~, an engineering company,~~; President of

Process & Flow Control Group of Robbins & Myers (2011-2013)~~, a manufacturer of engineered equipment,~~; and Regional Vice President of Industrial Products Group for Gardner Denver, Inc. ~~(2008-11)~~(2008-2011). Mr. Ravenscroft also worked at Westinghouse

Air Brake Technologies and Janney Montgomery Scott. He holds an MBA from Carnegie Mellon University and a Bachelor of Arts in Economics from Bucknell University.

Brian P. Regan has served as Executive Vice President and Chief Financial Officer of the Company since May 2022. Prior to ~~that,~~his appointment, he ~~held a series~~was the Vice President, Corporate Controller and Principal Accounting Officer since November 2018, overseeing the Company’s accounting and financial reporting teams and was also responsible for the Treasury function beginning in 2020. Before joining Manitowoc, Mr. Regan served in positions of ~~positions with~~ increasing responsibility at ~~Westinghouse Air Brake Technologies (2003-2008)~~SPX Corporation (2006-2018) where he had most recently served as Vice President Finance, Chief Financial Officer of SPX Transformer Solutions. Prior to SPX Corporation, Mr. Regan served in positions of increasing responsibility at Ernst & Young LLP (2000-2006) and ~~Janney Montgomery Scott (2000-2003)~~Ogilvy & Mather (1997-2000). He holds a Bachelor of Arts in Economics and Accounting from the College of the Holy Cross and earned his Certified Public Accountant license in New York.

21Jennifer L. Peterson has served as the Executive Vice President, General Counsel and Secretary of the Company since August 2022. Prior to her appointment, she was the Interim General Counsel and Assistant Secretary since May 2022, Vice President and Associate General Counsel since April 2021, and Associate General Counsel – Litigation and Product Safety since January 2018. Before joining Manitowoc, Ms. Peterson served as Director of Litigation, Americas for Adient plc (2016-2018); Senior Group Counsel for Johnson Controls, Inc. (2014-2016); Deputy General Counsel for Journal Communications, Inc. (2009-2014); worked at the law firm Godfrey & Kahn, S.C. (2002-2009); and was Law Clerk to the Honorable N. Patrick Crooks on the Wisconsin Supreme Court (2001-2002). She holds a Bachelor of Arts in Public Communications from the University of Wisconsin – Eau Claire and a Juris Doctorate from the University of Wisconsin Law School.

Leslie L. Middleton has served as the Executive Vice President, Americas and EU Mobile Cranes of the Company since November 2020. Prior to his appointment he was the Senior Vice President of Americas Mobile Cranes. Mr. Middleton joined Manitowoc in February 2016 and is responsible for optimizing operations, development and implementation of lean strategies, increased new product development, and growth in the Americas business and Germany mobiles. Before joining Manitowoc, Mr. Middleton served as Managing Director U.S. Minerals and Executive Vice President Operations at Weir Minerals North America (2014-2016); Vice President and General Manager of Gardner Denver (2009-2013); Director of Manufacturing at Magnet Schultz of America (2004-2009); and Director of Manufacturing and Performance Systems at Vapor Corporation (1995-2004).

James S. Cook has served as Executive Vice President, Human Resources since May 2023. Prior to his appointment, he served as Senior Vice President, Human Resources since August 2022, Senior Vice President, EH&S (Environment, Health & Safety) and The Manitowoc Way, since August 2022 and Vice President, EH&S and Security since August 2017. Before joining Manitowoc, Mr. Cook served in progressive executive roles at Hansa Heavy Lift (2015-2017), SAL Heavy Lift (2012-2015), Aida Cruises (2012), Holland America Line (2003-2012), and served as an Officer in the British Royal Navy (2002).

Item 5. MARKET FOR REGISTRANT’S COMMON EQUITY, ~~AND~~ RELATED STOCKHOLDER MATTERS AND ISSUER PRUCHASES OF EQUITY SECURITIES

The Company’s common stock is traded on the New York Stock Exchange (“NYSE”) under the symbol MTW. AsThe number of shareholders of record of common stock as of December 31, ~~2017, the approximate number of record shareholders of common stock~~2023 was ~~1,570.~~492.

The amount and timing of any dividends are determined by the Board of Directors at its regular meetings each year, subject to limitations within the indenture governing the Company’s ~~senior secured second lien note due 2021 (the “2021 Notes”)~~2026 Notes and the Company’s ABL Revolving Credit Facility described below. InFor the years ended December 31, ~~2017~~2023 and ~~2016,~~2022, no cash dividends were declared or paid.

~~Effective after the markets closed on November 17, 2017, the Company completed a 1-for-4 reverse stock split.~~

The ~~highest and lowest intraday sales prices, adjusted for the 1-for-4 reverse stock split, for the~~ Company’s common stock during each quarter of the two most recent years were as follows. The prices on and before March 4, 2016 include the value of the Company’s former foodservice business, which was spun-off on that date, and have not been adjusted for the reverse stock split.

~~Our~~ ABL Revolving Credit Facility and ~~indenture~~Indenture governing ~~our 2021~~the 2026 Notes ~~limit or restrict the amount of~~defines certain payments wethe Company can ~~make; including~~make, such as the ~~purchase~~repurchase or retirement of Company stock, prepayment of debt principal and distribution of dividends to holders of Company ~~stock.~~stock as “Restricted Payments.” These ~~so-called “Restricted Payments” are currently~~Restricted Payments may be constrained by a provision requiring a ~~minimal~~minimum fixed charge coverage ratio after giving effect to the Restricted ~~Payment. Additionally, we must consider all previous Restricted~~ Payments ~~when we calculate~~under the ~~capacity for future Restricted Payments. See additional disclosure in~~ABL Credit Agreement and a provision requiring a minimum consolidated total debt ratio under the 2026 Notes indenture. Refer to Note ~~10, “Debt”~~12, “Debt,” to ~~our~~the Company’s Consolidated Financial Statements.

See Part III, Item 12 of ~~the~~this Annual Report on Form 10-K for certain information regarding the Company’s equity compensation plans.

The following selected historical financial data has been derived from the Consolidated Financial Statements of Manitowoc. The data should be read in conjunction with the Company's Consolidated Financial Statements and related notes and Item 7, “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” Results of the former foodservice business and the Manitowoc Dong Yue business in the years presented have been classified as discontinued operations to exclude those results from continuing operations. In addition, the income (loss) from discontinued operations includes the impact of adjustments to certain retained liabilities for operations sold or closed in periods prior to those presented. Amounts are in millions except share and per share data.

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~~Notes to the table above:~~

~~(1)~~

Discontinued operations represent the results of operations of Manitowoc’s former foodservice business through the March 4, 2016 spin-off (refer to note 3, “Discontinued Operations” for additional information regarding the spin-off), and results of operations of our Chinese joint venture, Manitowoc Dong Yue, through the sale date, January 21, 2014.

~~(2)~~

~~Total assets includes assets of discontinued operations of $0.0, $0.0, $1,755.7, $1,899.6 and $1,958.4 for the years ended 2017, 2016, 2015, 2014 and 2013, respectively.~~

~~(3)~~

~~Effective after the market close on November 17, 2017, the Company completed a 1-for-4 reverse stock split. The average shares outstanding have been adjusted for this reverse stock split.~~

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Item 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with the consolidated financial statements and ~~related~~accompanying notes appearing in Part II, Item 8 of this Annual Report on Form 10-K.

Overview: The Manitowoc Company, Inc. (“Manitowoc” or the “Company”) is a leading provider of engineered lifting ~~equipment~~solutions headquartered in Milwaukee, Wisconsin, United States. Through its wholly owned subsidiaries, Manitowoc designs, manufacturers, markets, distributes and supports comprehensive product lines of mobile hydraulic cranes, lattice-boom crawler cranes, boom trucks and tower cranes.

All dollar amounts are in millions throughout the tables included in Management’s Discussion and Analysis of Financial Condition and Results of Operations unless otherwise indicated.

Current Events

Supply Chain and Logistics Constraints

The Company continues to actively monitor global supply chain and logistics constraints which had a negative impact on the Company's ability to source parts, complete and ship units and service cranes for the years ended December 31, 2023 and 2022. While the Company experienced some relief with supply chain and logistics constraints, supply chains for certain key components remain distressed. The Company continues to actively monitor and manage supply chain constraints through alternative sourcing of parts and adapting production to limit waste and inefficiencies in the facilities. Continuing or worsening supply chain and logistics constraints may have a material adverse impact on the Company's financial condition, results of operations or cash flows.

Curtailment of Operations in Russia

As of December 31, 2023, the Company's operations in Russia have been substantially curtailed. As a result, for the year ended December 31, 2023, the Company released $9.3 million of non-cash foreign currency translation adjustments recorded in accumulated other comprehensive loss on the Consolidated Balance Sheets to other income (expense) – net in the Consolidated Statement of Operations. The Company does not anticipate material future charges related to the curtailment of operations in Russia.

Results of Operations

A detailed discussion of the year-over-year changes for the years ended December 31, 2022 and 2021 can be found in the Management's Discussion and Analysis section of the Company's 2022 Annual Report on Form 10-K filed on February 24, 2023, and is available on the SEC's website at www.sec.gov as well as in the "Investors" section of our website at www.manitowoc.com.

Results of Operations for the Years Ended December 31, 2023 and 2022


	2023			2022			2023 to 2022 % Change
Orders	$	2,082.3		$	2,095.5			(0.6	)%
Backlog		917.2			1,056.0			(13.1	)%
Net sales		2,227.8			2,032.5			9.6	%
Gross profit		425.2			364.5			16.7	%
Gross profit %		19.1	%		17.9	%
Engineering, selling and administrative expenses		328.3			281.0			16.8	%
Asset impairment expense		—			171.9		*
Interest expense		33.9			31.6			7.3	%
Other income (expense) - net		(13.0	)		5.8		*
Provision for income taxes		5.0			3.4			47.1	%
*Measure not meaningful

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Orders and Backlog

Backlog represents the dollar value of orders which are expected to be recognized in net sales in the future. Orders are included in backlog when an executed binding contract with a price that is fixed or has a floor has been received but has not been recognized in net sales. Orders and backlog are not measures defined by GAAP and the Company's methodology for determining orders and backlog may vary from the methodology used by other companies. Management uses orders and backlog for capacity and resource planning. The Company believes this information is useful to investors to provide an indication of future revenues.

Orders for the year ended December 31, 2023 decreased 0.6% to $2,082.3 million from $2,095.5 million for the same period in 2022. The decrease in orders was primarily attributable to softening demand in the EURAF and Americas segments. This was partially offset by an increase in demand in the MEAP segment. Orders were favorably impacted by $18.3 million from changes in foreign currency exchange rates.

The Company’s backlog as of December 31, 2023 was $917.2 million, a 13.1% decrease from the December 31, 2022 backlog of $1,056.0 million . The decrease in backlog from December 31, 2022 was primarily attributable to higher shipments due to easing of supply chain and logistics constraints and the lower orders. Backlog was favorably impacted by $9.4 million from changes in foreign currency exchange rates.

Net Sales

Consolidated net sales for the year ended December 31, 2023 increased 9.6% to $2,227.8 million from $2,032.5 million for the year ended December 31, 2022. The increase was primarily attributable to higher new and non-new machine sales in the Americas and MEAP segments, higher non-new machine sales in the EURAF segment and global ~~construction industry, including lattice-boom cranes, tower cranes, mobile telescopic cranes~~pricing actions. This was partially offset by lower new machine sales in the EURAF segment. Net sales were favorably impacted by $15.5 million from changes in foreign currency exchange rates.

Gross Profit

Gross profit for the year ended December 31, 2023 increased 16.7% to $425.2 million compared to $364.5 million for the year ended December 31, 2022. The increase was primarily attributable to the higher net sales, partially offset by higher material and ~~boom trucks.~~ transportation costs and unfavorable product mix. Gross profit was favorably impacted by $1.8 million from changes in foreign currency exchange rates.

Engineering, Selling and Administrative Expenses

Engineering, selling and administrative expenses for the year ended December 31, 2023 increased 16.8% to $328.3 million compared to $281.0 million for the year ended December 31, 2022. The increase was primarily attributable to a $21.2 millioncharge related to a legal matter with the U.S. Environmental Protection Agency (“EPA”), higher employee-related costs and $4.8 million of benefit recorded in the prior year from the partial recovery of the previously written-off long-term note receivable from the 2014 divestiture of the Company’s Chinese joint venture. Engineering, selling, and administrative expenses were unfavorablyimpacted by $2.8 million from changes in foreign currency exchange rates.

Asset Impairment Expense

During the year ended December 31, 2022, the Company recorded non-cash charges in the Americas segment of $171.9 million consisting of a $166.5 million goodwill impairment charge and a $5.4 million indefinite-lived intangible asset impairment charge. Refer to Note 10, “Goodwill and Intangible Assets,” to the Consolidated Financial Statements for further information.

Interest Expense

Interest expense for the year ended December 31, 2023 was $33.9 million compared to $31.6 million for the year ended December 31, 2022. Interest expense increased year-over-year primarily due to higher interest rates on borrowings from the Company's ABL revolving credit facility. See further detail at Note 12, “Debt,” to the Consolidated Financial Statements.

Other Income (Expense) – Net

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Other income (expense) – net for the year ended December 31, 2023 was $13.0 million of expense and was primarily composed of a $9.3 million non-cash write-off of foreign currency translation adjustments related to the curtailment of operations in Russia and $6.0 million of pension benefit and postretirement health costs. This was partially offset by $3.3 million of net foreign currency transaction gains.

Other income (expense) - net for the year ended December 31, 2022 was $5.8 million of income and was primarily composed of $5.5 million of net foreign currency transaction gains and a $0.9 million gain on disposal of property, plant and equipment, partially offset by a $0.5 million charge related to non-capitalizable one-time legal and debt related costs.

Provision for Income Taxes

During the year ended December 31, 2023 and 2022 the Company recorded a provision for income taxes of $5.0 million and $3.4 million, respectively.

Due to the Company’s historic losses, impacts from United States tax reform and full valuation allowances in certain jurisdictions, the effective annual tax rate is not a meaningful measure of the Company’s cash tax position or performance of the business. It is reasonably possible that sufficient positive evidence may result in a requirement to release a portion of certain valuation allowances within the next twelve months. Such changes in the realizability of deferred tax assets will be reflected in continuing operations and could have a material effect on the Company’s financial position and results of operations.

The 2023 effective tax rate was favorably impacted by the release of a $19.0 million valuation allowance and a $3.2 million tax benefit for the favorable resolution of a previously reserved foreign income tax matter. The rate was unfavorably impacted primarily by non-deductible expenses related to a legal matter, additional valuation allowances recorded during the year and the jurisdictional mix of the financial results.

The 2022 effective tax rate was favorably impacted by the net release of unrecognized tax positions of $11.5 million, primarily related to U.S. Federal tax planning strategies implemented as a result of the Coronavirus Aid, Relief and Economic Security Act. The rate was unfavorably impacted primarily by the goodwill and indefinite-lived intangible asset impairment charges for which there was no related tax asset, additional valuation allowances recorded during the year and the jurisdictional mix of the financial results.

Refer to Note 14, “Income Taxes,” to the Consolidated Financial Statements.

Segment Operating Performance

The Company has three reportable segments, the Americas segment, ~~EURAF~~the Europe and Africa (“EURAF”) segment and ~~MEAP~~the Middle East and Asia Pacific (“MEAP”) segment. The segments were identified using the “management approach,” which designates the internal organization that is used by the CEO, who is also the Company’s Chief Operating Decision Maker (“CODM”), for making decisions about the allocation of resources and assessing performance.

During the first quarter of fiscal 2016, the Board of Directors of Manitowoc approved the tax-free spin-off of the Company’s former foodservice business (“MFS” or “Foodservice”) into an independent, public company (the “Spin-Off”). As a result of the Spin-Off, the Consolidated Financial Statements and related financial information reflect MFS operations, assets, liabilities and cash flows as discontinued operations for all periods presented. Refer to Note 3, “Discontinued Operations,” for additional information regarding the Spin-Off.

Effective in the fourth quarter of 2017, the Company changed its operating segments, which are also the Company’s reportable segments, as a result of operational changes to flatten the organization and regionalize our sales approach. Prior to the operational changes, the Company had one reportable segment, Cranes. As a result of the operational changes, which were finalized and implemented in the fourth quarter of 2017, the business began to be managed on a regional basis. Under the regional operating structure, each geographic region is managed separately to better align with the location of the Company’s customers and the unique market dynamics of each geographic region. In the fourth quarter of fiscal 2017, the Company identified the Americas, EURAF, and MEAP as the reportable segments. The Americas operating segment includes the North American and South American continents. The EURAF operating segment includes the continents of Europe and Africa. The MEAP operating segment includes the Asia and Australian continents and the Middle East region.

~~In Management’s Discussion and Analysis, unless otherwise indicated, references to Manitowoc, the Company, we and us refer to The Manitowoc Company, Inc. and its consolidated subsidiaries.~~

The following discussion and analysis provides an overview analysis behind our results for 2015 through 2017 and is broken down into three sections. First, we provide an overview of our results of operations for the years 2015 through 2017 on a segment and consolidated basis. Next, we discuss our market conditions, liquidity and capital resources, off-balance sheet arrangements and obligations and commitments. Finally, we provide a discussion of risk management techniques, contingent liability issues, and critical accounting policies.

All dollar amounts, except per share amounts, are in millions of dollars throughout the tables included in Management’s Discussion and Analysis of Financial Conditions and Results of Operations unless otherwise indicated.

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~~Results of Consolidated Operations~~

Millions of dollars

2017

2016

2015

Operations

Net sales

$
1,581.3

$
1,613.1

$
1,865.7

Cost of sales

1,299.4

1,359.8

1,533.5

Gross Profit

281.9

253.3

332.2

Operating costs and expenses:

Engineering, selling and administrative expenses

252.6

280.7

316.9

Asset impairment expense

0.1

96.9

15.3

Amortization of intangible assets

0.8

3.0

3.0

Restructuring expense

27.2

23.4

9.4

Other expense

0.1

2.6

—

Total operating costs and expenses

280.8

406.6

344.6

Operating income (loss)

1.1

(153.3
)

(12.4
)
Other income (expense):

Interest expense

(39.2
)

(39.6
)

(95.6
)
Amortization of deferred financing fees

(1.9
)

(2.2
)

(4.2
)
Loss on debt extinguishment

—

(76.3
)

(0.2
)
Other income - net

0.5

3.3

1.4

Total other expense

(40.6
)

(114.8
)

(98.6
)
Loss from continuing operations before taxes

(39.5
)

(268.1
)

(111.0
)
Provision (benefit) for taxes on income

(49.5
)

100.5

(41.1
)
Income (loss) from continuing operations

10.0

(368.6
)

(69.9
)
Discontinued operations:

Income (loss) from discontinued operations, net of
   income taxes

(0.6
)

(7.2
)

135.4

Net income (loss) attributable to Manitowoc common
   shareholders

$
9.4

$
(375.8
)

$
65.5

Amounts attributable to the Manitowoc common
   shareholders:

Income (loss) from continuing operations

$
10.0

$
(368.6
)

$
(69.9
)
Income (loss) from discontinued operations, net of
   income taxes

(0.6
)

(7.2
)

135.4

Net income (loss) attributable to Manitowoc common
   shareholders

$
9.4

$
(375.8
)

$
65.5

~~Table of Contents~~

~~Segment Operating Performance~~

~~The Company manages its business primarily on a geographic basis. The Company’s reportable operating segments consist of the Americas, EURAF, and MEAP.~~ Further information regarding the Company’s reportable segments can be found in Note ~~16,~~18, “Segments,” to the Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.


	Year ended December 31, 2023			Year ended December 31, 2022			Change
Net Sales
Americas	$	1,211.2		$	1,013.0			19.6	%
EURAF		669.6			761.5			(12.1	)%
MEAP		347.0			258.0			34.5	%

Segment Operating Income (Loss)
Americas	$	111.7		$	(88.8	)	*
EURAF		(7.9	)		(3.2	)		(146.9	)%
MEAP		52.3			40.2			30.1	%
*Measure not meaningful

Americas

Table of Contents

(in millions)

2017

Change

2016

Change

2015

Net Sales

$
693.6

(5.8
)%

$
736.3

(21.8
)%

$
941.3

Operating income (loss)

$
6.8

118.3
%

$
(37.1
)

(264.9
)%

$
22.5

Americas segment net sales increased 19.6% in 2023 to $1,211.2 million from $1,013.0 million in 2022. The increase was primarily attributable to higher new machine sales as a result of a higher shippable backlog entering the year, higher non-new machine sales and pricing actions.

Americas segment operating income of $111.7 million increased $200.5 million in 2023 from an operating loss of $88.8 million in 2022. The increase was primarily attributable to $171.9 million of non-cash goodwill and indefinite-lived intangible asset impairment charges recorded in the prior year and the higher net sales in the current year. This was partially offset by charges for certain product-related lawsuits, higher material costs and higher labor costs.

EURAF

EURAF segment net sales decreased ~~5.8%~~12.1% in ~~2017~~2023 to ~~$693.6~~$669.6 million from ~~$736.3~~$761.5 million in ~~2016. This change~~2022. The decrease was primarily ~~due~~attributable to lower ~~shipments~~new machine sales, partially offset by pricing actions and higher non-new machine sales. EURAF net sales were favorably impacted by $15.1 million from changes in foreign currency exchange rates.

EURAF segment operating loss of ~~variable position counterweight (“VPC”) crawler cranes delivered~~$7.9 million increased $4.7 million in ~~2017 as a significant portion~~2023 from an operating loss of $3.2 million in 2022. The increase was primarily attributable to lower net sales, higher material costs and higher labor costs. Operating loss was unfavorably impacted by $0.7 million from changes in foreign currency exchange rates.

MEAP

MEAP segment net sales increased 34.5% in 2023 to $347.0 million from $258.0 million in 2022. The increase was primarily attributable to higher new and non-new machine sales. MEAP net sales were unfavorably impacted by $0.2 million from changes in foreign currency exchange rates.

MEAP segment operating income increased 30.1% in 2023 to $52.3 million from $40.2 million in 2022. The increase was primarily attributable to the ~~America’s backlog entering 2016 was comprised of VPC crawler cranes which had been booked in 2016~~higher net sales and ~~previous years. The vast majority of this backlog was shipped and recognized as revenue in the first half of 2016.~~favorable product mix. This was partially offset by higher ~~shipments~~labor costs and $4.8 million of ~~other mobile and tower products~~income recorded in ~~2017. Americas net sales were also~~the prior year related to the partial recovery of the previously written-off long-term note receivable from the 2014 divestiture of the Company’s Chinese joint venture. Operating income was favorably impacted by ~~approximately $.4~~$0.3 million from ~~favorable~~ changes in foreign currency exchange rates.

Financial Condition

Americas operating income increased 118.3% in 2017 to $6.8 million from a loss of $37.1 million in 2016. This change was primarily due to lower engineering, selling and administrative (“ES&A”) costs of $18.4 million as a result of headcount reductions during the latter half of 2016 and early 2017 and asset impairment charges of $14.6 million in 2016 related to the closure of the Manitowoc, Wisconsin manufacturing location, which did not reoccur in 2017. This was partially offset by lower net sales year over year as discussed above.

Americas net sales decreased 21.8% in 2016 to $736.3 million from $941.3 million in 2015. This change was primarily due to weaker market demand for mobile cranes. Americas net sales were also unfavorably impacted by approximately $0.1 million from favorable changes in foreign currency exchange rates.

Americas reported operating losses of $37.1 million in 2016 as compared to income of $22.5 million in 2015. The change was primarily due to a decrease in net sales as discussed above, $14.6 million of asset impairment charges related to the closure of the Manitowoc, Wisconsin manufacturing location and $15.2 million of restructuring expenses related to headcount reductions in 2016.

~~EURAF~~

(in millions)

2017

Change

2016

Change

2015

Net Sales

$
628.9

12.2
%

$
560.4

12.3
%

$
498.9

Operating income (loss)

$
2.3

106.3
%

$
(36.5
)

(26.3
)%

$
(28.9
)

EURAF net sales increased 12.2% in 2017 to $628.9 million from $560.4 million in 2016. This change was primarily due to higher demand for tower cranes, particularly in Europe, partially offset by weaker demand for mobile cranes. EURAF net sales were also favorably impacted by approximately $13.8 million from favorable changes in foreign currency exchange rates.

EURAF operating income increased 106.3% to $2.3 million from a loss of $36.5 million in 2016. This change was primarily due to increased net sales as discussed above and $4.9 million of asset impairment charges in 2016 which did not reoccur in 2017.

EURAF net sales increased 12.3% in 2016 to $560.4 million from $498.9 million in 2015. This change was primarily due to higher demand for tower cranes. EURAF net sales were also unfavorably impacted by approximately $8.1 million from unfavorable changes in foreign currency exchange rates.

EURAF operating loss increased 26.3% in 2016 to $36.5 million from $28.9 million in 2015. This change was primarily due to unfavorable manufacturing absorption due to lower production volumes at certain EURAF manufacturing locations.

~~Table of Contents~~

~~MEAP~~

(in millions)

2017

Change

2016

Change

2015

Net Sales

$
258.8

(18.2
)%

$
316.4

(25.6
)%

$
425.5

Operating income (loss)

$
32.9

(26.6
)%

$
44.8

(26.0
)%

$
60.5

MEAP net sales decreased 18.2% in 2017 to $258.8 million from $316.4 million in 2016. This change was primarily due to weaker demand for tower cranes. MEAP net sales were also favorably impacted by approximately $4.2 million from favorable changes in foreign currency exchange rates.

~~MEAP operating income decreased 26.6% in 2017 to $32.9 million from $44.8 million in 2016. This change was primarily due to lower net sales as discussed above.~~

MEAP net sales decreased 25.6% in 2016 to $316.4 million from $425.5 million in 2015. This change was primarily due to weaker demand for mobile cranes. MEAP net sales were also unfavorably impacted by approximately $1.0 million from unfavorable changes in foreign currency exchange rates.

~~MEAP operating income decreased 26.0% in 2016 to $44.8 million from $60.5 million in 2015. This change was primarily due to lower net sales as discussed above.~~

~~Year Ended December 31, 2017 Compared to 2016~~

~~Net Sales~~

(in millions)

2017

2016

Change

Net Sales

$
1,581.3

$
1,613.1

(2.0
)%

Consolidated net sales decreased 2.0% in 2017 compared to 2016. The decrease in net sales was primarily due to lower shipments of VPC crawler cranes delivered in 2017 as a significant portion of the America’s backlog entering 2016 was comprised of VPC crawler cranes which had been booked in 2016 and previous years, lower demand for mobile cranes in MEAP, and lower demand for mobile cranes in EURAF. This was partially offset by higher demand for tower cranes in Europe. Consolidated net sales were also favorably impacted by approximately $18.4 million from favorable changes in foreign currency exchange rates.

~~Gross Profit~~

(in millions)

2017

2016

Change

Gross Profit

$
281.9

$
253.3

11.3
%
Gross Profit %

17.8
%

15.7
%

Gross profit for the year ended December 31, 2017 increased 11.3% to $281.9 million compared to $253.3 million for the year ended December 31, 2016. This change was attributable primarily to manufacturing cost reduction initiatives such as the consolidation of the Manitowoc, WI facility into the Shady Grove, PA facility. As a result of these cost reductions, the gross profit percentage increased in 2017 to 17.8% from 15.7% in 2016.

~~Engineering, Selling and Administrative Expenses~~

(in millions)

2017

2016

Change

Engineering, selling and administrative expenses

$
252.6

$
280.7

(10.0
)%

ES&A expenses for the year ended December 31, 2017 decreased $28.1 million to $252.6 million. This change was driven primarily by decreases in wages and benefits due to headcount reductions and discretionary cost controls, partially offset by higher short-term incentive compensation costs.

~~Table of Contents~~

~~Asset Impairment Expense~~

(in millions)

2017

2016

Change
Asset impairment expense

$
0.1

$
96.9

*

* Measure not meaningful

Asset impairment expense for the year ended December 31, 2017 was $0.1 million compared to $96.9 million for the year ended December 31, 2016. In the third quarter of 2016, the Company recorded $96.9 million in asset impairment expense. In conjunction with the decision to close the Manitowoc, Wisconsin facility, it permanently suspended implementation of its SAP enterprise resource planning (“ERP”) platform and recorded a write-off of $58.6 million related to SAP construction-in-progress and $18.6 million related to SAP and other information technology assets. This amount also included a $13.8 million write-down to fair value of the Company's fixed assets at the Manitowoc, Wisconsin manufacturing facility.

~~Restructuring Expense~~

(in millions)

2017

2016

Change

Restructuring expense

$
27.2

$
23.4

16.2
%

Restructuring expense for the year ended December 31, 2017 totaled $27.2 million compared to $23.4 million in 2016. These costs related primarily to employee termination benefits associated with workforce reductions. The workforce reductions in 2017 and 2016 are part of ongoing manufacturing and operations rationalization programs in the U.S. and Europe.

~~During 2017, the Company completed the relocation of its crawler crane manufacturing operations located in Manitowoc, Wisconsin to Shady Grove, Pennsylvania.~~

~~See further detail at Note 19, “Restructuring.”~~

~~Interest Expense & Amortization of Deferred Financing Fees~~

(in millions)

2017

2016

Change

Interest expense

$
39.2

$
39.6

(1.0
)%
Amortization of deferred financing fees

$
1.9

$
2.2

(13.6
)%

Interest expense for the year ended December 31, 2017 totaled $39.2 million versus $39.6 million for the year ended December 31, 2016. The decrease in interest expense of $0.4 million for the year ended December 31, 2017 compared to the prior year was caused by a lower average debt balance in 2017 as compared to the prior year, partly offset by a higher average interest rate. Amortization expense for deferred financing fees was $1.9 million for the year ended December 31, 2017 as compared to $2.2 million in 2016. The decrease in amortization expense for deferred financing fees was related to the lower balance of deferred financing fees as a result of the redemption of certain prior notes during the Spin-Off. See further detail at Note 10, “Debt.”

~~Loss on Debt Extinguishment~~

(in millions)

2017

2016

Change
Loss on debt extinguishment

$
—

$
76.3

*

* Measure not meaningful

~~Loss on debt extinguishment for the year ended December 31, 2017 totaled $0.0 million, compared to $76.3 million in 2016. The loss on debt extinguishment for 2016 consisted of:~~

$31.5 million related to the March 3, 2016 redemption of the prior 2020 notes, which included $24.6 million related to the redemption premium and $6.9 million related to the write-off of deferred financing fees;

~~$34.6 million on the redemption of the prior 2022 notes, comprised of $31.2 million related to the redemption premium and $3.4 million related to write-off of deferred financing fees;~~

~~Table of Contents~~

•

~~$5.9 million on the termination of the prior senior credit facility as a result of the write-off of deferred financing expenses; and~~

~~$4.3 million loss on the termination of interest rate swaps related to the prior senior credit facility.~~

~~Other Income – Net~~

(in millions)

2017

2016

Change
Other income - net

$
0.5

$
3.3

*

* Measure not meaningful

Other income - net for the year ended December 31, 2017 was $0.5 million compared to other income - net of $3.3 million for the prior year. This change was primarily due to foreign currency exchange remeasurement.

~~Income Taxes~~

(in millions)

2017

2016

Change
Effective annual tax rate

125.2
%

(37.5
)%

Provision (benefit) for taxes on income

$
(49.5
)

$
100.5

*

* Measure not meaningful

Due to the Company’s historic losses, impacts from U.S. tax reform and full valuation allowances, the effective annual tax rate is not a meaningful measure of the Company’s cash tax position or performance of the business.

~~The 2017 effective tax rate was favorably impacted by the release of the French valuation allowance, Internal Revenue Service audit closure, and U.S. tax reform.~~

The 2016 effective tax rate was unfavorably impacted by the establishment of valuation allowance reserves against the Company's deferred tax assets in several jurisdictions, most notably the United States, as these jurisdictions moved to cumulative three-year loss positions during the year.

~~See further detail at Note 12, “Income Taxes.”~~

~~(Loss) income from Discontinued Operations~~

(in millions)

2017

2016

Change
(Loss) income from discontinued operations

$
(0.6
)

$
(7.2
)

*

* Measure not meaningful

The results from discontinued operations were a loss of $0.6 million and $7.2 million, net of income taxes, for the years ended December 31, 2017 and 2016, respectively. The activity from discontinued operations in 2017 and 2016 are primarily the result of the Spin-Off. See additional discussion at Note 3, “Discontinued Operations.”

~~Year Ended December 31, 2016 Compared to 2015~~

~~Net Sales~~

(in millions)

2016

2015

Change

Net Sales

$
1,613.1

$
1,865.7

(13.5
)%

~~Table of Contents~~

Consolidated net sales decreased 13.5% in 2016 to $1.6 billion from $1.9 billion in 2015. The decrease in net sales was primarily due to weaker demand in the Americas region and Middle East for mobile cranes. Consolidated net sales were also unfavorably impacted by approximately $9.5 million form unfavorable changes in foreign currency exchange rates.

~~Gross Profit~~

(in millions)

2016

2015

Change

Gross Profit

$
253.3

$
332.2

(23.8
)%
Gross Profit %

15.7
%

17.8
%

Gross profit for the year ended December 31, 2016 decreased by 23.8% to $253.3 million compared to $332.2 million for the year ended December 31, 2015. The decrease was attributable primarily to the decrease in sales volume discussed above and unfavorable manufacturing absorption due to lower production volumes, particularly in North America and Germany, partially offset by manufacturing cost reduction initiatives. As a result, the gross profit percentage decreased in 2016 to 15.7% from 17.8% in 2015.

~~Engineering, Selling and Administrative Expenses~~

(in millions)

2016

2015

Change

Engineering, selling and administrative expenses

$
280.7

$
316.9

(11.4
)%

ES&A expenses for the year ended December 31, 2016 decreased $36.2 million to $280.7 million compared to $316.9 million for the year ended December 31, 2015. This decrease was driven primarily by a decrease in wages and benefits due to headcount reductions and discretionary cost controls.

~~Asset Impairment Expense~~

(in millions)

2016

2015

Change

Asset impairment expense

$
96.9

$
15.3

$
81.6

Asset impairment expense for the year ended December 31, 2016 was $96.9 million compared to $15.3 million for the year ended December 31, 2015. In the third quarter of 2016, the Company recorded $96.9 million in asset impairment expense. In conjunction with the decision to close its manufacturing location in Manitowoc, Wisconsin, it permanently suspended implementation of its SAP ERP platform and recorded a non-cash impairment charge of $58.6 million related to SAP construction-in-progress and $18.6 million related to SAP and other information technology assets. This amount also included a $13.8 million write-down to fair value of the Company's fixed assets at the Manitowoc, Wisconsin manufacturing facility. The impairment recorded in 2015 resulted from the write-down of facilities in Brazil, which is currently shut down, and Slovakia, which was sold in 2016.

~~Restructuring Expense~~

(in millions)

2016

2015

Change

Restructuring expense

$
23.4

$
9.4

148.9
%

Restructuring expense for the year ended December 31, 2016 totaled $23.4 million compared to $9.4 million in 2015. These costs related primarily to employee termination benefits associated with workforce reductions. The workforce reductions in 2016 were part of the manufacturing and operations rationalization programs, including the consolidation of the Company's manufacturing facilities in Manitowoc, Wisconsin into its Shady Grove, Pennsylvania facility. Additionally, restructuring expense in the twelve months ended December 31, 2016, and December 31, 2015 included $2.3 million and $3.5 million, respectively, of expense related to executive severance. See further detail at Note 19, “Restructuring.”

~~Table of Contents~~

~~Interest Expense & Amortization of Deferred Financing Fees~~

(in millions)

2016

2015

Change

Interest expense

$
39.6

$
95.6

(58.6
)%
Amortization of deferred financing fees

$
2.2

$
4.2

(47.6
)%

Interest expense for the year ended December 31, 2016 totaled $39.6 million versus $95.6 million for the year ended December 31, 2015. The decrease in interest expense of $56.0 million for the year ended December 31, 2016 compared to the prior year was the result of lower average debt balance due to debt restructuring as part of the Spin-Off. Amortization expense for deferred financing fees was $2.2 million for the year ended December 31, 2016 as compared to $4.2 million in 2015. The decrease in amortization expense for deferred financing fees was related to the lower balance of deferred financing fees as a result of the redemption of certain prior notes during the Spin-Off. See further detail at Note 10, “Debt.”

~~Loss on Debt Extinguishment~~

(in millions)

2016

2015

Change
Loss on debt extinguishment

$
76.3

$
0.2

*

* Measure not meaningful

~~Loss on debt extinguishment for the year ended December 31, 2016 totaled $76.3 million, compared to $0.2 million in 2015. The loss on debt extinguishment for 2016 consisted of:~~

~~$34.6 million on the redemption of the prior 2022 notes, comprised of $31.2 million related to the redemption premium and $3.4 million related to the write-off of deferred financing fees;~~

~~$5.9 million on the termination of the prior senior credit facility as a result of the write-off of deferred financing expenses; and~~

~~$4.3 million loss on the termination of interest rate swaps related to the prior senior credit facility.~~

~~Other Income (Expense) – Net~~

(in millions)

2016

2015

Change
Other income - net

$
3.3

$
1.4

*

* Measure not meaningful

Other income - net for the year ended December 31, 2016 was $3.3 million compared to other income - net of $1.4 million for the prior year. The change primarily relates to foreign currency exchange remeasurement.

~~Income Taxes~~

(in millions)

2016

2015

Change
Effective annual tax rate

(37.5
)%

37.0
%

Provision (benefit) for taxes on earnings

$
100.5

$
(41.1
)

*

* Measure not meaningful

~~Due to the Company’s historic losses and full valuation allowances, the effective annual tax rate is not a meaningful measure of the Company’s cash tax position or performance of the business.~~

The 2016 effective tax rate was impacted by the establishment of valuation allowance reserves against the Company’s deferred tax assets in several jurisdictions, most notably the United States, as these jurisdictions moved to cumulative three-year loss positions during the year.

~~See further detail at Note 12, “Income Taxes.”~~

~~Table of Contents~~

~~(Loss) income from Discontinued Operations~~

(in millions)

2016

2015

Change
(Loss) income from discontinued operations

$
(7.2
)

$
135.4

*

* Measure not meaningful

The results from discontinued operations was a loss of $7.2 million and income of $135.4 million, net of income taxes, for the years ended December 31, 2016 and 2015, respectively. The activity from discontinued operations in 2016 and 2015 are primarily the result of the Spin-Off of the Foodservice business. See additional discussion at Note 3, “Discontinued Operations.”

~~Non-GAAP Measures~~

The Company uses EBITDA, Adjusted EBITDA and Adjusted operating loss, which are financial measures that are not prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”), as additional metrics to evaluate the Company’s performance.

The Company defines EBITDA as earnings before interest, taxes, depreciation and amortization. The Company defines Adjusted EBITDA as EBITDA plus the addback of restructuring expense, asset impairment expense and other (expense) income - net. The Company defines Adjusted operating income (loss) as Adjusted EBITDA excluding the addback of depreciation. The Company believes these non-GAAP measures provide important supplemental information to readers regarding business trends that can be used in evaluating its results of operations because these financial measures provide a consistent method of comparing financial performance and are commonly used by investors to assess performance. These non-GAAP financial measures should be considered together with the GAAP financial information provided herein.

The Company’s Adjusted EBITDA and Adjusted operating income for the year ended December 31, 2017 was $67.4 million and $29.3 million, respectively. The reconciliation of GAAP net income (loss) to EBITDA, and further to Adjusted EBITDA, Adjusted operating (loss) income and GAAP operating income (loss) is as follows (in millions):

2017

2016

2015

Net income (loss) from continuing operations

$
10.0

$
(368.6
)

$
(69.9
)
Interest expense and amortization of deferred financing
fees

41.1

41.8

99.8

Income taxes

(49.5
)

100.5

(41.1
)
Depreciation expense

38.1

45.6

50.6

Amortization of intangible assets

0.8

3.0

3.0

EBITDA

40.5

(177.7
)

42.4

Restructuring expense

27.2

23.4

9.4

Asset impairment expense

0.1

96.9

15.3

Other expense (income) - net (1)

(0.4
)

75.6

(1.2
)
Adjusted EBITDA

67.4

18.2

65.9

Depreciation expense

(38.1
)

(45.6
)

(50.6
)
Adjusted operating income (loss)

29.3

(27.4
)

15.3

Restructuring expense

(27.2
)

(23.4
)

(9.4
)
Asset impairment expense

(0.1
)

(96.9
)

(15.3
)
Amortization of intangible assets

(0.8
)

(3.0
)

(3.0
)
Other operating costs and expenses

(0.1
)

(2.6
)

—

GAAP operating income (loss)

$
1.1

$
(153.3
)

$
(12.4
)

~~(1)~~

~~Other expense (income) - net includes loss on debt extinguishment, other (expense) income and other (expense) income - net.~~

Covenant compliant EBITDA was $76.3 million as of December 31, 2017 on a trailing twelve month basis, as defined by the ABL Revolving Credit Facility. The calculation of covenant compliant EBITDA has certain limitations and restrictions on addbacks and has been included for informational purposes only.

~~Table of Contents~~

~~Market Conditions and Outlook~~

Towards the end of 2017, the Company experienced demand improvements in some of its key end markets, such as petrochemical, utilities and commercial and residential construction particularly in the Americas region. Market demand improvements, along with continued execution of the Company’s strategic priorities, cost reduction initiatives and operational efficiencies are part of the considerations for the full year 2018 guidance below.

~~Adjusted EBITDA* - approximately $96 to $116 million;~~

~~Depreciation expense - approximately $39 million; and~~

~~Capital expenditures - approximately $25 to $30 million.~~

Adjusted operating income and Adjusted EBITDA are non-GAAP financial measures that should be considered together with the GAAP financial information provided herein. See “Non-GAAP Financial Measures” in the preceding “Results of Consolidated Operations” section. Because actual GAAP results will be subject to various factors that are outside of the Company’s control and/or are not known at this time, the Company is not able to provide comparable GAAP guidance or a reconciliation of these expected ranges to GAAP without unreasonable expense and effort.

Within the Americas region, the Company is beginning to experience notable improvements within the wind industry, oil and gas, commercial and residential end markets. During the second half of 2017, the Company’s distribution channel and customers began to reflect confidence with increased orders in anticipation of improved market demand for the first half of 2018. The Company remains cautiously optimistic regarding the potential infrastructure initiatives being contemplated by various levels of domestic governments. However, these potential infrastructure initiatives may not translate into new crane orders quickly, or at all.

~~Within the EURAF region, the Company continues to see organic growth in residential and commercial construction markets due to stable macroeconomic factors within Western Europe.~~

Within the MEAP region, the Company continues to see moderate growth coupled with specific market opportunities and challenges. Australia is experiencing a broad-based recovery in the crane market lead by infrastructure, commercial and residential growth offset by a pullback in investment in South Korea causing an oversupply. Within the Middle East, the Company expects a pullback in investment due to structural changes resulting in uncertainty in demand in the region.

We believe our Crane Care aftermarket business, with an industry leading support network, is not only a key differentiator, but is also especially important to our customers as key end markets rebound and crane utilization increases to ensure uptime availability.

Our end markets remain difficult to predict and forecasting remains challenging due to mixed views from our various sources for leading indicators and customer sentiment. Different industries and different geographic markets can show significant deviations in economic and demand outlook depending on the circumstances within their environments and outlooks can change rapidly during the year. We continue to use what we believe to be the best information available, along with our own experiences and knowledge of our customers and the industries they serve, to forecast future demand.

The Company’s business strategy is driven by the principles of The Manitowoc Way, which acts as a foundation of its strategic initiatives. The Manitowoc Way is centered on four strategic priorities; Margin Expansion, Growth, Innovation, and Velocity.

The first key element of the Company’s strategy is Margin Expansion. The Company completed the relocation of large crawler crane manufacturing from Manitowoc, Wisconsin to Shady Grove, Pennsylvania during 2017. The Company continues to realign its manufacturing facilities throughout Europe to properly balance supply to meet demand, while eliminating waste to drive higher volume and margins.

The Company’s next strategic priority is Growth. Product quality and reliability are key to a crane customer’s buying decision. The Company continues to take decisive actions to ensure that all of its products meet the quality expectations of its customers.

The Company’s third strategic priority is Innovation. In 2017, the Company continued to invest in innovation while increasing its focus on the Voice of the Customer. Innovation in the crane industry is an elegant balance of reliability, simplicity, and advanced technology. The Company’s commitment to product development is unwavering, as evidenced by steady investments in research and development, along with the launch of 18 new crane models in 2017.

~~Table of Contents~~

Lastly, the Company’s fourth key strategic priority is Velocity which refers to creating a culture of continuous improvement, adding value in every aspect of every job, every day. Velocity touches all of the Company’s other key priorities using the principles of The Manitowoc Way. The Company continues to hold The Manitowoc Way summits and kaizen events where we train our employees to use Lean tools, which continue to deliver results in eliminating waste and improving productivity throughout the enterprise.

From a longer-term perspective, the Company is among the world's leading sources of lifting solutions, with what the Company believes to be the most recognized brands and the broadest support footprint in the industry. The Company offers the most comprehensive range of lifting solutions with a legacy of continuing innovation that sets Manitowoc apart in its industry. Globally, longer-term the Company believes there will be a higher growth, multi-year recovery driven by increasing global demand for infrastructure and energy end markets, and the Company is well-positioned to support these end markets anywhere in the world. Manitowoc has a resilient business, with a strong global distribution network and a large installed base of equipment complemented by what the Company believes to be the best and most experienced workforce in the industry.

~~Liquidity and Capital Resources~~

Cash Flows

The table below shows a summary of cash flows for ~~fiscal 2017, 2016,~~the years ended December 31, 2023 and ~~2015 (in millions):~~2022:


	Year Ended December 31,
	2023			2022
Net cash provided by operating activities	$	63.0		$	76.9
Net cash used for investing activities		(71.8	)		(58.0	)
Net cash used for financing activities		(21.4	)		(29.9	)
Cash and cash equivalents		34.4			64.4

2017

2016

2015

Net cash provided by (used for) operating activities of
   continuing operations

$
78.5

$
(122.4
)

$
(25.5
)
Net cash provided by (used for) operating activities of
   discontinued operations

(0.6
)

(49.9
)

126.3

Net cash provided by (used for) operating activities

$
77.9

$
(172.3
)

$
100.8

Net cash used for investing activities of continuing
   operations

$
(21.3
)

$
(39.1
)

$
(45.0
)
Net cash provided by (used for) investing activities of
   discontinued operations

—

(2.4
)

59.1

Net cash provided by (used for) investing activities

$
(21.3
)

$
(41.5
)

$
14.1

Net cash provided by (used for) financing activities of
   continuing operations

$
(9.7
)

$
219.2

$
(112.7
)
Net cash provided by (used for) financing activities of
   discontinued operations

—

0.2

(0.2
)
Net cash provided by (used for) by financing activities

$
(9.7
)

$
219.4

$
(112.9
)

Cash Flows from Operating Activities

~~Cash flow~~Net cash provided ~~from~~by operating activities of ~~continuing operations in 2017 was $78.5 million compared to cash used for operating activities of $122.4~~$63.0 million in ~~2016. A total of $119.2~~ 2023 decreased $13.9 million from $76.9 million in 2022. The decrease in net cash ~~and cash equivalents were on-hand at December 31, 2017 versus $69.9 million on-hand at December 31, 2016.~~

~~The increase in cash flow from~~provided by operating activities ~~from continuing operations for the year ended December 31, 2017 compared to 2016~~ was primarily due to ~~improved inventory management and~~ an increase in working capital due to higher inventory as a result of logistics constraints and higher accounts ~~payable.~~receivable due to the timing of shipments in the fourth quarter. This was partially offset by anhigher net income adjusted for non-cash items.

Cash Flows from Investing Activities

Net cash used for investing activities of $71.8 million in 2023 increased $13.8 million from $58.0 million in 2022. The increase in ~~accounts receivable year over year.~~

~~Cash flow from operations of continuing operations during 2016 was a use of $122.4 million compared to a use of $25.5 million in 2015. We had $69.9 million in~~net cash ~~and cash equivalents on-hand at December 31, 2016 versus $31.5 million on-hand at December 31, 2015.~~

~~The decrease in cash flows from operating~~used for investing activities ~~from continuing operations for the year ended December 31, 2016 compared to 2015~~ was primarily due to ~~lower profitability, which was driven by a decline~~higher capital expenditures of $15.6 million and $2.3 million of cash receipts in ~~revenues. The decrease in revenue resulted in a reduction in manufacturing activity, which significantly lowered~~ the ~~amount~~prior year related to the finalization of ~~trade payables year over year. The cash used by~~ the ~~change in trade payables~~purchase price for the acquisition of the crane business of H&E Equipment Services, Inc. This was partially offset by ~~improvements in the collection~~$4.1 million of ~~receivables and inventory management.~~

~~Table of Contents~~

In 2017, cash flows used for investing activities from continuing operations were $21.3 million and consisted primarily of capital expenditures of $28.9 million, which were used to support the growth of the business, offset byhigher proceeds ~~of $7.0 million~~ from the sale of property, plant and ~~equipment.~~equipment as compared to the prior year.

Cash ~~flows~~Flows from Financing Activities

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Net cash used ~~by investing~~for financing activities of ~~continuing operations were $39.1~~$21.4 million in ~~2016~~2023 decreased $8.5 million from $29.9 million in 2022. The decrease in net cash used for financing activities was primarily due to $3.8 million of proceeds from other debt in the current year as compared to ~~$45.0~~$5.1 million of payments on other debt in ~~2015. Cash use was primarily~~the prior year and $1.9 million of payments in the prior year for debt issuance and other debt related ~~to capital expenditures of $45.9 million and $54.9 million in 2016 and 2015, respectively.~~costs. This was partially offset by ~~cash proceeds on~~$2.5 million of higher common stock repurchases compared to the ~~sale~~prior year.

Liquidity and Capital Resources

Liquidity

The Company’s liquidity position as of ~~property, plant~~December 31, 2023 and ~~equipment of $8.4 million in 2016 and $7.3 million in 2015.~~2022 is summarized as follows:


	2023			2022
Cash and cash equivalents	$	34.4		$	64.4
Revolver borrowing capacity		275.0			275.0
Other debt availability		45.2			43.8
Less: Borrowings on revolver		(60.0	)		(80.0	)
Less: Borrowings on other debt		(11.2	)		(4.3	)
Less: Outstanding letters of credit		(3.4	)		(3.0	)
Total liquidity	$	280.0		$	295.9

~~Cash flows~~The Company’s revolving credit facility, or other future facilities, may be used for working capital requirements, capital expenditures, funding future acquisitions (within the Company’s debt limitations), and other operating, investing and financing ~~activities of continuing~~needs. The Company believes its liquidity and expected cash flows from operations ~~during 2017 totaled $9.7 million~~are sufficient to meet expected working capital, capital expenditures, contractual obligations and ~~consisted primarily of payments on long-term debt of $10.9 million and payments on financing notes of $4.7 million. This was partially offset by the exercise of stock options of $5.7 million.~~

~~Cash flows provided by financing activities of continuing operations during 2016 totaled $219.2 million and consisted primarily of a dividend received from the spun-off subsidiary~~other ongoing operational needs in the ~~amount~~subsequent twelve months.

Cash Sources

The Company has historically relied primarily on cash flows from operations, borrowings under revolving credit facilities, issuances of ~~$1,361.7 million along with long-term~~notes and other forms of debt ~~proceeds~~financing as its sources of $272.1 million, offset by payments on long-term debt of $1,389.0 million. Cash flows used for financing activities of continuing operations during 2015 consisted primarily of payments on long-term debt.cash.

~~Debt~~

~~On March 3, 2016,~~The maximum availability under the ~~Company entered into a $225.0 million Asset Based~~Company’s current ABL Revolving Credit Facility (as ~~amended,~~defined below) is $275.0 million. The borrowing capacity under the ~~“ABL~~ABL Revolving Credit ~~Facility”~~Facility is based on the value of inventory, accounts receivable and certain fixed assets of the Loan Parties (as defined below). The Loan Parties’ obligations under the ABL Revolving Credit Facility are secured on a first-priority basis, subject to certain exceptions and permitted liens, by substantially all of the personal property and fee-owned real property of the Loan Parties. The liens securing the ABL Revolving Credit Facility are senior in priority to the second-priority liens securing the obligations under the senior secured second lien notes due on April 1, 2026 (the "2026 Notes") and the related guarantees. The ABL Revolving Credit Facility has a maturity date of May 19, 2027 (with a springing maturity date of December 30, 2025 if the 2026 Notes have not been repaid in full or refinanced prior to December 30, 2025), and includes a $75.0 million letter of credit sub-facility, $10.0 million of which is available to the Company’s German subsidiary that is a borrower under the ABL Revolving Credit Facility.

In addition to the ABL Revolving Credit Facility, the Company has access to non-committed overdraft facilities to fund working capital in Europe and China. There are six facilities, of which five facilities are denominated in Euros totaling €37.0 million and one facility denominated in Chinese Yuan totaling ¥30.0 million. Total U.S. dollar availability as of December 31, 2023 for the six overdraft facilities is $45.2 million, with $11.2 million outstanding.

Debt

On March 25, 2019, the Company and certain subsidiaries of the Company (the “Loan Parties”) entered into a credit agreement (the “ABL Credit Agreement”) with ~~Wells Fargo Bank, N.A. as administrative agent, and~~ JP Morgan Chase Bank, N.A. as administrative and ~~Goldman Sachs Bank USA~~collateral agent, and certain financial institutions party thereto as ~~joint lead arrangers.~~lenders, providing for a senior secured asset-based revolving credit facility (the “ABL Revolving Credit Facility”) of up to $275.0 million. The borrowing capacity under the ABL Revolving Credit Facility is based on the value of inventory, accounts receivable and certain fixed assets of the Loan Parties. The Loan Parties’ obligations under the ABL Revolving Credit Facility are secured on a first-priority basis, subject to certain exceptions and permitted liens, by substantially all of the personal property and fee-owned real property of the Loan Parties. The liens securing the ABL Revolving Credit Facility are senior in priority to the second-priority liens securing the obligations under the 2026 Notes and the related guarantees. The ABL Revolving Credit Facility includes a $75.0 million ~~Letter~~letter of ~~Credit Facility,~~credit sub-facility, $10.0 million of which is available to the Company’s German ~~borrower, and~~subsidiary that is a ~~maturity of March 3, 2021. Borrowings~~borrower under the ABL Revolving Credit ~~Facility are secured by inventory and fixed~~Facility.

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~~In October 2016, the ABL Revolving Credit Facility was amended~~borrowing base used to accommodate certain previously restricted activities related to the relocation of the Company’s manufacturing operations from Manitowoc, Wisconsin to Shady Grove, Pennsylvania. Among other things, the amendment allows the Company to transfer, sell and/or impair fixed assets located at the Wisconsin facility with limited impact on thecalculate availability under the ~~facility.~~

~~In April 2017,~~ABL Credit Agreement, (iii) permit separate financing of crane rental assets not included in the borrowing base and (iv) replace U.S. dollar London Inter-bank Offered Rate with interest rates based on the secured overnight financing rate plus a credit spread adjustment (“SOFR”). Refer to Note 12, “Debt,” to the Consolidated Financial Statements for further information regarding the ABL ~~Revolving~~ Credit Facility was amended to modify several definitions regarding eligible equipment and inventory as it relates to a key financing partner of the Company. The amendment has had, and is expected to continue to have, a minimal impact on the Company’s daily operations and borrowing limits. Agreement.

As of December 31, ~~2017,~~2023 and 2022, the Company had no$60.0 million and $80.0 million, respectively, of borrowings outstanding onunder the ABL Revolving Credit Facility. During the year ended December 31, ~~2017,~~2023, the highest daily borrowing under the ABL Revolving Credit Facility was ~~$59.5~~$119.6 million and the average borrowing was ~~$18.4~~$103.4 million, while the ~~average~~weighted-average annual interest rate was ~~3.2%~~5.2%. During the year ended December 31, 2022, the highest daily borrowing under the ABL Revolving Credit Facility was $112.5 million and the average borrowing was $90.9 million, while the weighted-average annual interest rate was 3.1%. The interest rate of the ABL Revolving Credit Facility fluctuates based on excess availability. AsDuring the year ended December 31, 2023, the spreads for SOFR and Alternative Base Rate borrowings were 1.25% and 0.25%, respectively. Excess availability as of December 31, ~~2017, the spreads for London Interbank Offered Rate and Prime Rate borrowings were 1.50% and 0.50%, respectively, with excess availability of approximately $103.6~~2023 was $211.6 million, which represents revolver borrowing capacity of ~~$118.1~~$275.0 million less $60.0 million in borrowings outstanding and U.S. letters of credit outstanding of ~~$14.4~~$3.4 million.

The ABL Revolving Credit Facility replaced the $1,050.0 million Third Amended and Restated Credit Agreement (the “Prior Senior Credit Facility”), which was entered into on January 3, 2014. The Prior Senior Credit Facility included three different loan facilities. The first was a revolving facility in the amount of $500.0 million, with a term of five years. The second facility was a Term Loan A in the aggregate amount of $350.0 million, with a term of five years. The third facility was a Term Loan B in the amount of $200.0 million, with a term of seven years.

~~In the first quarter of 2016,~~On March 25, 2019, the Company ~~terminated the Prior Senior Secured Credit Facility along with $175.0 million notional amount of float-to-fixed interest rate swaps related to one~~and certain of its ~~prior term loans, resulting in a loss of $5.9 million for the write-off of deferred financing expenses and $4.3 million for the termination of interest rate swaps.~~

~~Table of Contents~~

~~Both~~ the ABL Revolving Credit Facility or that guarantees certain other debt of the Company or a guarantor. The 2026 Notes and ~~indenture governing~~ the ~~2021 Notes include customary covenants~~related guarantees are secured on a second-priority basis, subject to certain exceptions and ~~events~~permitted liens, by pledges of ~~default which include, without limitation, restrictions on indebtedness,~~ capital ~~expenditures, restricted payments, disposals, investments~~stock and ~~acquisitions.~~

~~Additionally,~~other equity interests and other security interests in substantially all of the personal property and fee-owned real property of the Company and of the guarantors that secure obligations under 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 as defined in the related credit agreement, to (ii) fixed charges, as defined in the credit agreement. The financial covenant is triggered only if the Company fails to maintain minimum levels of availability under the facility. If triggered, the Company must maintain a Minimum Fixed Charge Coverage Ratio of 1.00 to 1.Facility.

On March 3, 2016, the Company redeemed its former 8.50% Senior Notes due 2020 (the “Prior 2020 Notes”) and 5.875% Senior Notes due 2022 (the “Prior 2022 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 Prior 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 redemption premium and $6.9 million related to 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 Prior 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 Prior 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 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 Prior 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, Prior 2020 Notes and Prior 2022 Notes were repaid with proceeds from the 2021 Notes and a cash dividend from MFS in conjunction with the Spin-Off.

The balance sheet values of the 2021 Notes as of December 31, 2017 were not equal to the face value of the 2021 Notes because of original issue discounts included in the applicable balance sheet values.

As of December 31, 2017, the Company had outstanding $26.1 million of other indebtedness that has a weighted-average interest rate of approximately 5.4%. This debt includes balances on local credit lines and capital lease obligations.

~~The aggregate scheduled maturities of outstanding debt obligations in subsequent years are as follows (in millions):~~

Year

2018

$
8.2

2019

6.7

2020

3.8

2021

266.2

2022

0.4

Thereafter

0.7

Total

$
286.0

The table of scheduled maturities above does not agree to the Company’s total debt as of December 31, 2017 as shown on the Consolidated Balance Sheet and in Note 10, “Debt” due to $8.0 million of Original Issue Discount (“OID”) and $3.1 million of deferred financing costs.

~~As of December 31, 2017,~~2023, 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 ~~2021~~2026 Notes. Based upon ~~our~~management’s current plans and outlook, ~~we believe~~ the Company believes it will be able to comply with these covenants during the subsequent 12twelve months. From time to time, the Company seeks to opportunistically raise capital in the debt capital markets and bank credit markets.

Other Financing Arrangements

~~Table of Contents~~

~~Accounts Receivable Securitization~~

The Company ~~maintains an~~has two non-U.S. accounts receivable ~~securitization~~financing programs with no maximum availability and one U.S. accounts receivable financing program with ~~a commitment size~~maximum availability of ~~$75.0 million, whereby transactions~~$25.0 million. Transactions under the ~~program are~~non-U.S. and U.S. programs were accounted for as sales in accordance with Accounting Standards Codification (“ASC”) ~~Topic~~ 860, “Transfers and Servicing.”

On March 3, 2016, the Company replaced the Fifth Amended and Restated Receivables Purchase Agreement dated December 15, 2014 and 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.

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 a pool of receivables.

The Purchaser receives ownership of the pool of receivables in each instance. New receivables are purchased by MTW Funding and sold to the Purchaser to replace previously sold investments discharged through normal cash collection processes. 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 $695.2 million and $600.3 million as of December 31, 2017 and 2016, respectively. Cash proceeds received from customers related to the receivables previously sold for the twelve months ended December 31, 2017 and 2016 were $645.5 million and $627.2 million, respectively.

Sales of trade receivables under the program reflected as a reduction of accounts receivable in the accompanying Consolidated Balance Sheets were $31.8 million and $19.5 million as of December 31, 2017 and 2016, respectively. The proceeds received, including collections on the deferred purchase price notes, are included in cash flows from operating activities in the accompanying Consolidated Statements of Cash Flows. The Company deems the interest rate risk related to the deferred purchase price notes to be de minimis, primarily because the average collection cycle of the related receivables is less than 60 days; and as such, 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 December 31, 2017 and December 31, 2016 was $60.6 million and $30.6 million, respectively, and is included in accounts receivable in the accompanying Consolidated Balance Sheets.

~~The securitization program 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 December 31, 2017, 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.

~~See Note 11, “Accounts Receivable Securitization” for further information regarding these arrangements.~~

~~Capital Expenditures~~

We spent a total of $28.9 million during 2017 for capital expenditures. We continued to fund capital expenditures intended to improve the cost structure of our business, invest in new processes, products and technology, maintain high-quality production standards and complete certain production capacity expansions. For the year ended December 31, 2017, depreciation was $38.1 million.

~~Liquidity~~

Our debt position at various times increases our vulnerability to general adverse industry and economic conditions, and results in a meaningful portion of our cash flow from operations being used for payment of interest on our debt. This could potentially limit our ability to respond to market conditions or take advantage of future business opportunities. Our ability to service our debt is dependent upon many factors, some of which are not subject to our control, such as general economic, financial, competitive, legislative, and regulatory factors. In addition, our ability to borrow additional funds under the revolving credit

~~Table of Contents~~

~~facility in the future will depend on our meeting the financial covenants contained in the ABL Revolving Credit Facility, even after taking into account such new borrowings.~~

~~Our revolving credit facility, or other future facilities, may be used for working capital requirements, capital expenditures, funding future acquisitions, and other operating, investing and~~ financing needs. We believe that our available cash, ABL Revolving Credit Facility, cash generated from future operations, and access to public debt and equity markets will be adequate to fund our capital and debt financing requirements for the foreseeable future.

~~Our liquidity positions as of December 31, 2017 and 2016 were as follows:~~

(in millions)

2017

2016

Cash and cash equivalents

$
119.2

$
69.9

Revolver borrowing capacity

118.1

160.4

Less: outstanding letters of credit

(14.4
)

(16.4
)
Total liquidity

$
222.9

$
213.9

The Company has not provided for additional U.S. state and foreign taxes on approximately $564.6 million of undistributed earnings of consolidated non-U.S. subsidiaries included in stockholders’ equity. Such earnings could become taxable upon sale or liquidation of these non-U.S. subsidiaries or upon dividend repatriation of cash balances. The amount of unrecognized tax liability on such earnings is not material. At December 31, 2017, approximately $83.1 million of the Company’s total cash and cash equivalents were held by its foreign subsidiaries. This cash is associated with earnings thatprograms, the Company has asserted are permanently reinvested. The Company has no current plans to repatriate cash or cash equivalents held by its foreign subsidiaries because it plans to reinvest such cash and cash equivalents to support its operations and continued growth plans outside the U.S. through the funding of capital expenditures, acquisitions, research, operating expenses or other similar cash needs of these operations. Further, the Company does not currently forecast a need for these funds in the U.S. because its U.S. operations and debt service are supported by the cash generated by its U.S. operations which can be supported by the ABL Revolving Credit Facility as a source of liquidity during times of short term cash needs.

~~Management also considers the following regarding liquidity and capital resources to identify trends, demands, commitments, events and uncertainties that require disclosure:~~

A~~. Our ABL Revolving Credit Facility and indenture governing the 2021 Notes require us to comply with certain financial ratios and tests.~~ We were in compliance with these covenants as of December 31, 2017, the latest measurement date. The occurrence of any default of these covenants could result in acceleration of any outstanding balances under the ABL Revolving Credit Facility. Further, such acceleration would constitute an event of default under the indenture governing our 2021 Notes and other debt, and could trigger cross default provisions in other agreements.

B. ~~Circumstances that could impair our~~ ability to continue to engage in transactions that have been integral to historical operations or are financially or operationally essential, or that could render that activity commercially impracticable, such as the inability to maintain a specified credit rating, level of earnings, earnings per share, financial ratios, or collateral. ~~We do not believe that these risk factors are reasonably likely to impair our ability to continue to engage in our planned activities at this time.~~

C. Factors specific to us and our markets that we expect to be given significant weight in the determination of our credit rating or will otherwise affect our ability to raise short-term and long-term financing. We do not presently believe that events covered by these risk factors applicable to our business could materially affect our credit ratings or could adversely affect our ability to raise short-term or long-term financing.

~~D. We have disclosed information related to certain guarantees in Note 18 to our Consolidated Financial Statements.~~

E. ~~Written options on non-financial assets (for example, real estate puts).~~ ~~We do not have any written options on non-financial assets.~~

~~Table of Contents~~

~~OFF-BALANCE SHEET ARRANGEMENTS~~

Our disclosures concerning transactions, arrangements and other relationships with unconsolidated entities or other persons that are reasonably likely to materially affect liquidity or the availability of or requirements for capital resources are as follows:

~~We have disclosed in Note 18, “Guarantees,”~~sell eligible receivables up to the ~~Consolidated Financial Statements our buyback and residual value guaranty commitments.~~

~~We lease various assets under operating leases. The future estimated payments under these arrangements are disclosed in~~maximum limit. Refer to Note ~~21, “Leases,” to the Consolidated Financial Statements and in the table below.~~

~~We have disclosed our accounts receivable securitization arrangement in Note 11,~~13, “Accounts Receivable ~~Securitization,~~Factoring,” to the Consolidated Financial Statements.

~~CONTRACTUAL OBLIGATIONS AND COMMERCIAL COMMITMENTS~~

~~A summary of our significant contractual obligations as~~Off-Balance Sheet Arrangements

As of December 31, ~~2017 is as follows:~~

(in millions)

Total
Committed

2018

2019

2020

2021

2022

Thereafter

Debt (including capital lease
obligations)

$
286.0

$
8.2

$
6.7

$
3.8

$
266.2

$
0.4

$
0.7

Interest on long-term debt (including
capital lease obligations)

120.2

33.2

33.2

33.1

20.7

—

—

Operating leases

96.3

18.5

15.7

14.8

13.9

12.7

20.7

Purchase obligations

373.4

365.3

8.1

—

—

—

—

Total committed

$
875.9

$
425.2

$
63.7

$
51.7

$
300.8

$
13.1

$
21.4

~~Unrecognized tax benefits totaling $19.5 million as of December 31, 2017, excluding related interests and penalties, are not included in~~2023, the table because the timing of their resolution cannot be estimated. See Note 12, “Income Taxes,” to the Consolidated Financial Statements for disclosures surrounding uncertain income tax positions under ASC Topic 740.

The table of contractual maturities above does not agree to the Company’s total debt as of December 31, 2017 as shown on the Consolidated Balance Sheet and in Note 10, “Debt” due to $8.0 million of OID and $3.1 million of deferred financing costs.

~~At December 31, 2017, we had outstanding letters of credit that totaled $14.4 million. We also~~Company had buyback commitments ~~and residual value guarantees~~ with a balance outstanding of ~~$28.2 million as of December 31, 2017.~~$43.4 million. This amount is not reduced for amounts the Company would recover from the repossession and subsequent resale of collateral. Refer to Note 20, “Guarantees,” to the Consolidated Financial Statements for further information.

WeContractual Obligations and Commercial Commitments

The Company's material cash requirements, contractual obligations and commercial commitments include the following:

Debt

As of December 31, 2023, the Company had outstanding debt of $372.1 million with $13.4 million payable within one year. The Company is committed to pay 9.000% of annual interest on the $300.0 million 2026 Notes that mature on April 1, 2026. Additionally, the Company's debt outstanding under the ABL Revolving Credit Facility is subject to variable interest based on

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prevailing rates. For the year ended December 31, 2023, the Company incurred $5.4 million and $1.6 million of interest on borrowings from the ABL Revolving Credit Facility and other debts, respectively. Refer to Note 12, “Debt,” to the Consolidated Financial Statements for further information.

Purchase Obligations

As of December 31, 2023, the Company has purchase obligations of $1,151.6 million with $674.4 million due within one year. Purchase obligations consist primarily of open purchase orders for raw materials and various components used in the manufacturing process and purchase obligations from agreements with various suppliers that include a right of cancellation.

Leases

As of December 31, 2023, the Company had contractual fixed costs related to operating lease commitments of $72.6 million with $15.4 million due within one year. Refer to Note 22, “Leases,” to the Consolidated Financial Statements for further information.

Capital Expenditures

The Company funds capital expenditures that are intended to improve the cost structure of the Company’s business; invest in new processes, products and technology; maintain high-quality production standards; and maintain and expand the Company's rental fleet.

The Company paid a total of $77.4 million during 2023 for capital expenditures. For the year ended December 31, 2023, depreciation was $56.6 million. The Company anticipates that capital expenditures for 2024 will be approximately $60.0 million, of which approximately $25.0 million will be for growth of the rental fleet.

Other Cash Requirements

The Company has unrecognized tax benefits totaling $9.1 million as of December 31, 2023, excluding related interest and penalties. During the next twelve months, the unrecognized tax benefits are not expected to significantly increase or decrease due to audit settlements or lapsing statuses of limitations. Refer to Note 14, “Income Taxes,” to the Consolidated Financial Statements for disclosures surrounding uncertain income tax positions under ASC Topic 740 “Income Taxes.”

The Company maintains defined benefit pension plans for some of ~~our operations.~~the Company’s employees and retirees. The ~~Company~~Board of Directors has established the Retirement Plan Committee to manage the operations and administration of all benefit plans and related trusts. ~~As of December 31, 2010, all of the remaining United States defined benefit plans were merged into a single plan: the Manitowoc U.S. Pension Plan. All merged plans had benefit accruals frozen prior~~Refer to Note 21, “Employee Benefit Plans,” to the ~~merger. See Note 20, “Employee benefit plans” for further information on the plans.~~Consolidated Financial Statements.

In ~~2017,~~2023, cash contributions by the Company to ~~all~~defined benefit pension, postretirement medical and other benefit plans were ~~$6.8~~$5.1 million, and ~~we estimate~~the Company estimates that ~~our pension plan~~its contributions in 2024 will be approximately ~~$8.6~~$9.8 million. Cash contributions to the Company’s 401(k) plan were $12.2 million in ~~2018.~~2023. Cash contributions to the 401(k) plan earned in 2023 and expected to be paid in 2024 are $3.1 million.

The Company maintains a non-qualified supplemental deferred compensation plan for highly compensated and key management employees and for non-employee directors of the Company. The Company contributes a matching contribution for eligible wages above IRS employee compensation limits for 401(k) retirement plans and/or an additional contribution from the Company for each individual participant, which may or may not be made, at the full discretion of the Company based on its performance. In 2023, cash contributions by the Company to the non-qualified supplemental deferred compensation plan were $0.4 million. Cash contributions to the non-qualified supplemental deferred compensation plan earned in 2023 and expected to be paid in 2024 are $0.2 million.

Non-GAAP Measures

The Company uses EBITDA, adjusted EBITDA, adjusted operating income, Adjusted ROIC and free cash flows, which are financial measures that are not prepared in accordance with GAAP, as additional metrics to evaluate the Company’s performance. The Company believes these non-GAAP measures provide important supplemental information to readers regarding business trends that can be used in evaluating its results because these financial measures provide a consistent method of comparing financial performance and are commonly used by investors to assess performance. These non-GAAP

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financial measures should be considered together with, and are not substitutes for, the GAAP financial information provided herein.

Adjusted ROIC

Adjusted ROIC measures how efficiently the Company uses invested capital in its operations. Adjusted ROIC is not a measure defined by GAAP and the Company’s methodology for determining Adjusted ROIC may vary from the methodology used by other companies. Management and the Board use Adjusted ROIC as a measure to assess operational performance and capital allocation. The Company believes this information is useful to investors as it provides a measure of value creation as a percentage of capital invested.

Adjusted ROIC is determined by dividing adjusted net operating profit after tax (“Adjusted NOPAT”) for the year ended December 31, 2023 by the five-quarter average of invested capital. Adjusted NOPAT is calculated for each quarter by taking operating income (loss) plus the addback of amortization of intangible assets and the addback or subtraction of restructuring expenses, certain other non-recurring items - net and income taxes, which is determined using a 15% tax rate. Invested capital is defined as net total assets less cash and cash equivalents and income tax assets - net plus short-term and long-term debt. Income taxes are defined as income tax payables/receivables, net deferred tax assets/liabilities, and uncertain tax positions.

The Company’s Adjusted ROIC for the year ended December 31, 2023 was 11.2%. Below is the calculation of Adjusted ROIC for the year ended December 31, 2023.


	Year Ended December 31, 2023
Operating income	$	92.4
Amortization of intangible assets		3.2
Restructuring expense		1.3
Other non-recurring items - net1		21.8
Adjusted operating income		118.7
Provision for income taxes		(17.8	)
Adjusted NOPAT	$	100.9


	5-Quarter Average
Total assets	$	1,681.3
Total liabilities		(1,112.1	)
Net total assets		569.3
Cash and cash equivalents		(44.2	)
Short-term borrowings and current portion of long-term debt		12.9
Long-term debt		371.4
Income tax assets - net		(6.2	)
Invested capital	$	903.1

Adjusted ROIC		11.2	%

(1)

Other non-recurring items - net for the year ended December 31, 2023 relate to $21.2 million of costs associated with a legal matter with the U.S. EPA and $0.6 million of one-time costs.

EBITDA and Adjusted EBITDA

The Company defines EBITDA as net income (loss) before interest, taxes, depreciation and amortization. The Company defines adjusted EBITDA as EBITDA plus the addback or subtraction of restructuring expense, other income (expense) - net and certain other non-recurring items.

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The reconciliation of net income (loss) to EBITDA, and further to adjusted EBITDA for the years ended December 31, 2023 and 2022 is summarized as follows:


	Year Ended December 31,
	2023		2022
Net income (loss)	$	39.2	$	(123.6	)
Interest expense and amortization of deferred financing fees		35.2		33.0
Provision for income taxes		5.0		3.4
Depreciation expense		56.6		60.6
Amortization of intangible assets		3.2		3.1
EBITDA		139.2		(23.5	)
Restructuring expense		1.3		1.5
Asset impairment expense (1)		—		171.9
Other non-recurring items - net (2)		21.8		(1.0	)
Other (income) expense - net (3)		13.0		(5.8	)
Adjusted EBITDA	$	175.3	$	143.1

(1)

The asset impairment expense in 2022 represents non-cash goodwill and indefinite-lived intangible asset impairment charges.

(2)

Other non-recurring items - net for the year ended December 31, 2023 relate to $21.2 million of costs associated with a legal matter with the U.S. EPA and $0.6 million of one-time costs. Other non-recurring items - net for the year ended December 31, 2022 relate to $4.8 million of income from the partial recovery of the previously written off long-term note receivable from the 2014 divestiture of the Company's Chinese joint venture, partially offset by $3.0 million of fair value step up on rental fleet assets sold during the period that was expensed within cost of sales, $0.6 million of other one-time costs associated with the businesses acquired in 2021, and other one-time charges of $0.2 million.

(3)

Other (income) expense - net includes net foreign currency gains (losses), other components of net periodic pension costs and other items in the years ended December 31, 2023 and 2022. Other income (expense) – net for the year ended December 31, 2023 includes a $9.3 million write-off of non-cash foreign currency translation adjustments from the curtailment of operations in Russia.

Free Cash Flows

Free cash flows is defined as net cash provided by operating activities less capital expenditures. The reconciliations of net cash provided by operating activities to free cash flows for the year ended December 31, 2023 and 2022 are summarized as follows:


	Year Ended December 31,
	2023			2022
Net cash provided by operating activities	$	63.0		$	76.9
Capital expenditures		(77.4	)		(61.8	)
Free cash flows	$	(14.4	)	$	15.1

Financial Risk Management

~~We are~~The Company is exposed to market risks from changes in interest rates, commodities and ~~changes in~~ foreign currency exchange rates. To reduce these risks, wethe Company selectively makes use of derivative financial instruments and other proactive management techniques. ~~We have~~The Company has written policies and procedures that place financial instruments under the direction of corporate finance and restrict all derivative transactions to those intended for hedging purposes. The use of financial instruments for trading purposes or speculation is strictly prohibited.

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For a more detailed discussion of ~~our~~the Company's accounting policies and the financial instruments that we use, ~~please~~ refer to Note 2, “Summary of Significant Accounting Policies,” Note 4,5, “Fair Value of Financial Instruments,” and Note ~~10,~~12, “Debt,” to the Consolidated Financial Statements.

Interest Rate Risk

~~We are exposed to fluctuating~~The Company's long-term debt primarily consists of $300.0 million on the 2026 Notes and borrowings under its ABL Revolving Credit Facility. Borrowings under the ABL Revolving Credit Facility bear interest ~~rates for our debt. We have established programs to mitigate exposure to these fluctuations.~~at a variable rate using SOFR

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plus a spread. The variable interest rate is based upon the average availability as of the most recent determination date. As of December 31, 2023, the Company had borrowings on the ABL Revolving Credit Facility of $60.0 million. At any time, the Company could be party to various interest rate swaps in connection with its fixed or floating rate debt.

~~As of December 31, 2017 and 2016, the Company had no outstanding~~ No interest rate swaps ~~of any kind.~~

were entered into or outstanding during 2023 or 2022. A ~~10% increase or~~ hypothetical 100 basis point increase/decrease in the average ~~cost~~interest rate of the ~~Company’s variable rate debt~~Company's annual average borrowings under its ABL Revolving Credit Facility would ~~result~~have resulted in ~~an immaterial change in~~a $0.8 million increase/decrease to interest expense for the year ended December 31, ~~2017.~~2023.

Commodity Prices

~~We are~~The Company is exposed to fluctuating market prices for commodities, including steel, copper, aluminum and petroleum-based products. ~~Our business is subject to the effect of changing raw material costs caused by movements in underlying commodity prices. We have established programs to manage the negotiations of commodity prices.~~ From time to time the Company may use commodity financial instruments to hedge commodity prices. No ~~new~~ commodity financial instruments were entered into or outstanding during ~~2017.~~2023 and 2022. For more information on commodities risk, see Part I, Item 1A. – “Risk Factors.”

Currency Risk

~~We have~~The Company has manufacturing, sales and distribution facilities around the world, and ~~thus make~~therefore, makes investments and ~~enter~~enters into transactions denominated in various currencies. International sales, including those sales that originated outside of the United States, were approximately 61% of our total sales for 2017, with the largest percentage (38%) being sales into various European countries. currencies, which introduces transactional currency exchange risk.

~~Regarding~~To mitigate transactional currency exchange risk, ~~we enter~~the Company, from time-to-time, enters into foreign exchange contracts to 1) reduce the earnings and cash flows impact on non-functional currency denominated receivables and payables and 2) reduce the impact of changes in foreign currency rates between a budgeted rate and the rate realized at the time ~~we recognize~~it recognizes a particular purchase or sale ~~transaction and 2) reduce the earnings and cash flow impact on nonfunctional currency denominated receivables and payables.~~transaction. Gains and losses resulting from hedging instruments either impact ~~our~~the Company’s Consolidated Statements of Operations in the period of the underlying purchase or sale transaction, or offset the foreign exchange gains and losses on the underlying receivables and payables being hedged. The maturities of these foreign exchange contracts coincide with ~~either~~ the expected underlying ~~transaction date or the~~ settlement date of the related cash inflow or outflow. The hedges of anticipated transactions are designated as cash flow hedges as required under ~~the guidance of~~ ASC Topic ~~815-10,~~815 “Derivatives and Hedging.” AtAs of December 31, ~~2017, we had an insignificant amount~~2023, the Company was party to foreign currency forward contracts with a notional value of ~~outstanding~~$140.1 million all of which are carried on the Company’s balance sheet at fair value. As of December 31, 2023, a hypothetical 10% increase or decrease in the exchange rate in the Company’s portfolio of foreign currency contracts would result in a $8.7 million unrealized gain and a $5.9 million unrealized loss, respectively. Consistent with the use of these contracts to neutralize the effect of exchange ~~contracts hedging anticipated transactions and future settlements of outstanding accounts receivable and accounts payable. A 10% appreciation~~rate fluctuations, such unrealized losses or ~~depreciation~~gains would be offset by corresponding gains or losses, respectively, in the remeasurement of the underlying functional currency at December 31, 2017 for non-designated hedges of foreign exchange contracts or foreign exchange contracts designated as cash flow hedges would not have a significant impact on our Consolidated Statements of Operations.transactions being hedged.

Amounts invested in non-U.S. based subsidiaries are translated into U.S. dollars at the exchange rate in effect at year-end. Results of operations are translated into U.S. dollars at an average exchange rate for the period. The resulting translation adjustments are recorded in stockholders’ equity as other comprehensive income (loss). The cumulative ~~translation adjustments. The~~ translation adjustment recorded in ~~accumulated~~ other comprehensive ~~loss at~~income (loss) for the year ended December 31, ~~2017~~2023 was ~~a loss~~income of ~~$52.4~~$20.6 million.

Environmental, Health, Safety, Contingencies and Other Matters

~~Please refer~~Refer to Part II, Item 8, Note ~~17,~~19, “Commitments and Contingencies,” where ~~we have~~the Company has disclosed ~~our~~ environmental, health, safety, contingencies and other matters.

Critical Accounting Policies and Estimates

The Consolidated Financial Statements include the accounts of the Company and all its subsidiaries. The preparation of financial statements in conformity with GAAP requires usthe Company to make estimates and assumptions in certain circumstances that affect amounts reported in the accompanying Consolidated Financial Statements and related footnotes. In preparing these Consolidated Financial Statements, ~~we have~~the Company has made ~~our~~its best estimates and judgments of certain amounts included in the

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Consolidated Financial Statements giving due consideration to materiality. However, application of these accounting policies involves the exercise of judgment and use of assumptions as to future uncertainties and, as a result, actual results could differ from these estimates. Although ~~we have~~the Company has listed a number of accounting policies and estimates below which ~~we believe~~the Company believes to be most critical, wethe Company also ~~believe~~believes that all of ~~our~~the Company’s accounting policies are important to the reader. ~~Therefore, please refer also~~Refer to ~~the Notes to the Consolidated Financial Statements~~Part II, Item 8, Note 2, “Summary of Significant Accounting Policies,” for ~~more~~a detailed description of these and other accounting policies of the Company.

Revenue Recognition -– The Company records revenue in accordance with ASC Topic 606 – “Revenue from Contracts with Customers.” Below are the Company's revenue recognition policies by performance obligation.

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•

Crane Sales

Crane sales are primarily generated through the sale of new and used cranes. Contracts with customers are generally in the form of a purchase order. Based on the nature of the Company’s contracts, the Company does not have any significant financing terms. Contracts may have variable consideration in the form of early pay discounts or rebates. Revenue is recognized under these contracts when control of the product is transferred to the customer. Control transfers to the customer generally upon delivery to the carrier or acceptance through an independent inspection company that acts as an agent of the customer.

From time to time, the Company enters into agreements where the customer has the right to exercise a put option requiring the Company to buy back a crane at an agreed upon price. The Company evaluates each agreement at the inception of the order to determine if the customer has a significant economic incentive to exercise that right. If it is determined that the customer has a significant economic incentive to exercise that right, the agreement is accounted for as a lease in accordance with ASC Topic 842 – “Leases.” If it is determined that the customer does not have a significant economic incentive to exercise that right, then revenue is recognized when control of the asset is transferred to the customer.

Given the nature of the Company’s products, the customer may request that the product be held until a delivery location is identified. Under these “bill and ~~earned~~hold” arrangements, sales are recognized when all of the following criteria are ~~satisfied with regard~~met: 1) the reason for the bill-and-hold arrangement is substantive, 2) the product is separately identified as belonging to the customer, 3) the product is ready for transfer to the customer and 4) the Company does not have the ability to use the product or direct it to another customer.

•

CraneAttachment Sales

Crane attachment sales are generated through the sale of new or used crane attachments such as luffing jibs, ecomats and counterweights. Crane attachment sales are recognized when control of the product is transferred to the customer. Control transfers to the customer generally upon delivery to the carrier.

•

Aftermarket Part Sales

Aftermarket part sales are generated through the sale of new and used parts to end customers and distributors. Aftermarket part sales are recognized when control of the product is transferred to the customer. Control transfers to the customer generally upon delivery to the carrier. Customers generally have a right of return which the Company estimates using historical information. The amount of estimated returns is deducted from net sales.

•

Other Sales

The Company’s other sales consist primarily of sales from:

•

Repair and field service work;

•

Remanufacturing; and

•

Rental of cranes.

As it relates to the Company’s other sales, the Company’s performance obligations generally relate to performing specific ~~transaction: persuasive evidence~~agreed upon services. Depending on the nature of ~~an arrangement exists,~~ the ~~price is fixed and determinable, collectability~~contract, sales are recognized based on completion of ~~cash is reasonably assured, and delivery has occurred~~those services or services have been rendered. We periodically enter into transactions with customers that provide for residual value guarantees and buyback commitments. These transactions are recorded as operating leases for all significant residual value guarantees and for all buyback commitments. These initial transactions are recorded as deferred revenue and are amortized to incomeover the service period based on a ~~straight-line basis over a period equal to that~~measure of the customer’s third-party financing agreement. In addition, we lease cranes to customers under operating lease terms. Revenue from operating leases is recognized ratably over the term of the lease, and leased cranes are depreciated over their estimated useful lives.progress.

~~Allowance for Doubtful Accounts~~ - Accounts receivable are reduced by an allowance for amounts that may become uncollectible in the future. Our estimate for the allowance for doubtful accounts related to trade receivables includes evaluation of specific accounts where we have information that the customer may have an inability to meet its financial obligations together with a general provision for unknown but existing doubtful accounts based on historical experience, which are subject to change if experience improves or deteriorates.

Inventories and Related Reserve for Obsolete and Excess Inventory -– Inventories are valued at the lower of cost or ~~market~~net realizable value. Finished goods and work-in-process inventories include material, labor and manufacturing overhead costs. Inventories are reduced by a reserve for excess and obsolete inventories. The estimated reserve is based upon specific identification of excess or obsolete inventories based on historical usage, estimated future usage, sales requiring the inventory and historical write-off ~~experience and are subject to change if experience improves or deteriorates.~~experience.

Goodwill, ~~Other~~ Intangible Assets and Other Long-Lived Assets -– The Company accounts for goodwill and ~~other~~ intangible assets under the guidance of ASC Topic 350-10, “Intangibles -– Goodwill and Other.” Under ASC Topic 350-10, goodwill is not amortized; instead, the Company performs an annual impairment ~~review.~~test. The Company has two reporting units with goodwill: Americas – Distribution and MEAP. The date for the annual impairment ~~review~~test is October 31, or more frequently if events or changes in

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circumstances indicate that the assets might be impaired. To perform its goodwill impairment ~~review,~~test, the Company uses a ~~fair-value method, primarily~~combination of the income approach and market approach with a weighting of 70/30, respectively, to determine the fair value of the MEAP reporting unit. The Company determined a 70% weighting toward the income approach was appropriate as cash flows for the reporting unit are better aligned to the cyclical nature of the crane business and its unique market dynamics. The Company determined a 30% weighting toward the market approach was appropriate as the valuation is indicative of the fair value of the Company and its reporting unit but there is a lack of comparable peer companies. The Company uses only the income approach to determine the fair value of the Americas – Distribution reporting unit due to the lack of comparable peer companies to determine fair value under the market approach. Impairment is determined based on the present value of future cash flows. The Company early adopted Accounting Standards Update No. 2017-4 “Intangibles – Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment,”amount in ~~the current year. The guidance eliminates Step 2 of the goodwill impairment test, which requires a hypothetical purchase price allocation. Goodwill impairment is now determined by the amount by~~ which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of ~~goodwill.~~goodwill at the reporting unit.

The Company has two indefinite-lived intangible assets subject to an annual impairment test: the Potain trademark, tradename and distribution network assets (“Potain Tradename”) and the Grove trademark, tradename and distribution network assets (“Grove Tradename”). To perform its ~~indefinite lived~~indefinite-lived intangible assets impairment test, the Company uses a fair-value method, based on a relief of royalty valuation approach. Management’s judgments and assumptions about the amounts of those cash flows and the discount rates are inputs to ~~these analyses. The estimated~~the annual impairment test. Impairment is determined based on the amount in which the carrying value of the indefinite-lived intangible asset exceeds its fair value, ~~is then compared with~~not to exceed the carrying amount of the ~~reporting unit or indefinite lived~~indefinite-lived intangible asset. ~~Goodwill and other intangible assets are then subject to risk of write-down to the extent that the carrying amount exceeds the estimated fair value.~~

Effective in the fourth quarter of 2017, the Company identified new reporting units as a result of restructuring efforts to flatten the organization. Prior to the restructuring of the organization, the Company had one reporting unit, the Cranes reporting unit. However, under our new organizational structure, the Company identified three reporting units: Americas, EURAF and MEAP.

As of October 31, ~~2017,~~2023, the Company performed its annual goodwill impairment test. Based on the results of the test, the fair value of the Americas – Distribution and MEAP reporting units were substantially in excess of their carrying values as of the date of the annual impairment test and, therefore, were not impaired as of December 31, 2023.

As of October 31, 2023, the Company performed its annual indefinite-lived intangible assets impairment test of the Potain Tradename and ~~based~~Grove Tradename. Based on ~~those~~the results noof the test, the fair value of the Grove Tradename and Potain Tradename were substantially in excess of their carrying value as of the date of the annual impairment ~~was indicated.~~test and, therefore, were not impaired as of December 31, 2023.

A considerable amount of management judgment and assumptions are required in performing the goodwill and indefinite-lived asset impairment tests as it relates to revenue growth rates, projected margin, the discount rate and relevant market multiples, as applicable. The ~~valuation~~Americas – Distribution reporting unit’s fair value equaled its purchase price as of ~~goodwill is particularly sensitive to management's~~December 31, 2021, and has limited history when determining revenue growth rates and projected margin. While the Company believes the judgments and assumptions ~~of margin improvement, and an unfavorable change in those~~are reasonable, different assumptions could ~~put goodwill at risk for impairment~~change the estimated fair value and, therefore, additional impairments could be required. Weakening industry or economic trends, disruptions to the Company's business, unexpected significant changes or planned changes in ~~future periods.~~the use of the assets or in entity structure are all factors which may adversely impact the assumptions used in the valuations.

~~Other intangible~~Intangible assets with definite lives continue to be amortized over their estimated useful lives. ~~Definite lived~~Definite-lived intangible assets are also subject to impairment testing whenever events or circumstances indicate that the carrying value of the assets may not be recoverable. ~~A considerable amount~~If an indicator of ~~management judgment and assumptions are required in performing~~impairment is identified, the ~~impairment tests, principally in determining~~Company would use the ~~fair~~income approach, which is based on the present value of ~~the assets. While the Company believes its judgments and assumptions were reasonable, different assumptions could change the estimated fair values and, therefore, impairment charges could be required.~~expected future cash flows.

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The Company also reviews long-lived assets for impairment whenever events or changes in circumstances indicate that the asset's carrying amount may not be recoverable. The Company conducts its long-lived asset impairment analyses in accordance with ASC Topic 360-10-5, “Property, Plant, and Equipment.” ASC Topic 360-10-5 requires the Company to group assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and to evaluate the asset group against the sum of the undiscounted future cash flows. Property, plant and equipment are depreciated over the estimated useful lives of the assets using the straight-line depreciation method for financial reporting and on accelerated methods for income tax purposes.

The Company ~~will continue to monitor~~monitors for events and market conditions ~~and~~to determine if any ~~additional~~ interim ~~reviews~~impairment tests of goodwill, other intangibles or long-lived assets are warranted. Deterioration in ~~the market or~~macroeconomic conditions, a decline in actual results as compared with the Company’s projections, ~~may ultimately result in~~or a ~~future impairment.~~low equity market capitalization for a prolonged period, are factors which could indicate an interim triggering event has occurred. In the event the Company determines that assets are impaired in the future, the Company would ~~need to~~ recognize a non-cash impairment charge, which could have a material adverse effect on the Company’s Consolidated Balance Sheet and Results of Operations.

Employee Benefit Plans ~~- We provide~~– The Company provides a range of benefits to ~~our~~its employees and retired employees, including pensions and postretirement health care coverage. Plan assets and obligations are recorded annually based on the Company’s measurement date utilizing various actuarial assumptions such as discount rates, expected return on plan assets, compensation increases, retirement and mortality rates and health care cost trend rates as of that date. The approach ~~we use~~the Company used to determine the annual assumptions are as follows:

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•

Discount Rate - ~~Our~~– The Company’s discount rate assumptions are based on the interest rate of noncallable high-quality corporate bonds, with appropriate consideration of ~~our~~ pension ~~plans’ participants’~~plan participant demographics and benefit payment terms. ~~Our~~The Company’s discount rate is provided by an independent third party calculated based on an appropriate mix of ~~high quality~~high-quality bonds.

•

Expected Return on Plan Assets ~~- Our~~ – The Company’s expected return on plan assets assumptions are based on ~~our~~the Company’s expectation of the long-term average rate of return on assets in the pension funds, which is reflective of the current and projected asset mix of the funds and considers the historical returns earned on the ~~funds.~~

funds, net of estimated fees.

•

Compensation increase - ~~Our~~– The Company’s compensation increase assumptions reflect ~~our~~its long-term actual experience, the near-term outlook and assumed inflation.

•

Retirement and Mortality Rates - ~~Our~~– The Company’s retirement and mortality rate assumptions are based primarily on actual plan experience and mortality tables.

•

Health Care Cost Trend Rates - ~~Our~~– The Company’s health care cost trend rate assumptions are developed based on historical cost data, near-term outlook and an assessment of likely long-term trends.

The following table summarizes the sensitivity of our December 31, 2023 retirement obligations and 2023 retirement benefit costs of the Company's plans to changes in the key assumptions used to determine those results:


Change in assumption:	Estimated increase (decrease) in 2024 pension net periodic benefit costs			Estimated increase (decrease) in projected benefit obligation for the year ended December 31, 2023			Estimated increase (decrease) in 2024 other postretirement net periodic benefit costs		Estimated increase (decrease) in other postretirement benefit obligation for the year ended December 31, 2023
0.50% increase in discount rate	$	(0.4	)	$	(7.8	)	$	—	$	(0.2	)
0.50% decrease in discount rate		0.4			8.2			—		0.2
0.50% increase in long-term return on assets		(0.6	)	N/A			N/A		N/A
0.50% decrease in long-term return on assets		0.6		N/A			N/A		N/A
1.0% increase in health care cost trend rates	N/A			N/A				—		0.1
1.0% decrease in health care cost trend rates	N/A			N/A				—		(0.1	)

It is reasonably possible that the estimate for future retirement and medical costs may change in the near future due to changes in interest rates. Presently, there is no reliable means to estimate the amount of any such potential changes.

Measurements of net periodic benefit cost are based on the assumptions used for the previous year-end measurements of assets and obligations. ~~We review our~~The Company reviews its actuarial assumptions on an annual basis and ~~make~~makes modifications to the assumptions when appropriate. As required by GAAP, the effects of the modifications are recorded currently or amortized over future periods. ~~We have~~The Company has developed the assumptions with the assistance of ~~our~~its independent actuaries and other relevant sources, and ~~we believe that~~believes the assumptions used are reasonable; however, changes in these assumptions could impact the Company’s financial position, results of operations or cash flows. Refer to Note 20, “Employee Benefit Plans,” for a summary of the impact of a 0.50% change in the discount rate and rate of return on plan assets and a 1% change on health care trend rates would have on our financial statements.

Product Liability ~~- We are~~– The Company is subject, in the normal course of business, to product liability lawsuits. To the extent permitted under applicable laws, ~~our~~the Company’s exposure to losses from these lawsuits is mitigated by insurance with self-insurance retention limits. ~~We record product liability reserves for our self-insured portion of any pending or threatened product liability actions. Our~~The Company’s reserve is based upon two estimates. First, ~~we track~~the Company tracks the population of all outstanding ~~pending and threatened~~ product liability cases to determine an appropriate case reserve for each based upon ~~our~~its best judgment and the advice of legal counsel. These estimates are ~~continually~~continuously evaluated and adjusted based upon changes to the facts and circumstances surrounding the case. Second, ~~we determine~~the Company determines the amount of additional reserve required to cover incurred, but not reported, product liability issues and to account for possible adverse development of the established case reserves (collectively referred to as “IBNR”). ~~We have~~The Company has established a position within the actuarially determined range, which ~~we believe~~it believes is the best estimate of the IBNR liability.

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Income Taxes ~~- We account~~ – The Company accounts for income taxes under the guidance of ASC Topic 740-10, “Income Taxes.” Deferred tax assets and liabilities are recognized for the future tax consequences attributable to differences between financial statement carrying amounts of existing assets and liabilities and their respective tax bases and operating loss and tax credit carryforwards.

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Deferred tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. ~~We record~~The Company records a valuation allowance that represents a reserve on deferred tax assets for which utilization is not more likely than not. Management judgment is required in determining ~~our~~its provision for income taxes, deferred tax assets and liabilities, and the valuation allowance recorded against ~~our~~its net deferred tax assets. ~~We do~~The Company does not currently provide for additional ~~United States~~U.S. and foreign income taxes which would become payable upon repatriation of undistributed earnings of foreign subsidiaries.

~~We measure~~The Company measures and ~~record~~records income tax contingency accruals under the guidance of ASC Topic 740-10. ~~We recognize~~The Company recognizes liabilities for uncertain income tax positions based on a two-step process. The first step is to evaluate the tax position for recognition by determining if the weight of available evidence indicates that it is more likely than not that the position will be sustained on audit, including resolution of related appeals or litigation processes, if any. The second step requires usthe Company to estimate and measure the tax benefit as the largest amount that is more than 50% likely to be realized upon ultimate settlement. It is inherently difficult and subjective to estimate such amounts, as wethe Company must determine the probability of various possible outcomes. ~~We reevaluate~~The Company reevaluates these uncertain tax positions on a quarterly basis or when new information becomes available to management. These reevaluations are based on factors including, but not limited to, changes in facts or circumstances, changes in tax law, successfully settled issues under audit, expirations due to statutes, and new audit activity. Such a change in recognition or measurement could result in the recognition of a tax benefit or an increase to the tax accrual.

On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act (the “Tax Reform Act”). The legislation significantly changes U.S. tax law by, among other things, lowering corporate income tax rates and imposing a repatriation tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reduces the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018. The SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Reform Act. The Company has recognized the provisional tax impacts, as of January 19, 2018, related to the deemed repatriated earnings. The revaluation of deferred tax assets and liabilities were remeasured as of December 31, 2017, and these provisional amounts were included in the Company’s consolidated financial statements. The ultimate impact may differ from these provisional amounts, possibly materially, due to, among other things, additional analysis, changes in interpretations and assumptions the Company has made, additional regulatory guidance that may be issued, and actions the Company may take as a result of the Tax Reform Act. The accounting is expected to be complete in the fourth quarter of 2018. See additional details in Note 12, “Income Taxes,” to the financial statements.

~~Stock-Based Compensation~~ - The computation of the expense associated with stock-based compensation requires the use of certain valuation models and based on projected achievement of underlying performance criteria for performance shares. We currently use a Black-Scholes option pricing model to calculate the fair value of our stock options and Monte Carlo analysis to calculate the total shareholder return portion of performance shares. The Black-Scholes and Monte Carlo models require assumptions regarding the volatility of the Company’s stock, the expected life of the stock award and the Company’s dividend ratio. We primarily use historical data to determine the assumptions to be used in the Black-Scholes model and have no reason to believe that future data is likely to differ materially from historical data. However, changes in the assumptions to reflect future stock price volatility, future dividend payments and future stock award exercise experience could result in a change in the assumptions used to value awards in the future and may result in a material change to the fair value calculation of stock-based awards.

As of December 31, 2017, the Company has $2.7 million of unrecognized compensation expense before tax related to stock options which will be recognized over a weighted average period of 2.1 years and $4.3 million of unrecognized compensation expense before tax related to restricted stock units which will be recognized over a weighted average period of 1.8 years.

Warranties -– In the normal course of business, ~~we provide our~~the Company provides its customers warranties covering workmanship, and in some cases materials, on products ~~manufactured by us.~~manufactured. Such warranties generally provide that products will be free from defects for periods ranging from 12 months to 60 months with certain equipment having longer-term warranties. If a product fails to comply with ~~our warranty, we~~the Company’s warranties, it may be obligated, at ~~our~~its expense, to correct any defect by repairing or replacing such defective product. ~~We provide~~The Company provides for an estimate of costs that may be incurred under ~~our warranty~~its warranties at the time product revenue is recognized based on historical warranty experience for the related product or estimates of projected losses due to specific warranty issues on new products. These costs primarily include labor and materials, as necessary, associated with repair or replacement. The primary factors that affect ~~our~~the Company’s warranty ~~liability~~liabilities include the number of shipped units and historical and anticipated rates or warranty claims. As these factors are impacted by actual experience and future expectations, ~~we assess~~the Company assesses the adequacy of ~~our~~its recorded warranty liability and ~~adjust~~adjusts the amounts as necessary.

~~Table of Contents~~

~~Recent Accounting Changes and Pronouncements~~

See Note 2, “Summary of Significant Accounting Policies,” under the caption “Recent Accounting Changes and Pronouncements,” to the Consolidated Financial Statements included in Part II, Item 8 of this Annual Report on Form 10-K.

Item 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

~~See~~Refer to Liquidity and Capital Resources, and Financial Risk Management in ~~Management’s~~Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of ~~Operations~~Operations” for a description of the quantitative and qualitative disclosure about market risk.

4640

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Item 8. FINANCIAL ~~STATEMENTS~~STATEMENTS AND SUPPLEMENTARY DATA

Index to Consolidated Financial ~~Statements and Financial Statement Schedule:~~Statements:


Financial Statements:

Report of Independent Registered Public Accounting Firm (PCAOB ID: 34)		4842


Report of Independent Registered Public Accounting Firm (PCAOB ID: 238)		44

Consolidated Statements of Operations for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021		5045

Consolidated Statements of Comprehensive Income (Loss) for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021		5146

Consolidated Balance Sheets for the years ended December 31, ~~2017~~2023 and ~~2016~~2022		5247

Consolidated Statements of Cash Flows for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~ 2021		5348

Consolidated Statements of Equity for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~ 2021		5449

Notes to Consolidated Financial Statements		5550

~~All other schedules are omitted because they are not applicable or the required information is shown in the financial statements or notes thereto.~~

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

~~Report of Independent Registered Public Accounting Firm~~

To the ~~Stockholders~~stockholders and the Board of Directors of The Manitowoc Company, Inc.:

~~Opinions~~Opinion on the Financial Statements ~~and Internal Control over Financial Reporting~~

We have audited the accompanying consolidated balance ~~sheets~~sheet of The Manitowoc Company, Inc. and ~~its~~ subsidiaries (the "Company") as of December 31, ~~2017 and 2016, and~~2023, the related consolidated statements of operations, comprehensive income (loss), equity and cash flows, ~~and of equity~~ for ~~each of~~ the ~~three years in the period~~year ended ~~2017, including~~December 31, 2023, and the related notes and ~~financial statement~~the schedule listed in the ~~index appearing under~~Index at Item 15(a)(2) (collectively referred to as the ~~“consolidated financial statements”~~"financial statements"). We also have audited the Company's internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control - Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO).

In our opinion, the ~~consolidated~~ financial statements ~~referred to above~~ present fairly, in all material respects, the financial position of the Company as of December 31, ~~2017 and 2016,~~2023, and the results of ~~their~~its operations and ~~their~~its cash flows for ~~each of~~ the ~~three years in the period~~year ended December 31, ~~2017~~2023, in conformity with accounting principles generally accepted in the United States of America. ~~Also~~

We have also audited, in ~~our opinion,~~accordance with the standards of the Public Company ~~maintained, in all material respects, effective~~Accounting Oversight Board (United States) (PCAOB), the Company's internal control over financial reporting as of December 31, ~~2017,~~2023, based on criteria established in Internal Control -— Integrated Framework (2013) issued by the ~~COSO.~~

~~Basis for Opinions~~

~~The Company's management is responsible for these consolidated financial statements, for maintaining effective internal control over financial reporting, and for its assessment~~Committee of Sponsoring Organizations of the effectiveness of internal control over financial reporting, included in Management’s Report on Internal Control over Financial Reporting appearing under Item 9A. Our responsibility is to express opinions on the Company’s consolidated financial statementsTreadway Commission and our report dated February 23, 2024, expressed an unqualified opinion on the Company's internal control over financial ~~reporting~~reporting.

Basis for Opinion

These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company's financial statements based on our ~~audits.~~audit. We are a public accounting firm registered with the ~~Public Company Accounting Oversight Board (United States) ("PCAOB")~~PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our ~~audits~~audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audit included performing procedures to assess the risks of material misstatement of the financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the financial statements. Our audit also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audit provides a reasonable basis for our opinion.

Critical Audit Matter

The critical audit matter communicated below is a matter arising from the current-period audit of the financial statements that was communicated or required to be communicated to the audit committee and that (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of critical audit matters does not alter in any way our opinion on the financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the accounts or disclosures to which it relates.

Goodwill – Americas – Distribution Reporting Unit – Refer to Notes 2 and 10 to the financial statements

Critical Audit Matter Description

The Company’s evaluation of goodwill for impairment involves the comparison of the fair value of each reporting unit to its carrying value. The Company performed its annual goodwill impairment test on October 31, 2023. The goodwill balance was $79.6 million as of December 31, 2023, of which $14.4 million related to the Americas – Distribution reporting unit. The Company used only the income approach to determine the fair value of the Americas – Distribution reporting unit. A considerable amount of management judgment and assumptions are required in performing the goodwill impairment test as it relates to forecasts of future revenues and margins and the selection of the discount rate. The Company determined that the fair

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value of the Americas - Distribution reporting unit exceeded its carrying value as of the measurement date and, therefore, no impairment was recognized.

We identified the impairment evaluation of goodwill for the Americas – Distribution reporting unit as a critical audit matter because of the inherent subjectivity involved in management’s estimates and the assumptions related to forecasts of future revenues and margins, and the selection of the discount rate. This required a high degree of auditor judgment and an increased extent of effort, including the need to involve our fair value specialists, when performing audit procedures.

How the Critical Audit Matter Was Addressed in the Audit

Our audit procedures related to the discount rate and forecasts of future revenues and margins used by management to estimate the fair value of the Americas - Distribution reporting unit included the following, among others:

•

We tested the effectiveness of controls over management’s goodwill impairment evaluation, including those related to management’s forecasts of future revenues and margins and selection of the discount rate.

•

We evaluated management’s ability to accurately forecast future revenues and margins by comparing actual results to management’s previous forecasts.

•

We evaluated the reasonableness of management’s revenue and margin forecasts by comparing the forecasts to (1) historical revenues and margins, (2) forecasted information in industry reports and (3) forecasted information for certain companies in the reporting unit’s industry.

•

With the assistance of our fair value specialists, we evaluated the reasonableness of the valuation methodology and the discount rate by (1) testing the source information underlying the determination of the discount rate; (2) testing the mathematical accuracy of the calculation; and (3) developing a range of independent estimates and comparing those to the discount rate selected by management.

/s/ DELOITTE & TOUCHE LLP

Milwaukee, Wisconsin

February 23, 2024

We have served as the Company’s auditor since 2023.

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REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

To the Board of Directors and Shareholders of The Manitowoc Company, Inc.

Opinion on the Financial Statements

We have audited the consolidated balance sheet of The Manitowoc Company, Inc. and its subsidiaries (the “Company”) as of December 31, 2022, and the related consolidated statements of operations, of comprehensive income (loss), of equity and of cash flows for each of the two years in the period ended December 31, 2022, including the related notes and schedule of valuation and qualifying accounts as of and for each of the two years in the period ended December 31, 2022 listed in the index appearing under Item 15(a)(2) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022, and the results of its operations and its cash flows for each of the two years in the period ended December 31, 2022 in conformity with accounting principles generally accepted in the United States of America.

Basis for Opinion

These consolidated financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on the Company’s consolidated financial statements based on our audits. We are a public accounting firm registered with the Public Company Accounting Oversight Board (United States) (PCAOB) and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits of these consolidated financial statements in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement, whether due to error or ~~fraud, and whether effective internal control over financial reporting was maintained in all material respects.~~ fraud.

Our audits ~~of the consolidated financial statements~~ included performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the consolidated financial statements. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audits also included performing such other procedures as we considered necessary in the circumstances. We believe that our audits provide a reasonable basis for our ~~opinions.~~opinion.

~~Table of Contents~~

~~Definition and Limitations of Internal Control over Financial Reporting~~

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (i) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (ii) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (iii) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

/s/PricewaterhouseCoopers LLP

Milwaukee, WIWisconsin

February ~~23, 2018~~24, 2023

We ~~have~~ served as the ~~Company’s~~Company's auditor ~~since 1995.~~from 1995 to 2023.

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The Manitowoc Company, Inc.

Consolidated Statements of Operations

For the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021

Millions of dollars, except per share data

2017

2016

2015

Net sales

$
1,581.3

$
1,613.1

$
1,865.7

Cost of sales

1,299.4

1,359.8

1,533.5

Gross profit

281.9

253.3

332.2

Operating costs and expenses:

Engineering, selling and administrative expenses

252.6

280.7

316.9

Asset impairment expense

0.1

96.9

15.3

Amortization of intangible assets

0.8

3.0

3.0

Restructuring expense

27.2

23.4

9.4

Other expense

0.1

2.6

—

Total operating costs and expenses

280.8

406.6

344.6

Operating income (loss)

1.1

(153.3
)

(12.4
)
Other income (expense):

Interest expense

(39.2
)

(39.6
)

(95.6
)
Amortization of deferred financing fees

(1.9
)

(2.2
)

(4.2
)
Loss on debt extinguishment

—

(76.3
)

(0.2
)
Other income — net

0.5

3.3

1.4

Total other expense

(40.6
)

(114.8
)

(98.6
)
Loss from continuing operations before taxes

(39.5
)

(268.1
)

(111.0
)
Provision (benefit) for taxes on income

(49.5
)

100.5

(41.1
)
Income (loss) from continuing operations

10.0

(368.6
)

(69.9
)
Discontinued operations:

Income (loss) from discontinued operations, net of income taxes of $0.0,
   $0.6 and $35.9, respectively

(0.6
)

(7.2
)

135.4

Net income (loss)

$
9.4

$
(375.8
)

$
65.5

Amounts attributable to the Manitowoc common shareholders:

Income (loss) from continuing operations

$
10.0

$
(368.6
)

$
(69.9
)
Income (loss) from discontinued operations, net of income taxes

(0.6
)

(7.2
)

135.4

Net income (loss) attributable to Manitowoc common shareholders

$
9.4

$
(375.8
)

$
65.5

Per Share Data

Basic income (loss) per common share:

Income (loss) from continuing operations attributable to Manitowoc common
   shareholders

$
0.28

$
(10.70
)

$
(2.06
)
Income (loss) from discontinued operations attributable to Manitowoc
   common shareholders

(0.02
)

(0.21
)

3.98

Basic income (loss) per share attributable to Manitowoc common
   shareholders

$
0.26

$
(10.91
)

$
1.92

Diluted income (loss) per common share:

Income (loss) from continuing operations attributable to Manitowoc common
   shareholders

$
0.28

$
(10.70
)

$
(2.06
)
Income (loss) from discontinued operations attributable to Manitowoc
   common shareholders

(0.02
)

(0.21
)

3.98

Diluted income (loss) per share attributable to Manitowoc common
   shareholders

$
0.26

$
(10.91
)

$
1.92


Millions of dollars, except per share data	2023			2022			2021
Net sales	$	2,227.8		$	2,032.5		$	1,720.2
Cost of sales		1,802.6			1,668.0			1,413.0
Gross profit		425.2			364.5			307.2
Operating costs and expenses:
Engineering, selling and administrative expenses		328.3			281.0			258.5
Asset impairment expense		—			171.9			1.9
Amortization of intangible assets		3.2			3.1			1.4
Restructuring (income) expense		1.3			1.5			(1.1	)
Total operating costs and expenses		332.8			457.5			260.7
Operating income (loss)		92.4			(93.0	)		46.5
Other income (expense):
Interest expense		(33.9	)		(31.6	)		(28.9	)
Amortization of deferred financing fees		(1.3	)		(1.4	)		(1.5	)
Other income (expense) — net		(13.0	)		5.8			1.0
Total other expense - net		(48.2	)		(27.2	)		(29.4	)
Income (loss) before income taxes		44.2			(120.2	)		17.1
Provision for income taxes		5.0			3.4			6.1
Net income (loss)	$	39.2		$	(123.6	)	$	11.0

Per Share Data
Basic income (loss) per common share	$	1.12		$	(3.51	)	$	0.32

Diluted income (loss) per share	$	1.09		$	(3.51	)	$	0.31

The accompanying notes are an integral part of these consolidated financial statements.

5045

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The Manitowoc Company, Inc.

Consolidated Statements of Comprehensive Income (Loss)

For the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021

Millions of dollars

2017

2016

2015

Net income (loss)

$
9.4

$
(375.8
)

$
65.5

Other comprehensive income (loss), net of tax:

Foreign currency translation adjustments

58.4

(20.4
)

(92.2
)
Unrealized income (loss) on derivatives, net of income taxes of $0.0,
$0.9 and $1.0, respectively

0.4

1.4

2.5

Employee pension and postretirement benefits, net of income taxes
of $4.1, $(0.2) and $4.9, respectively

6.7

(4.1
)

12.4

Total other comprehensive income (loss), net of tax

65.5

(23.1
)

(77.3
)
Comprehensive income (loss)

$
74.9

$
(398.9
)

$
(11.8
)


Millions of dollars	2023			2022			2021
Net income (loss)	$	39.2		$	(123.6	)	$	11.0
Other comprehensive income (loss), net of income tax:
Unrealized gains (losses) on derivatives, net of income tax provision of $0.0, $0.0 and $0.0, respectively		(4.1	)		5.4			—
Employee pension and postretirement benefit income (expense), net of income tax (provision) benefit of $0.7, $(1.1) and $(0.4), respectively		5.0			17.0			15.6
Foreign currency translation adjustments, net of income tax (provision) benefit of $0.1, $(0.4) and $5.1, respectively		20.6			(27.9	)		(20.5	)
Total other comprehensive income (loss), net of income tax		21.5			(5.5	)		(4.9	)
Comprehensive income (loss)	$	60.7		$	(129.1	)	$	6.1

The accompanying notes are an integral part of these consolidated financial statements.

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The Manitowoc Company, Inc.

Consolidated Balance Sheets

As of December 31, ~~2017~~2023 and ~~2016~~2022

Millions of dollars, except shares data	2017			2016

Dollars in millions, except par value and share amounts							2023			2022
Assets
Current Assets:
Cash and cash equivalents	$	119.2		$	69.9		$	34.4		$	64.4
Accounts receivable, less allowances of $10.9 and $11.1, respectively		179.2			134.4
Inventories — net		396.1			429.0
Accounts receivable, less allowances of $6.1 and $5.3, respectively								278.8			266.3
Inventories								666.5			611.9
Notes receivable — net		31.1			62.4			6.7			10.6
Other current assets		73.6			54.0			46.6			45.3
Total current assets		799.2			749.7			1,033.0			998.5
Property, plant and equipment — net		294.9			308.8			366.1			335.3
Operating lease right-of-use assets								59.7			45.2
Goodwill		321.3			299.6			79.6			80.1
Other intangible assets — net		122.1			114.1
Intangible assets — net								125.6			126.7
Other non-current assets		70.3			45.6			42.7			29.7
Total assets	$	1,607.8		$	1,517.8		$	1,706.7		$	1,615.5
Liabilities and Equity
Liabilities and Stockholders' Equity
Current Liabilities:
Accounts payable and accrued expenses	$	375.8		$	321.2		$	457.4		$	446.4
Short-term borrowings		8.2			12.4
Customer advances								19.2			21.9
Short-term borrowings and current portion of long-term debt								13.4			6.1
Product warranties		35.5			36.5			47.1			48.8
Customer advances		12.7			21.0
Product liabilities		20.8			21.7
Other liabilities								26.2			24.6
Total current liabilities		453.0			412.8			563.3			547.8
Non-Current Liabilities:
Long-term debt		266.7			269.1			358.7			379.5
Operating lease liabilities								47.2			34.3
Deferred income taxes		13.0			36.6			7.5			4.9
Pension obligations		88.9			86.4			55.8			51.7
Postretirement health and other benefit obligations		25.5			38.0			5.6			8.2
Long-term deferred revenue		20.8			20.3			24.1			15.6
Other non-current liabilities		62.4			64.1			41.2			35.7
Total non-current liabilities		477.3			514.5			540.1			529.9
Commitments and contingencies (Note 17)
Total Equity:
Preferred stock (authorized 3,500,000 shares of $.01 par value; none outstanding)		—			—
Common stock (75,000,000 shares authorized, 40,793,983 shares issued, 35,273,864 and 34,960,304 shares outstanding, respectively)		1.4			1.4
Commitments and contingencies (Note 19)
Stockholders' equity:
Preferred stock (3,500,000 shares authorized of $.01 par value; none outstanding)								—			—
Common stock (75,000,000 shares authorized, 40,793,983 shares issued, 35,094,993 and 35,085,008 shares outstanding, respectively)								0.4			0.4
Additional paid-in capital		576.6			567.6			613.1			606.7
Accumulated other comprehensive loss		(97.4	)		(162.9	)		(86.4	)		(107.9	)
Retained earnings		256.7			247.3			143.5			104.3
Treasury stock, at cost (5,520,119 and 5,833,679 shares, respectively)		(59.8	)		(62.9	)
Total Manitowoc stockholders’ equity		677.5			590.5
Total liabilities and equity	$	1,607.8		$	1,517.8
Treasury stock, at cost (5,698,990 and 5,708,975 shares, respectively)								(67.3	)		(65.7	)
Total stockholders’ equity								603.3			537.8
Total liabilities and stockholders' equity							$	1,706.7		$	1,615.5

The accompanying notes are an integral part of these consolidated financial statements.

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The Manitowoc Company, Inc.

Consolidated Statements of Cash Flows

For the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021

Millions of dollars

2017

2016

2015

Cash Flows From Operations

Net income (loss)

$
9.4

$
(375.8
)

$
65.5

Adjustments to reconcile net (loss) income to cash (used for) provided by
   operating activities of continuing operations:

Asset impairment expense

0.1

96.9

15.3

Loss (income) from discontinued operations, net of income taxes

0.6

7.2

(135.4
)
Depreciation expense

38.1

45.6

50.6

Amortization of intangible assets

0.8

3.0

3.0

Amortization of deferred financing fees

1.9

2.2

4.2

Deferred income tax (benefit) - net

(44.1
)

101.4

(4.4
)
Noncash loss on early extinguishment of debt

—

15.4

0.2

Loss (gain) on sale of property, plant and equipment

0.1

1.1

(0.3
)
Stock-based compensation expense and other

8.5

(0.7
)

7.5

Changes in operating assets and liabilities, excluding the effects of business
   divestitures:

Accounts receivable

(32.7
)

18.4

(10.7
)
Inventories

55.6

52.7

(7.2
)
Notes receivable

18.8

32.2

9.9

Other assets

(0.5
)

(6.9
)

(18.9
)
Accounts payable

27.1

(105.8
)

(12.4
)
Accrued expenses and other liabilities

(5.2
)

(9.3
)

7.6

Net cash provided by (used for) operating activities of continuing operations

78.5

(122.4
)

(25.5
)
Net cash provided by (used for) operating activities of discontinued operations

(0.6
)

(49.9
)

126.3

Net cash provided by (used for) operating activities

77.9

(172.3
)

100.8

Cash Flows From Investing

Capital expenditures

(28.9
)

(45.9
)

(54.9
)
Proceeds from sale of property, plant and equipment

7.0

8.4

7.3

Other

0.6

(1.6
)

2.6

Net cash used for investing activities of continuing operations

(21.3
)

(39.1
)

(45.0
)
Net cash provided by (used for) investing activities of discontinued operations

—

(2.4
)

59.1

Net cash provided by (used for) investing activities

(21.3
)

(41.5
)

14.1

Cash Flows From Financing

Payments on long-term debt

(10.9
)

(1,389.0
)

(105.4
)
Proceeds from long-term debt

0.2

272.1

5.1

Payments on notes financing - net

(4.7
)

(8.4
)

(9.4
)
Debt issuance costs

—

(8.9
)

—

Dividends paid

—

—

(10.9
)
Exercises of stock options including windfall tax benefits

5.7

9.4

7.9

Dividend from spun-off subsidiary

—

1,361.7

—

Cash transferred to spun-off subsidiary

—

(17.7
)

—

Net cash provided by (used for) financing activities of continuing operations

(9.7
)

219.2

(112.7
)
Net cash provided by (used for) financing activities of discontinued operations

—

0.2

(0.2
)
Net cash provided by (used for) financing activities

(9.7
)

219.4

(112.9
)
Effect of exchange rate changes on cash

2.4

0.9

(6.6
)
Net increase (decrease) in cash and cash equivalents

49.3

6.5

(4.6
)
Balance at beginning of year, including cash of discontinued operations
   of $0.0, $31.9 and $16.5, respectively

69.9

63.4

68.0

Balance at end of year, including cash of discontinued operations
   of $0.0, $0.0, and $31.9, respectively

$
119.2

$
69.9

$
63.4

Supplemental Cash Flow Information

Interest paid

$
37.0

$
49.6

$
98.8

Income tax (refund) paid

(7.6
)

8.9

7.7


Millions of dollars	2023			2022			2021
Cash Flows From Operating Activities
Net income (loss)	$	39.2		$	(123.6	)	$	11.0
Adjustments to reconcile net income (loss) to cash provided by operating activities:
Asset impairment expense		—			171.9			1.9
Depreciation		56.6			60.6			45.5
Amortization of intangible assets		3.2			3.1			1.4
Stock-based compensation expense		11.5			8.5			7.1
Amortization of deferred financing fees		1.3			1.4			1.5
Loss (gain) on sale of property, plant and equipment		—			(0.9	)		0.2
Net unrealized foreign currency transaction losses (gains)		(4.5	)		(3.2	)		0.7
Income tax benefit from change in reserve of uncertain tax positions		—			(11.0	)		—
Deferred income tax expense (benefit) - net		(6.0	)		4.4			0.6
Loss on foreign currency adjustments		9.3			—			—
Other		—			0.9			3.2
Changes in operating assets and liabilities
Accounts receivable		(9.3	)		(36.4	)		(5.2	)
Inventories		(46.7	)		(42.0	)		(68.3	)
Notes receivable		5.7			8.3			1.0
Other assets		(5.2	)		5.8			(7.6	)
Accounts payable		(28.5	)		40.4			62.9
Accrued expenses and other liabilities		36.4			(11.3	)		20.3
Net cash provided by operating activities		63.0			76.9			76.2
Cash Flows From Investing Activities
Capital expenditures		(77.4	)		(61.8	)		(40.4	)
Proceeds from sale of fixed assets		5.6			1.5			0.3
Acquisition of business (Note 3)		—			2.3			(186.2	)
Net cash used for investing activities		(71.8	)		(58.0	)		(226.3	)
Cash Flows From Financing Activities
Proceeds from (payments on) revolving credit facility - net		—			(20.0	)		100.0
Payments on revolving credit facility		(20.0	)		—			—
Proceeds from (payments on) other debt - net		3.8			(5.1	)		(4.9	)
Debt issuance and other debt related costs		—			(1.9	)		—
Exercises of stock options		0.3			0.1			5.8
Common stock repurchases		(5.5	)		(3.0	)		—
Net cash provided by (used for) financing activities		(21.4	)		(29.9	)		100.9
Effect of exchange rate changes on cash and cash equivalents		0.2			—			(4.1	)
Net decrease in cash and cash equivalents		(30.0	)		(11.0	)		(53.3	)
Cash and cash equivalents at beginning of period		64.4			75.4			128.7
Cash and cash equivalents at end of period	$	34.4		$	64.4		$	75.4
Supplemental Cash Flow Information
Interest paid	$	34.0		$	30.8		$	28.9
Income taxes (paid) refunded		(10.1	)		(7.3	)		3.7

The accompanying notes are an integral part of these consolidated financial statements.

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Table of Contents

The Manitowoc Company, Inc.

Consolidated Statements of Equity

For the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021

Millions of dollars, except shares data	2017			2016			2015
Common Stock - Shares Outstanding
Balance at beginning of year		34,960,303			34,154,290			33,885,967
Stock options exercised		262,118			687,619			116,154
Restricted stock, net		23,566			(9,112	)		90,496
Performance shares issued		27,877			127,506			61,673
Balance at end of year		35,273,864			34,960,303			34,154,290

Millions of dollars										2023			2022			2021
Common Stock - Par Value
Balance at beginning of year	$	1.4		$	1.4		$	1.4		$	0.4		$	0.4		$	0.4
Balance at end of year	$	1.4		$	1.4		$	1.4		$	0.4		$	0.4		$	0.4
Additional Paid-in Capital
Balance at beginning of year	$	567.6		$	558.0		$	539.7		$	606.7		$	602.4		$	595.1
Stock options exercised and issuance of other stock awards		2.0			0.3			2.3			(5.1	)		(4.2	)		0.2
Windfall tax benefit on stock options exercised		—			—			1.5
Stock-based compensation		7.0			9.3			14.5
Stock-based compensation expense											11.5			8.5			7.1
Balance at end of year	$	576.6		$	567.6		$	558.0		$	613.1		$	606.7		$	602.4
Accumulated Other Comprehensive Loss
Balance at beginning of year	$	(162.9	)	$	(207.8	)	$	(130.5	)	$	(107.9	)	$	(102.4	)	$	(97.5	)
Distribution of Spun-off subsidiary		—			68.0			—
Other comprehensive loss		65.5			(23.1	)		(77.3	)
Other comprehensive income (loss)											21.5			(5.5	)		(4.9	)
Balance at end of year	$	(97.4	)	$	(162.9	)	$	(207.8	)	$	(86.4	)	$	(107.9	)	$	(102.4	)
Retained Earnings
Balance at beginning of year - As reported	$	247.3		$	539.5		$	486.9
Impact of change in accounting principle		—			22.8			20.8
Balance at beginning of year - As adjusted		247.3			562.3			507.7
Net (loss) income		9.4			(375.8	)		65.5
Distribution of Spun-off subsidiary		—			60.8			—
Cash dividends		—			—			(10.9	)
Balance at beginning of year										$	104.3		$	227.9		$	216.9
Net income (loss)											39.2			(123.6	)		11.0
Balance at end of year	$	256.7		$	247.3		$	562.3		$	143.5		$	104.3		$	227.9
Treasury Stock
Balance at beginning of year	$	(62.9	)	$	(71.6	)	$	(73.4	)	$	(65.7	)	$	(65.9	)	$	(71.4	)
Stock options exercised and issuance of other stock awards		3.1			8.7			1.8			3.9			3.2			5.5
Common stock repurchases											(5.5	)		(3.0	)		—
Balance at end of year	$	(59.8	)	$	(62.9	)	$	(71.6	)	$	(67.3	)	$	(65.7	)	$	(65.9	)
Total equity	$	677.5		$	590.5		$	842.3		$	603.3		$	537.8		$	662.4

The accompanying notes are an integral part of these consolidated financial statements.

5449

Table of Contents

Notes to Consolidated Financial Statements

1. Company and Basis of Presentation

The Manitowoc Company, Inc. (“Manitowoc”~~, “MTW” and~~ or the “Company”) was founded in 1902 and has over a ~~115-year~~120-year tradition of providing high-quality, customer-focused products and aftermarket support services to its ~~markets and for the year ended December 31, 2017, the Company had net sales of approximately $1.6 billion.~~markets. Manitowoc is one of the ~~world’s~~world's leading providers of engineered lifting ~~equipment for the global construction industry.~~solutions. Manitowoc, through its wholly owned subsidiaries, designs, manufactures, markets, distributes, and supports ~~one of the most~~ comprehensive product lines of mobile ~~telescopic cranes, tower~~hydraulic cranes, lattice-boom crawler cranes, boom trucks, and ~~boom trucks. Its Crane products are principally marketed~~tower cranes under the Aspen Equipment, Grove, Manitowoc, ~~Grove,~~MGX Equipment Services, National Crane, Potain, and ~~National Crane~~Shuttlelift brand names. The Company serves a wide variety of customers, including dealers, rental companies, contractors, and government entities, across the petrochemical, ~~and~~ industrial, commercial construction, power and utilities, infrastructure and residential construction end markets. Additionally, its Manitowoc Crane Care offering leverages Manitowoc's installed base of approximately 143,000 cranes to provide aftermarket parts and services to enable its customers to manage their fleets more effectively and improve their return on investment. Due to the ongoing and predictable maintenance needed by cranes, as well as the high cost of crane downtime, ~~Crane Care provides~~Manitowoc’s aftermarket support operations provide the Company with a consistent stream of recurring revenue. ~~Manitowoc is a Wisconsin corporation, and its~~Manitowoc's principal executive offices are located at ~~2400 South 44th Street, Manitowoc,~~11270 West Park Place Suite 1000, Milwaukee, Wisconsin ~~54220.~~53224.

During the first quarter of fiscal 2016, the Board of Directors of Manitowoc approved the tax-free spin-off of the Company’s former foodservice business (“MFS” or “Foodservice”) into an independent, public company (the “Spin-Off”). To effect 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”) and the Company paid the dividend 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 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 Manitowoc corporate level but were specifically identifiable and attributable to the Crane business.

As a result of the Spin-Off, the Consolidated Financial Statements and related financial information reflect MFS operations, assets and liabilities, and cash flows as discontinued operations for all periods presented.

~~See Note 3, “Discontinued Operations,” for further details concerning the above transactions being reported as discontinued operations.~~

Effective after the market closed on November 17, 2017, the Company completed a 1-for-4 reverse stock split. The share amounts in this Annual Report on Form 10-K have been adjusted to reflect that reverse stock split.

~~All dollar amounts, except share and per share amounts, are in millions of dollars throughout the tables included in these notes unless otherwise indicated.~~

Basis of Presentation The consolidated financial statements include the accounts of ~~The Manitowoc~~the Company ~~Inc.~~ and its wholly ~~and majority-owned~~owned subsidiaries. All significant intercompany balances and transactions have been eliminated. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America (“GAAP”) requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from these estimates.

All amounts, except per share data and share amounts, are in millions throughout the tables in these notes unless otherwise indicated.

2. Summary of Significant Accounting Policies

Cash and Cash Equivalents ~~All~~The Company considers all cash, bankers acceptance and short-term investments purchased with an original maturity of three months or less ~~are considered~~as cash and cash equivalents.

Allowance for ~~Doubtful Accounts~~ Credit Losses Accounts receivable are reduced by an allowance for amounts that may become uncollectible in the future. ~~Our~~The Company's allowance for credit losses is based on an estimate ~~for~~of the losses inherent in amounts billed, pools of receivables with similar risk characteristics, existing and future economic conditions, reasonable and supportable forecasts that affect the collectability of the related receivable and any specific customer collection issues the Company has identified.

The following table is a rollforward of the allowance for ~~doubtful accounts related to trade receivables includes evaluation of specific accounts where we have information that~~credit losses for the ~~customer may have an inability to meet its financial obligations~~years ended December 31, 2023, 2022 and 2021.


	2023			2022			2021
Balance at beginning of period	$	5.3		$	7.3		$	8.5
Bad debt expenses		2.3			0.1			—
Use of reserve		(1.4	)		(1.8	)		(1.3	)
Currency translation		(0.1	)		(0.3	)		0.1
Balance at end of period	$	6.1		$	5.3		$	7.3

~~Table of Contents~~

~~together with a general provision for unknown but existing doubtful accounts based on historical experience, which are subject to change if experience improves or deteriorates.~~

InventoriesInventories are valued at the lower of cost or ~~market~~net realizable value. Finished goods and work-in-process inventories include material, labor and manufacturing overhead costs. ~~In the fourth quarter of 2016, the~~The Company ~~changed its method of~~determines inventory ~~costing for certain inventory in the U.S. to~~value using the first-in, first-out (“FIFO”) method from the last-in, first-out (“LIFO”) method. The Company believes that the FIFO method is preferable as it results in uniformity across its global operations, aligns with how the Company internally manages inventory, provides better matching of revenues and expenses and improves comparability with its peers. The Company's other locations determine costs using the FIFO method. The impact of this change in accounting principle has been reflected through retrospective application to the financial statements for each period presented, and is further explained in Note 5, “Inventories”.average cost methodologies.

~~Goodwill and Other Intangible Assets~~Business Combinations The Company accounts for ~~its~~business combinations under the acquisition method in accordance with Accounting Standards Codification (“ASC”) Topic 805, Business Combinations (“Topic 805”). The acquisition method requires identifiable assets acquired and liabilities assumed and any non-controlling interest in the business acquired be recognized and measured at fair value on the acquisition date, which is the date that the Company obtains control of the acquired business. The amount by which the fair value of consideration transferred as the purchase price exceeds the net fair value of assets acquired and liabilities assumed is recorded as goodwill. The Company expenses transaction costs in a business combination.

Goodwill and Intangible Assets The Company accounts for goodwill and ~~other~~ intangible assets under the guidance of ASC Topic 350-10, “Intangibles — Goodwill and ~~Other.”~~Other” (“Topic 350”). Under ASC Topic ~~350-10,~~350, goodwill is not ~~amortized, but it~~amortized; instead, the

Table of Contents

Company performs an annual impairment test. The date for the annual impairment test is October 31 or more frequently if events or changes in circumstances indicate that the assets might be impaired. To perform its goodwill impairment test, the Company uses a combination of the income approach and market approach with a weighting of 70/30, respectively, to determine the fair value of the Middle East and Asia Pacific (“MEAP”) reporting unit. The Company uses only the income approach to determine the fair value of the Americas - Distribution reporting unit due to a lack of comparable peer companies to determine fair value under the market approach. Impairment is determined based on the amount in which a reporting unit's carrying value exceeds its fair value, not to exceed the carrying amount of goodwill at the reporting unit. In addition, goodwill of a reporting unit is tested for impairment ~~annually during~~between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the ~~fourth quarter, or more frequently, as events dictate. See additional discussion~~fair value of ~~impairment testing under “Impairment of Long-Lived Assets” below.~~ a reporting unit below its carrying value.

The Company’s ~~other~~indefinite-lived intangible assets ~~with indefinite lives, including trademarks and tradenames and in-place distributor networks,~~ are not amortized but are ~~also tested~~subject to an annual impairment test. To perform its indefinite-lived intangible assets impairment test, the Company uses a fair-value method based on a relief of royalty valuation approach to determine the fair value of its indefinite-lived intangible assets. Management’s judgments and assumptions about the amounts of those cash flows and the discount rates are inputs to the annual impairment test. Impairment is determined based on the amount in which the carrying value of the indefinite-lived intangible asset exceeds its fair value, not to exceed the carrying amount of the indefinite-lived intangible asset. Refer to Note 10, “Goodwill and Intangible Assets,” for further details on the Company's impairment ~~annually, or more frequently, as events dictate.~~assessments. The Company’s ~~other~~definite-lived intangible assets subject to amortization are ~~tested for~~subject to impairment testing whenever events or changes in circumstances indicate that ~~their~~the carrying ~~values~~value of the assets may not be recoverable. ~~Other~~If an indicator of impairment is identified, the Company would use the undiscounted cash flow model.

The Company’s intangible assets subject to amortization are amortized straight-line over the following minimum and maximum estimated useful ~~lives:~~lives according to the Company's policy:


		~~Useful lives~~Years
Patents		20 ~~years~~
~~Engineering drawings~~Customer relationships		~~15 years~~12 - 18
~~Customer relationships~~Trademarks and tradenames		~~10 years~~5
Noncompetition agreements		5

Property, Plant and Equipment Property, plant and equipment are stated at cost. Expenditures for maintenance ~~repairs~~ and ~~minor renewals~~repairs are charged against earnings as incurred. Expenditures for major renewals and improvements that substantially extend the capacity or useful life of an asset are capitalized and ~~are then depreciated.~~depreciated over the remaining estimated useful life. The cost and accumulated depreciation for property, plant and equipment sold, retired or otherwise disposed of are relieved from the accounts, and resulting gains or losses are reflected in earnings. Property, plant and equipment are depreciated over the asset’s estimated useful ~~lives of the assets~~life using the straight-line depreciation method for financial reporting and on accelerated methods for income tax purposes. The Company also has certain leasehold improvements which are depreciated over the lesser of the asset's useful life or lease term using the straight-line depreciation method.

Property, plant and equipment are generally depreciated over the following estimated useful ~~lives:~~lives according to the Company's policy:


		Years
Building and improvements		210 - 4050
Machinery, equipment and tooling		25 - 20
Furniture and fixtures		35 - 2010
Computer hardware and software		23 - 105
Rental cranes		5 - 1510

Property, plant and equipment also ~~include~~includes cranes accounted for as operating ~~leases.~~leases which are included in rental cranes. Equipment accounted for as operating leases includes ~~equipment~~rental cranes leased directly to the customer and ~~equipment~~cranes for which the Company has assisted in the financing arrangement, whereby itthe Company has ~~guaranteed more than insignificant residual value or~~ made a buyback ~~commitment.~~commitment in which the customer at the time of the order had a significant economic incentive to exercise. Equipment that is leased directly to the customer is accounted for as an operating lease with the related assets capitalized and depreciated over their estimated economic life. Equipment involved in a financing arrangement is depreciated over the life of the underlying arrangement ~~so that~~to the ~~net book value~~buyback amount at the end of the ~~period equals the buyback amount or the residual value amount.~~lease period. The amount of ~~buyback and~~ rental ~~equipment~~cranes included in property, plant and equipment - net amounted to ~~$54.3~~$153.3 million and ~~$57.9~~$119.9 million, net of accumulated depreciation, atas of December 31, ~~2017~~2023 and ~~2016,~~2022, respectively.

Table of Contents

~~Impairment of Long-Lived Assets~~

The Company reviews ~~long-lived assets~~property, plant and equipment for impairment whenever events or changes in circumstances indicate that the assets’ carrying amount may not be recoverable. The Company conducts its ~~long-lived asset~~ impairment analyses in accordance with ASC Topic ~~360-10-5. ASC~~ 360-10-5 “Property, Plant and Equipment” (“Topic ~~360-10-5~~360”). Topic 360 requires the Company to group assets and liabilities at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets and liabilities and to evaluate the asset group against the sum of the undiscounted future cash flows.

~~Table~~If the undiscounted cash flows are less than the net book value of ~~Contents~~

~~For property, plant and equipment and other long-lived~~the assets, ~~other than goodwill and other indefinite lived intangible assets, the Company performs undiscounted operating cash flow analysis to determine impairments. If an impairment is determined to exist,~~ any related impairment loss is calculated based upon comparison of the fair value to the net book value of the assets. ~~Impairment losses on assets held for sale are based on the estimated proceeds to be received, less costs to sell.~~

The Company tests for impairment of goodwill annually in the fourth quarter. To test goodwill the Company estimates the fair values of its reporting units using the present value of future cash flows approach, subject to a comparison for reasonableness to its market capitalization at the date of valuation. If the carrying amount exceeds the fair value, an impairment loss is recognized in an amount equal to that excess, not to exceed the carrying amount of the goodwill. In addition, goodwill of a reporting unit is tested for impairment between annual tests if an event occurs or circumstances change that would more-likely-than-not reduce the fair value of a reporting unit below its carrying value. For other indefinite lived intangible assets, the impairment test consists of a comparison of the fair value of the intangible assets to their carrying amount. See Note 8, “Goodwill and Other Intangible Assets,” for further details on our impairment assessments.

Warranties Estimated manufacturing warranty costs are recorded in cost of sales at the time of sale of the warranted products based on historical warranty experience for the related product or estimates of projected costs due to specific warranty issues on new products. These estimates are reviewed periodically and are adjusted based on changes in facts, circumstances or actual experience.

~~Environmental Liabilities~~ ~~The Company accrues for losses~~ When a customer purchases an extended warranty, revenue associated with ~~environmental remediation obligations when such losses~~the extended warranty is deferred and recognized over the life of the extended warranty period. Costs during the extended warranty period are expensed as incurred. Costs associated with other warranty activity not related to a manufacturer's standard or extended warranty are recorded in the period a loss is probable and can be reasonably estimable. Such accruals are adjusted as information develops or circumstances change. Costs of long-term expenditures for environmental remediation obligations are discounted to their present value when the timing of cash flows are estimable.estimated in accordance with ASC Topic 450-20 “Loss Contingencies.”

Product Liabilities The Company records product liability reserves for its self-insured portion of any ~~pending or threatened~~outstanding product liability ~~actions~~cases when losses are probable and reasonably estimable. The reserve is based upon two estimates. First, the Company tracks the population of all outstanding ~~pending and threatened~~ product liability cases to determine an appropriate case reserve for each based upon the Company’s best judgment ~~and~~with the advice of legal counsel. These estimates are continually evaluated and adjusted based upon changes to facts and circumstances surrounding the case. Second, the Company determines the amount of additional reserve required to cover incurred, but not reported, product liability obligations and to account for possible adverse development of the established case reserves ~~(collectively referred to as “IBNR”)~~ utilizing actuarially developed estimates.

~~Foreign Currency Translation~~ The financial statements of the Company’s non-U.S. subsidiaries are translated using the current exchange rate for assets and liabilities and the average monthly exchange rate throughout the year for income and expense items. Resulting translation adjustments Insurance recoveries related to a product liability case are recorded as an asset in the period it is determined that the gain has been realized or realizable. Refer to ~~Accumulated Other Comprehensive Income (“AOCI”) as a component of Manitowoc stockholders’ equity.~~Note 19, “Commitments and Contingencies,” for further information.

Derivative Financial Instruments and Hedging Activities The Company has ~~written~~ policies and procedures that place all financial instruments under the direction of corporate treasury and restrict all derivative transactions to those intended for hedging purposes. The use of financial instruments for trading purposes is strictly prohibited. The Company uses financial instruments to manage the market risk from changes in foreign exchange rates, commodities and interest rates. The Company follows the guidance in accordance with ASC Topic ~~815-10,~~815 “Derivatives and ~~Hedging.”~~Hedging” (“Topic 815”). The fair values of all outstanding derivatives are recorded in the Consolidated Balance Sheets. The change in a derivative’s fair value is recorded each period in current earnings or ~~AOCI~~accumulated other comprehensive income (loss) (“AOCI”) depending on whether the derivative is designated and qualifies as a cash flow ~~hedge transaction.~~hedge.

During 2017, 2016 and 2015, minimal amounts were recognized in earnings due to ineffectiveness of certain commodity hedges. The amount reported as derivative instrument fair market value adjustment in the AOCI account within the Consolidated Statements of Comprehensive Income (Loss) represents the net gain (loss) on foreign currency exchange contracts, commodity contracts and interest rate contracts designated as cash flow hedges, net of income taxes.

~~Cash Flow Hedges~~The Company selectively hedges anticipated transactions that are subject to foreign exchange exposure, commodity price exposure or variable interest rate exposure, primarily using foreign currency exchange contracts (“FX Forward Contracts”), commodity contracts and interest rate contracts, respectively. These instruments are designated as cash flow hedges in accordance with ~~ASC~~ Topic ~~815-10~~815 and are recorded in the Consolidated Balance Sheets at fair value. The effective portion of the contracts’ gains or losses due to changes in fair value are initially recorded as a component of AOCI and are subsequently reclassified into earnings when the hedged transactions, typically sales and costs related to sales and interest expense, occur and affect earnings.

~~Table of Contents~~

These contracts are highly effective in hedging the variability in future cash attributable to changes in currency exchange rates, commodity prices or interest rates.

~~Fair Value Hedges~~The ~~Company periodically enters into interest rate swaps designated~~amount reported as ~~a hedge of the~~derivative instrument fair market value ~~of a portion of its fixed rate debt. These hedges effectively result in changing a portion of its fixed rate debt to variable interest rate debt. Both the swaps and the debt are recorded~~adjustment in the Consolidated Balance Sheets at fair value. The change in fair value of the swaps should exactly offset the change in fair value of the hedged debt, with no net impact to earnings. Interest expense of the hedged debt is recorded at the variable rate in earnings. See Note 10, “Debt” for further discussion of fair value hedges.

The Company selectively hedges cash inflows and outflows that are subject to foreign currency exposure from the date of transaction to the related payment date. The hedges for these foreign currency accounts receivable and accounts payable are recorded in the Consolidated Balance Sheets at fair value. Gains or losses due to changes in fair value are recorded as an adjustment to earnings inAOCI account within the Consolidated Statements of ~~Operations.~~Comprehensive Income (Loss) represents the net gain (loss) on foreign currency exchange contracts designated as cash flow hedges, net of income taxes.

Stock-Based Compensation The Company recognizes expense net of estimated future forfeitures for ~~all~~non-performance stock-based ~~compensation with graded vesting~~awards on a straight-line basis over the vesting period of the entire award. ~~Stock-based compensation plans are described more fully in Note 15, “Stock-Based Compensation.”~~

~~Revenue Recognition~~ Revenue is generally recognized and earned when all the following criteria are satisfied with regard to a specific transaction: persuasive evidence of a sales arrangement exists; the price is fixed or determinable; collectability of cash is reasonably assured; and delivery has occurred or services have been rendered. Shipping and handling fees are reflected in net sales, and shipping and handling costs are reflected in cost of sales in the Consolidated Statements of Operations.

The Company ~~enters into transactions~~recognizes expense net of estimated future forfeitures for stock-based awards with ~~customers that provide for residual value guarantees and buyback commitments~~performance goals based on certain transactions. The Company records transactions which it provides significant residual value guarantees and any buyback commitments as operating leases. Net revenues in connection with the initial transactions are recorded as deferred revenue and are amortized to incomeactual or estimated achievement of those goals on a straight-line basis over athe vesting period ~~equal to that~~ of the ~~customer’s third party financing agreement. See~~entire award. Estimated future forfeiture rates are based on the Company's historical experience. Refer to Note ~~18, “Guarantees.~~17, “Stock-Based Compensation,” for more information on stock-based compensation plans.

The Company also leases cranes to customers under operating lease terms. Revenue from operating leases is recognized ratably over the term of the lease, and leased cranes are depreciated over their estimated useful lives.

Research and Development Research and development costs are charged to expense as incurred and amounted to ~~$37.9~~$35.3 million, ~~$44.5~~$33.5 million and ~~$57.6~~$29.1 million for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015,~~2021, respectively. Research and

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development costs include salaries, materials, contractor fees and other administrative costs. These costs are recorded within engineering, selling and administrative expenses in the Consolidated Statement of Operations.

Income Taxes The Company utilizes the liability method to recognize deferred tax assets and liabilities for the expected future income tax consequences of events that have been recognized in the Company’s financial statements. Under this method, deferred tax assets and liabilities are determined based on the temporary difference between financial statement carrying amounts and the tax basis of assets and liabilities using enacted tax rates in effect in the years in which the temporary differences are expected to reverse. Valuation allowances are provided for deferred tax assets where it is considered more likely than not that the Company will not realize the benefit of such assets. The Company evaluates its uncertain tax positions as new information becomes available. Tax benefits are recognized to the extent a position is more likely than not to be sustained upon examination by the taxing authority.

On December 22, 2017, the President of the United States signed into law the Tax Cuts and Jobs Act (the “Tax Reform Act”). Further information on the tax impacts of the Tax Reform Act is included in Note 12, “Income Taxes,” of the Company’s consolidated financial statements.

~~Earnings~~Net Income (Loss) Per Share ~~Basic earnings~~ Net income (loss) per share is computed by dividing net ~~earnings attributable to Manitowoc~~income (loss) by the weighted average number of common shares outstanding during each year or period. ~~Diluted earnings~~The calculation of diluted net income (loss) per share ~~is computed similar to basic earnings per share except that~~reflects the ~~weighted average shares outstanding is increased to include shares~~effect of ~~restricted stock, performance shares and the number of additional~~all potential dilutive shares that ~~would have been~~were outstanding ~~if stock options were exercised and the proceeds from such exercise were used to acquire shares of common stock at the average market price~~ during the ~~year or period.~~

~~Table~~respective periods, unless the effect of ~~Contents~~doing so would be antidilutive. The Company uses the treasury stock method to calculate the effect of outstanding stock-based compensation awards.

Comprehensive Income (Loss) Comprehensive income (loss) includes, in addition to net ~~earnings,~~income (loss), other items that are reported as direct adjustments to Manitowoc stockholders’ equity. These items are foreign currency translation adjustments, employee postretirement benefit adjustments and the change in fair value of certain derivative instruments.

Net Sales Sales are recognized when obligations under the terms of a contract with the Company’s customer are satisfied; generally this occurs with the transfer of control of the Company’s cranes or attachments or aftermarket parts or completion of performance of services. Sales are measured as the amount of consideration the Company expects to be entitled to receive in exchange for transferring goods or providing services. The Company recognizes sales for extended warranties over the life of the extended warranty period.

~~Concentration~~Taxes assessed by a governmental authority that are both imposed on and concurrent with a specific revenue-producing transaction, and are collected by the Company from a customer, are excluded from sales.

Performance Obligations

The following is a description of ~~Credit Risk~~ ~~Credit extended~~principle activities from which the Company generates sales.Disaggregation of the Company’s revenue sources are disclosed in Note 18, “Segments.”

Crane Sales

Crane sales are primarily generated through the sale of new and used cranes. Contracts with customers are generally in the form of a purchase order. Based on the nature of the Company’s contracts, the Company does not have any significant financing terms. Contracts may have variable consideration in the form of early pay discounts or rebates, however variable consideration is not material to ~~customers~~the overall contract with the customer. Sales are recognized under these contracts when control of the product is transferred to the customer. Control transfers to the customer generally upon delivery to the carrier or acceptance through ~~trade accounts receivable potentially subjects~~an independent inspection company that acts as an agent of the customer.

From time to time, the Company enters into agreements where the customer has the right to exercise a put option requiring the Company to ~~risk. This risk~~buyback a crane at an agreed upon price. The Company evaluates each agreement at inception to determine if the customer has a significant economic incentive to exercise that right. If it is ~~limited due~~determined that the customer has a significant economic incentive to exercise that right, the agreement is accounted for as a lease in accordance with ASC Topic 842 “Leases” (“Topic 842”). If it is determined that the customer does not have a significant economic incentive to exercise that right, then revenue is recognized when control of the asset is transferred to the ~~large number of customers and their dispersion across various industries and many geographical areas. However, a significant amount~~customer. Refer to Note 20, “Guarantees,” for additional information.

Given the nature of the Company’s ~~receivables~~products, the customer may request that the product be held until a delivery location is identified. Under these “bill and hold” arrangements, sales are ~~with distributors~~recognized when all of the following criteria are met: 1) the reason for the bill-and-hold arrangement is substantive, 2) the product is separately identified as belonging to the customer, 3) the product is ready for transfer to the customer, and ~~contractors~~4) the Company does not have the ability to use the product or direct it to another customer.

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CraneAttachment Sales

Aftermarket Part Sales

Other Sales

The Company’s other sales consist primarily of sales from:

•

Repair and field service work;

•

Remanufacturing; and

•

Rental of cranes.

The Company’s performance obligations for other sales generally relates to performing specific agreed upon services. Depending on the nature of the contract, sales are recognized upon the completion of those services or over the service period based on a measure of progress.

Practical Expedients and Exemptions

The Company expenses sales commissions when incurred because the amortization period would be one year or less. These costs are recorded within engineering, selling and administrative expenses in the ~~construction industry, customers servicing the U.S. steel industry and government agencies.~~ Consolidated Statement of Operations.

The Company ~~currently~~accounts for shipping and handling activities performed after control of a product has been transferred to the customer as a fulfillment cost. As such, we have applied the practical expedient and we accrue for the costs of shipping and handling activities if revenue is recognized before contractually agreed shipping and handling activities occur.

The Company does not ~~foresee a significant credit risk associated~~disclose the value of unsatisfied performance obligations for (i) contracts with ~~these individual groups~~an original expected length of ~~receivables but continues~~one year or less and (ii) contracts for which it recognizes revenue at the amount to ~~monitor~~which it has the ~~exposure, if any.~~right to invoice for services performed.

Recent Accounting Changes and Pronouncements

In ~~August 2017,~~September 2022, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. ~~2017-12 “Targeted Improvements to Accounting for Hedging Activities,” which amends ASC 815, “Derivatives and Hedging.”~~2022-04, "Disclosure of Supplier Financing Program Obligations”. The ~~purpose of~~amendments in this ASU isrequire that a buyer in a supplier finance program disclose sufficient information about the program to ~~better align~~allow a ~~company’s risk management activities~~user of financial statements to understand the program’s nature, activity during the period, changes from period to period, and financial reporting for hedging relationships, simplify the hedge accounting requirements, and improve the disclosures of hedging arrangements. The effective date is fiscal 2019, with early adoption permitted.potential magnitude. The Company ~~is evaluating the impact the~~adopted this ASU as of January 1, 2023. The adoption of this ASU ~~will~~did not have a material impact on ~~its~~the Company's consolidated financial statements.

In ~~May 2017,~~November 2023, the FASB issued ASU No. ~~2017-09 “Compensation~~2023-07, "Segment Reporting - ~~Stock Compensation (Topic 718): Scope of Modification Accounting,”~~Improvements to ~~provide clarity and reduce both diversity~~Reportable Segments Disclosures”. The amendments in ~~practice and cost complexity when applying the guidance in Topic 718 to a change to the terms and conditions of a stock-based payment award.~~this ASU ~~2017-09 also provides guidance~~improve reportable segment disclosure requirements, primarily through enhanced disclosures about ~~the types of changes to the terms or conditions of a share-based payment award that require an entity to apply modification accounting in accordance with Topic 718.~~significant segment expenses. The standard is effective for annual periods beginning after December 15, ~~2017,~~2023, and for interim periods ~~therein.~~within fiscal years beginning after December 15, 2024. Early adoption is permitted. The Company is evaluating the impact the adoption of this ASU will have on its consolidated financial statements.

In ~~March 2017,~~December 2023, the FASB issued ASU No. ~~2017-08 “Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20)~~2023-09, "Income Taxes (Topic 740): ~~Premium Amortization on Purchased Callable Debt Securities,”~~Improvements to shorten the amortization period for the premium to the earliest call date instead of the contractual life of the instrument. This new guidance will be effective for fiscal years, and interim periods within those fiscal years, beginning after December 15, 2018 with early adoption permitted. Entities will be required to apply the new guidance using the modified retrospective method with a cumulative-effect adjustment to retained earnings upon the adoption date. The Company is evaluating the impact the adoption of this ASU will have on its consolidated financial statements.

In March 2017, the FASB issued ASU No. 2017-07 “Compensation - Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost.” This ASU amends ASC 715, “Compensation – Retirement Benefits,” to require employers that present a measure of operating income in their statement of income to include only the service cost component of net periodic pension cost and net periodic postretirement benefit cost in operating expenses (together with other employee compensation costs). The other components of net benefit cost, including amortization of prior service cost/credit and settlement and curtailment effects, are to be included in nonoperating expenses. This ASU also allows only the service cost component of net benefit cost to be capitalized (for example, as a cost of inventory)Income Tax Disclosures”. The amendments in this ASU ~~should be applied retrospectively for~~enhance the ~~presentation~~transparency and decision usefulness of ~~the service cost component and the other components of net periodic pension cost and net periodic postretirement benefit cost in the~~ income ~~statement and prospectively, on and after the effective date, for the capitalization of the service cost component of net periodic pension cost and net periodic postretirement benefit in assets, and~~tax disclosures. The standard is effective for ~~public companies for fiscal years~~annual periods beginning after December 15, ~~2017; early~~2024. Early adoption is permitted. The Company is evaluating the impact the adoption of this ASU will have on its consolidated financial statements.

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In January 2017, the FASB issued ASU No. 2017-04 - “Intangibles – Goodwill and Other (Topic 350): Simplifying the Accounting for Goodwill Impairment.” This ASU simplifies the accounting for goodwill impairment. The guidance removes Step 2

3. Business Combinations

Acquisition of the ~~goodwill impairment test,~~H&E Crane Business

On October 1, 2021, the Company completed the acquisition of substantially all of the assets and certain liabilities of the crane business of H&E Equipment Services, Inc. (“H&E”) for a transaction price of approximately $136.8 million which ~~required a hypothetical~~is inclusive of the purchase price ~~allocation. A goodwill impairment is now~~of $130.0 million, working capital and other adjustments of $3.7 million and settlement of outstanding balances between the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. ASU No. 2017-04 will be effective for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption was permitted for any impairment tests performed after January 1, 2017,Company and the ~~Company early adopted this ASU effective in~~acquired company of $3.1 million. The acquisition was funded from existing cash resources, including the ~~first quarter~~use of ~~2017. The adoption of this ASU did not have a material impact on~~ the Company's ~~consolidated financial statements.~~

~~Table~~asset-based revolving credit facility. At the time of ~~Contents~~

~~In November 2016,~~ acquisition, the ~~FASB issued ASU No. 2016-18 “Statement~~acquired crane business of ~~Cash Flows (Topic 230): Restricted Cash (a consensus of~~H&E operated with ten full-service branch locations under the ~~FASB Emerging Issues Task Force)~~Company's wholly owned subsidiary, MGX Equipment Services, LLC (“MGX”).” The amendments of this ASU address the diversity of presentation of restricted cash by requiring a statement of cash flows to explain the change during the period in the total cash, cash equivalents and amounts generally described as restricted cash or restricted cash equivalents. ASU 2016-18 will be effective for fiscal years beginning after December 15, 2017. The Company is evaluating the impact the adoption of this ASU will have on its consolidated financial statements.

In October 2016, the FASB issued ASU No. 2016-16 - “Income Taxes (Topic 740): Intra-Entity Transfer of Assets Other than Inventory,” which requires the recognition of the income tax consequences of an intra-entity transfer of an asset, other than inventory, when the transfer occurs. ASU 2016-16 will be effective for fiscal years beginning after December 15, 2017. The Company is currently evaluating the impact of adopting this ASU on its consolidated financial statements.

In August 2016, the FASB issued ASU No. 2016-15 - “Statement of Cash Flows (Topic 230): Classification of Certain Cash Receipts and Cash Payments.” This Update addresses eight specific cash flow issues with the objective of reducing the existing diversity in practice and affects all entities required to present a statement of cash flows under Topic 230. This standard will be effective for fiscal years beginning after December 15, 2017, including interim periods within those fiscal years. The Company is evaluating the impact 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” (Topic 606), which supersedes the revenue recognition requirements in ASC 605, Revenue Recognition. This was further clarified with technical corrections issued within ASU 2015-14, ASU 2016-08, ASU 2016-10, ASU 2016-11, ASU 2016-12, ASU 2016-20, and ASU 2017-05. The new revenue recognition guidance was issuedacquired crane business expands Manitowoc’s ability to provide new sales, used sales, aftermarket parts, service and crane financing options to a ~~single, comprehensive revenue recognition model for all contracts with customer. Under the new guidance, an entity will recognize revenue~~variety of end market customers.

The transaction price was allocated to depict the transfer of promised goods or services to customer at an amount that the entity expects to be entitled to in exchange for those goods or services. A five-step model has been introduced for an entity to apply when recognizing revenue. The new guidance also includes enhanced disclosure requirementsunderlying assets acquired and is effective January 1, 2018. Entities have the option to apply the new guidance under a retrospective approach to each prior reporting period presented, or a modified retrospective approach with the cumulative effect of initially applying the new guidance recognizedliabilities assumed based upon their estimated fair values at the date of ~~initial application within~~ the ~~Consolidated Statement~~combination as follows:


Net working capital	$	48.8
Property, plant and equipment		13.1
Rental fleet		48.2
Goodwill		7.8
Noncompetition agreement intangible		3.8
Customer relationships intangible		15.1
Total fair value consideration	$	136.8

The amount of ~~Changes~~net sales generated by MGX during the years ended December 31, 2023, 2022 and 2021 was $277.2 million, $218.4 million and $50.6 million, respectively.

Acquisition of Aspen Equipment Company

On September 1, 2021, the Company completed the acquisition of substantially all of the assets of Aspen Equipment Company (“Aspen”), a diversified crane dealer and a leading final stage purpose built work truck upfitter, for a purchase price of approximately $50.2 million. The acquisition of Aspen was funded from existing cash resources and expands Manitowoc's direct-to-customer footprint in ~~Stockholder's Equity.~~ Iowa, Nebraska and Minnesota with new sales, used sales, parts, service and rentals to a variety of end markets.

Included in the purchase price was $12.9 million of net working capital, $5.6 million of property, plant and equipment, $19.3 million of rental fleet, $0.4 million of other assets, $6.6 million of goodwill and $5.4 million of intangible assets.

Net sales generated by Aspen during the years ended December 31, 2023, 2022 and 2021 was $109.4 million, $79.8 million and $23.6 million, respectively.

4. Net Sales

The Company ~~will adopt~~defers revenue when cash payments are received in advance of satisfying the new guidance effective January 1, 2018, utilizing the modified retrospective approach. Based upon review of the Company's current revenue recognition practices, the Company did not identify any terms or conditions in the contracts reviewed which changed the Company’s pattern of revenue recognition than thatrelated performance obligation. These amounts are recorded ~~under the superseded guidance. The adoption of this ASU will not have a material impact on the Company's 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 accounting principles generally accepted in the United States of America 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 aspects of the accounting for share-based payment transactions, 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 is for annual periods beginning after December 15, 2016 and interim periods within those annual periods. The adoption of this ASU did not have a material impact on the Company's 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 adoption of this ASU did not have a material impact on the Company's 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 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

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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. The Company is evaluating the impact the adoption of this ASU will have on its 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 FIFO basis. 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 LIFO basis. The amendments in this ASU are effective for fiscal years, and for interim periods within those fiscal years, beginning after December 15, 2016. The adoption of this ASU did not have a material impact on the Company's consolidated financial statements.

~~3. 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~~customer advances in the Consolidated ~~Statements of Operations. Concurrent with~~Balance Sheets. The table below shows the ~~Spin-Off,~~change in the customer advances balance for the year ended December 31, 2023 and 2022.


	2023			2022
Balance at beginning of period	$	21.9		$	28.7
Cash received in advance of satisfying performance obligations		147.7			130.6
Revenue recognized		(150.8	)		(139.2	)
Currency translation		0.4			1.8
Balance at end of period	$	19.2		$	21.9

The Company ~~received~~recognizes a ~~$1,361.7 million dividend from MFS. The following table presents~~contract asset for certain remanufacturing, repair and field service work when the ~~financial results of MFS through the date~~service is completed but unbilled as of the ~~Spin-Off for~~end of the ~~indicated periods and do not include corporate overhead allocations:~~

~~Major classes of line items constituting earnings from discontinued operations before income taxes related to MFS~~

(in millions)

2016

2015

Net sales

$
219.6

$
1,570.1

Cost of sales

141.5

1,065.6

Engineering, selling and administrative expenses

48.3

271.3

Amortization of intangible assets

5.2

31.4

Asset impairment expense

—

9.0

Restructuring expense

0.3

4.6

Separation expense

27.7

39.4

Other

—

0.9

Total operating costs and expenses

223.0

1,422.2

Operating (loss) income

(3.4
)

147.9

Other (expense) income

(2.2
)

23.4

(Loss) income from discontinued operations before
income taxes

(5.6
)

171.3

Provision for taxes on income

0.6

35.9

(Loss) income from discontinued operations, net of
income taxes (1)

$
(6.2
)

$
135.4

~~(1)~~

~~For~~period. Contract assets are recorded in other current assets in the year ended December 31, 2016 and 2015, the Company recorded net (losses) income of $(1.0) million and $0.0 million, respectively, from various other businesses disposed of prior to 2014. This 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.

~~No assets or liabilities of MFS are reflected on the Company's~~ Consolidated Balance ~~Sheet~~Sheets. Contract assets are immaterial as of December 31, ~~2017~~2023 and ~~2016.~~ 2022.

Manitowoc and MFS entered into several agreements in connection with the Spin-Off, including a transition services agreement (“TSA”), separation and distribution agreement, tax matters agreement, intellectual property matters agreement and an employee matters agreement.

Pursuant to the TSA, Manitowoc, MFS and their respective subsidiaries are providing various services to each other on an interim, transitional basis. 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 all have terminated. Billings by Manitowoc under the TSA were recorded as a reduction of the costs to provide the respective service in the applicable expense category.

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Separation costs recorded by the Company during the twelve months ended December 31, 2017 related to the Spin-Off were not material. During the twelve months ended December 31, 2016 and 2015, the Company recorded $27.7 million and $39.4 million, respectively, of separation costs related to the Spin-Off. Separation costs consisted primarily of professional and consulting fees and were included in the results of discontinued operations.

4.5. Fair Value of Financial Instruments

The following tables set forth the Company’s financial assets and liabilities that were accounted for at fair value as of December 31, 2016 by level within the fair value hierarchy. At December 31, 2017, there was an immaterial amount of financial assets and liabilities that were accounted for at 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.

Fair Value as of December 31, 2016

(in millions)

Level 1

Level 2

Level 3

Total

Current Assets:

Foreign currency exchange contracts

$
—

$
0.2

$
—

$
0.2

Commodity contracts

—

0.2

—

0.2

Total current assets at fair value

$
—

$
0.4

$
—

$
0.4

Current Liabilities:

Foreign currency exchange contracts

$
—

$
1.0

$
—

$
1.0

Total current liabilities at fair value

$
—

$
1.0

$
—

$
1.0

The fair value of the Company’s 12.750% senior secured second lien notes due 2021 (the “2021 Notes”) was approximately $297.3 million and $282.2 million as of December 31, 2017 and 2016, respectively.

ASC Topic 820-10 ("ASC 820") 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~~820 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

~~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 following tables sets forth the Company’s financial assets and liabilities related to FX Forward Contracts and the Manitowoc Company, Inc. Deferred Compensation Plan (the "Deferred Compensation Plan") that were accounted for at fair value as of December 31, 2023 and 2022.


	Fair Value as of December 31, 2023
	Level 1		Level 2		Level 3		Total		Recognized Location
Current Assets:
FX Forward Contracts	$	—	$	1.6	$	—	$	1.6	Other current assets
Deferred Compensation Plan - Program B		8.1		—		—		8.1	Other non-current assets
Total current assets at fair value	$	8.1	$	1.6	$	—	$	9.7
Current Liabilities:
FX Forward Contracts	$	—	$	0.6	$	—	$	0.6	Accounts payable and accrued expenses


	Fair Value as of December 31, 2022
	Level 1		Level 2		Level 3		Total		Recognized Location
Current Assets:
FX Forward Contracts	$	—	$	5.7	$	—	$	5.7	Other current assets
Current Liabilities:
FX Forward Contracts	$	—	$	0.3	$	—	$	0.3	Accounts payable and accrued expenses

The fair value of the senior secured second lien notes due on April 1, 2026, with an annual coupon rate of 9.000% (the “2026 Notes”), was approximately $302.7 million as of December 31, 2023. Refer to Note 12, “Debt,” for a description of the 2026 Notes and the related carrying value.

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 ~~2021~~2026 Notes based on quoted market prices of the instruments; because these markets are typically ~~thinly~~actively traded, the liabilities are classified as Level 21 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 11, “Accounts Receivable Securitization”)~~ and short-term variable debt, including any amounts outstanding under ~~our~~the Company's revolving credit facility, approximate fair value, without being discounted as of December 31, ~~2017 and December 31, 2016~~2023 due to the short-term nature of these instruments.

As a result of the Company’s 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 its 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, interest rate, and commodity contractsFX Forward Contracts are valued through an independent valuation source which 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. Refer to Note 6, “Derivative Financial Instruments,” for additional information.

62The Deferred Compensation Plan utilizes a rabbi trust to hold assets intended to satisfy the Company's corresponding future benefit obligations. The plan assets and corresponding obligations for Program B under the Deferred Compensation Plan are classified within Level 1. Refer to Note 21, "Employee Benefit Plans," for additional information on the Deferred Compensation Plan.

6. Derivative Financial Instruments

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The Company’s risk management objective is to ensure that business exposures to risks are minimized using the most effective and efficient methods to eliminate, reduce, or transfer such exposures. Operating decisions consider these associated risks and, whenever possible, transactions are structured to avoid or mitigate these risks.

5.From time to time, the Company enters into FX Forward Contracts to manage the exposure on forecasted transaction denominated in non-functional currencies and to manage the risk of transaction gains and losses associated with assets/liabilities in currencies other than the functional currency of certain subsidiaries. Certain of these FX Forward Contracts are designated as cash flow hedges. To the extent these derivatives are effective in offsetting the variability of the hedged cash flows, changes in the derivatives’ fair value are not included in current earnings but are included in AOCI. These changes in fair value are reclassified into earnings as a component of cost of sales, as applicable, when the forecasted transaction impacts earnings. In addition, if the forecasted transaction is no longer probable, the cumulative change in the derivatives’ fair value is recorded as a component of other income (expense) – net in the period in which the transaction is no longer considered probable of occurring. No amounts were recorded related to forecasted transactions no longer being probable during the years ended December 31, 2023, 2022 or 2021.

The Company had FX Forward Contracts with an aggregate notional amount of $140.1 million and $87.7 million outstanding as of December 31, 2023 and 2022, respectively. The aggregate notional amount outstanding as of December 31, 2023 is scheduled to mature within one year. The FX Forward Contracts purchased are denominated in various foreign currencies. As of December 31, 2023 and 2022, the net fair value of these contracts was a net short-term asset of $1.0 million and $5.4 million, respectively. Net unrealized gains (losses), net of income tax, recorded in AOCI were $1.3 million as of December 31, 2023 and $5.4 million as of December 31, 2022.

The gains (losses) recorded in the Consolidated Statement of Operations for FX Forward Contracts for the years ended December 31, 2023, 2022 and 2021 are summarized as follows:


	Recognized Location	2023			2022			2021
Designated	Cost of sales	$	2.3		$	(5.8	)	$	(1.1	)
Non-Designated	Other income (expense) - net		(3.3	)		7.2			0.4

7. Inventories

The components of inventories atas of December 31, ~~2017~~2023 and ~~December 31, 2016~~2022 are summarized as follows:


	2023		2022
Raw materials	$	164.7	$	161.2
Work-in-process		111.3		141.3
Finished goods		390.5		309.4
Total Inventories	$	666.5	$	611.9

(in millions)

2017

2016

Raw materials

$
122.0

$
109.3

Work-in-process

94.3

88.4

Finished goods

227.7

270.9

Total inventories — gross

444.0

468.6

Excess and obsolete inventory reserve

(47.9
)

(39.6
)
Net inventories

$
396.1

$
429.0

As described in Note 2, in the fourth quarter of 2016, the Company elected to change its method of accounting for certain inventory in the U.S. from LIFO to FIFO. The Company applied this change in method of inventory costing by retrospectively adjusting the prior period financial statements. As a result of the retrospective adjustment of the change in accounting principle, certain amounts in the Company's consolidated financial statements for the year ended December 31, 2015 was adjusted as follows:

For the year ended December 31, 2015

Impact of Change

In millions (except per share data)

Historical

to FIFO

As adjusted

Cost of sales

$
1,537.0

$
(3.5
)

$
1,533.5

Operating (loss) income

(15.9
)

3.5

(12.4
)
Loss from continuing operations before taxes

(114.5
)

3.5

(111.0
)
Benefit for income taxes

(42.6
)

1.5

(41.1
)
Loss from continuing operations

(71.9
)

2.0

(69.9
)
Net (loss) income

63.5

2.0

65.5

Net (loss) income attributable to Manitowoc
   common shareholders

63.5

2.0

65.5

Basic (loss) income per share from continuing
   operations

(2.11
)

0.02

(2.06
)
Diluted (loss) income per share from
   continuing operations

(2.11
)

0.02

(2.06
)

~~The Consolidated Statements of Cash Flows for the year ended December 31, 2015 was adjusted as follows:~~

For the year ended December 31, 2015

Impact of Change

In millions

Historical

to FIFO

As adjusted

Net (loss) income

$
63.5

$
2.0

$
65.5

Deferred income taxes

(5.9
)

1.5

(4.4
)
Change in inventories, net

(3.7
)

(3.5
)

(7.2
)

The tables above present selected financial information “as adjusted for impact of change to FIFO” and “historical,” which represents the results of operations prior to the change to FIFO but after the classification of MFS to discontinued operations.

6.8. Notes Receivable

~~Notes~~The Company's notes receivable balances are classified as ~~of December 31, 2017 and 2016, consisted primarily~~current or long-term based on the timing of amounts due to the Company's captive finance company in China and the remaining balance on the note from the 2014 sale of Manitowoc Dong Yue. During 2017, the Company renegotiated the terms of the note with Manitowoc Dong Yue to provide extended payment terms. As a result of the renegotiation, the entire balance of the Manitowoc Dong Yue note isdue. Long-term notes receivable are included ~~in long-term notes receivable~~within other non-current assets in the Consolidated Balance ~~Sheet as of December 31, 2017.~~Sheet. As of December 31, ~~2017,~~2023, the Company had current and long-term notes receivable in the ~~amount~~amounts of ~~$31.1~~$6.7 million and ~~$27.4~~$1.1 million, respectively. As of December 31, ~~2016,~~2022, the Company had current and long-term notes receivable in the ~~amount~~amounts of ~~$62.4~~$10.6 million and ~~$21.1~~$2.0 million, respectively. ~~Long-term notes receivable are included within other long-term assets on~~In 2022, the Company recorded income of $4.8 million in engineering, selling and administrative expenses in the Consolidated ~~Balance Sheet.~~Statements of Operations to recognize the partial recovery of the previously written off long-term note receivable from the 2014 divestiture of the Company's Chinese joint venture.

6357

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7.9. Property, Plant and Equipment

The components of property, plant and equipment atas of December 31, ~~2017~~2023 and ~~December 31, 2016~~2022 are summarized as follows:

(in millions)	2017			2016

							2023			2022
Land	$	25.4		$	23.6		$	14.9		$	17.9
Building and improvements		196.4		$	225.0			201.5			194.7
Machinery, equipment and tooling		263.6		$	292.6			318.4			300.6
Furniture and fixtures		15.6		$	16.7			13.8			13.8
Computer hardware and software		114.4		$	126.0			135.8			129.4
Rental cranes		90.2		$	89.0			201.9			157.8
Construction in progress		17.3		$	16.7			7.2			8.4
Total cost		722.9			789.6			893.5			822.6
Less accumulated depreciation		(428.0	)		(480.8	)		(527.4	)		(487.3	)
Property, plant and equipment-net	$	294.9		$	308.8
Property, plant and equipment — net							$	366.1		$	335.3

InAdditions to property, plant and equipment included in accounts payable and accrued expenses in the ~~twelve months ended~~Consolidated Balance Sheets as of December 31, 2017 and 2016, the Company recorded $0.1 million and $96.9 million in asset impairment charges, respectively. See additional discussion of impairments in Note 19, “Restructuring and Asset Impairments.”2023 was $7.0 million.

Assets Held for Sale

~~The~~As of December 31, 2023, the Company ~~has~~had $3.0 million of property, plant and equipment classified ~~the Manitowoc, Wisconsin manufacturing building and Corporate headquarters~~ as ~~held for sale on the consolidated balance sheet. The net book value of~~ assets held for sale ~~were $25.0 million as of December 31, 2017 and are included~~recorded in other current assets onin the ~~balance sheet. No assets were~~Consolidated Balance Sheets. This amount relates to a manufacturing building and land in Fanzeres, Portugal.

As of December 31, 2022, the Company had $6.7 million of property, plant and equipment classified as assets held for sale onrecorded in other current assets in the ~~balance sheet as~~Consolidated Balance Sheets. This amount relates to the assets of ~~December 31, 2016.~~

~~These assets were carried at the lesser~~one of the ~~original cost or fair value, less the estimated costs to sell. The fair values were determined by~~Company's Brazilian subsidiaries, Manitowoc Brasil Guindastes Ltda, that the Company committed to ~~be Level 3 (see Note 4, “Fair Value of Financial Instruments,” for the definition of Level 3 inputs) under the fair value hierarchy~~sell in 2022 and ~~were estimated based on broker quotes~~a manufacturing building and ~~internal expertise related to current marketplace conditions.~~land in Fanzeres, Portugal.

8.10. Goodwill and ~~Other~~ Intangible Assets

The changes in the carrying amount of goodwill for the years ended December 31, ~~2017~~2023 and ~~December 31, 2016~~2022 are summarized as follows:


	Americas - Manufacturing			Americas - Distribution			MEAP			Consolidated
Balance as of January 1, 2022	$	166.5		$	15.1		$	68.1		$	249.7
Goodwill impairment		(166.5	)		—			—			(166.5	)
Purchase accounting adjustments		—			(0.7	)		—			(0.7	)
Foreign currency impact		—			—			(2.4	)		(2.4	)
Net balance as of December 31, 2022		—			14.4			65.7			80.1
Foreign currency impact		—			—			(0.5	)		(0.5	)
Net balance as of December 31, 2023	$	—		$	14.4		$	65.2		$	79.6

The gross carrying amount, accumulated impairment, and net book value of the Company's goodwill balances by reporting unit are summarized as follows:

(in millions)

Cranes

Americas

Europe and Africa ("EURAF")

Middle East and Asia Pacific ("MEAP")

Net balance as of January 1, 2016

$
306.5

$
—

$
—

$
—

Foreign currency impact

(6.9
)

—

—

—

Net balance as of December 31, 2016

299.6

—

—

—

Foreign currency impact

16.5

—

—

—

Reallocation of goodwill at October 31, 2017

(316.1
)

166.5

81.5

68.1

Foreign currency impact

—

—

4.4

0.8

Net balance as of December 31, 2017

$
—

$
166.5

$
85.9

$
68.9


	December 31, 2023							December 31, 2022

	Gross Carrying Amount		Accumulated Impairment Amount			Net Book Value		Gross Carrying Amount		Accumulated Impairment Amount			Net Book Value
Americas - Manufacturing	$	166.5	$	(166.5	)	$	—	$	166.5	$	(166.5	)	$	—
Americas - Distribution		14.4		—			14.4		14.4		—			14.4
EURAF		82.2		(82.2	)		—		82.2		(82.2	)		—
MEAP		65.2		—			65.2		65.7		—			65.7
Total	$	328.3	$	(248.7	)	$	79.6	$	328.8	$	(248.7	)	$	80.1

~~The Company accounts for goodwill and other intangible assets under the guidance of ASC Topic 350, “Intangibles — Goodwill and Other.”~~ The Company performs impairment reviews for goodwill and indefinite-lived intangible assets 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, or indefinite-lived intangible asset. The intangible asset is then subject to risk of write-down to the extent that the carrying amount exceeds the estimated fair value.

~~Table of Contents~~

~~The~~its annual goodwill ~~and indefinite-lived assets~~ impairment ~~testing was performed~~test during the fourth ~~quarter. Based on~~quarter, or more frequently if events or changes in circumstances indicate that the ~~results of that test, no impairment was indicated.~~asset might be impaired. The Company will continue to monitor changes in circumstances and test more frequently if those changes indicate that assets might be impaired. As of October 31, 2023, the Company performed its annual goodwill impairment test. The fair values of the Americas - Distribution and MEAP reporting units were

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substantially in excess of their carrying values as of the date of the annual impairment test and, therefore, were not impaired as of December 31, 2023.

During the year ended December 31, 2022, the Company recorded a $166.5 million non-cash impairment charge to write down the carrying value of goodwill at the Company's Americas - Manufacturing reporting unit to zero. The goodwill impairment charge resulted from a reduction in the estimated fair value of the reporting unit based on a prolonged low Company equity market capitalization that continued into the fourth quarter of 2022 and a higher discount rate. The fair values of the Americas – Distribution and MEAP reporting units were substantially in excess of their carrying values as of the date of the annual impairment test and, therefore, were not impaired as of December 31, 2022.

The gross carrying amount, accumulated amortization and net book value of the Company’s intangible assets other than goodwill as of December 31, 2023 and 2022 are summarized as follows:


	December 31, 2023							December 31, 2022
	Gross Carrying Amount		Accumulated Amortization Amount			Net Book Value		Gross Carrying Amount		Accumulated Amortization Amount			Net Book Value
Definite lived intangible assets:
Customer relationships	$	26.5	$	(11.6	)	$	14.9	$	26.5	$	(10.0	)	$	16.5
Patents		29.2		(28.8	)		0.4		28.7		(28.2	)		0.5
Noncompetition agreements		4.2		(2.0	)		2.2		4.2		(1.2	)		3.0
Trademarks and tradenames		2.2		(1.0	)		1.2		2.2		(0.6	)		1.6
Other intangibles		0.7		(0.7	)		-		0.6		(0.5	)		0.1
Total		62.8		(44.1	)		18.7		62.2		(40.5	)		21.7
Indefinite lived intangible assets:
Trademarks and tradenames		92.6		—			92.6		91.0		—			91.0
Distribution network		14.3		—			14.3		14.0		—			14.0
Total		106.9		—			106.9		105.0		—			105.0
Total intangible assets	$	169.7	$	(44.1	)	$	125.6	$	167.2	$	(40.5	)	$	126.7

Amortization expense of intangible assets for the years ended December 31, 2023, 2022 and 2021 was $3.2 million, $3.1 million and $1.4 million, respectively.

Excluding the impact of any future acquisitions, divestitures or impairments, the Company's anticipated future amortization of intangible assets as of December 31, 2023 is summarized as follows:


Year
2024	$	2.9
2025		2.9
2026		2.5
2027		1.4
2028		1.4
Thereafter		7.6
Total	$	18.7

Definite lived intangible assets and long-lived assets are subject to impairment testing whenever events or circumstances indicate that the carrying value of the assets may not be recoverable. The Company determined there was not a triggering event during the year ended December 31, 2023.

The Company performs its annual indefinite-lived intangible assets impairment testing during the fourth quarter, or more frequently if events or changes in circumstances indicate that the asset might be impaired. The Company will continue to monitor changes in circumstances and test more frequently if those changes indicate that assets might be impaired. The Company has two indefinite-lived intangible assets subject to an annual impairment test: the Potain trademark, tradename and distribution network assets (“Potain Tradename”) and the Grove trademark, tradename and distribution network assets (“Grove Tradename”). As of October 31, 2023, the Company performed its annual indefinite-lived intangible assets impairment test. The fair value of the Potain and Grove Tradenames were substantially in excess of their carrying value as of the date of the annual impairment test, and, therefore were not impaired as of December 31, 2023.

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During the year ended December 31, 2022, the Company recorded a non-cash impairment charge of $5.4 million to write down the carrying value of the Grove Tradename to its fair value of $39.0 million. The Grove Tradename impairment charge was recorded in the Americas segment and was a result of downward pressure from the use of similar assumptions to those used in the annual goodwill impairment test which included revenue growth rate and discount rate. The fair value of the Potain Tradename was substantially in excess of its carrying value as of the date of the annual impairment test and, therefore, was not impaired as of December 31, 2022.

A considerable amount of management judgment and assumptions are required in performing the goodwill and indefinite-lived asset impairment ~~test, principally in determining~~tests as it relates to revenue growth rates, projected margin, the ~~fair value of the reporting unit.~~discount rate and relevant market multiples, as applicable. While the Company believes the judgments and assumptions are reasonable, different assumptions could change the estimated fair value and, therefore, ~~impairment charges~~additional impairments could be required. Weakening industry or economic trends, disruptions to ~~our~~the Company's business, unexpected significant changes or planned changes in the use of the assets or in entity structure are all factors which may adversely impact the assumptions used in the valuations.

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 Consolidated Balance Sheets and Results of Operations.

~~The gross carrying amount and accumulated amortization of the Company’s intangible assets other than goodwill are as follows as of December 31, 2017 and December 31, 2016.~~

December 31, 2017

December 31, 2016

(in millions)

Gross
Carrying
Amount

Accumulated
Amortization
Amount

Net
Book
Value

Gross
Carrying
Amount

Accumulated
Amortization
Amount

Net
Book
Value

Trademarks and tradenames

$
99.7

$
—

$
99.7

$
92.4

$
—

$
92.4

Customer relationships

10.7

(8.7
)

2.0

10.3

(7.8
)

2.5

Patents

30.6

(29.7
)

0.9

28.5

(27.4
)

1.1

Engineering drawings

10.8

(10.7
)

0.1

10.0

(9.9
)

0.1

Distribution network

19.5

(0.1
)

19.4

18.0

—

18.0

Other intangibles

0.1

(0.1
)

—

0.2

(0.2
)

—

$
171.4

$
(49.3
)

$
122.1

$
159.4

$
(45.3
)

$
114.1

Amortization of intangible assets for the years ended December 31, 2017, 2016 and 2015 was $0.8 million, $3.0 million and $3.0 million, respectively. Excluding the impact of any future acquisitions, divestitures or impairments, the Company anticipates amortization will be approximately $0.3 million per year through 2022.

9.11. Accounts Payable and Accrued Expenses

Accounts payable and accrued expenses atas of December 31, ~~2017~~2023 and ~~December 31, 2016~~2022 are summarized as follows:


	2023		2022
Trade accounts payable	$	254.7	$	274.6
Employee-related expenses		57.9		51.0
Accrued vacation		23.7		22.4
Miscellaneous accrued expenses		121.1		98.4
Total accounts payable and accrued expenses	$	457.4	$	446.4

(in millions)

2017

2016

Trade accounts payable

$
204.9

$
157.7

Employee-related expenses

59.7

28.1

Accrued vacation

23.8

21.8

Miscellaneous accrued expenses

87.4

113.6

$
375.8

$
321.2

12. Debt

~~10. Debt~~

Outstanding debt atas of December 31, ~~2017~~2023 and ~~December 31, 2016~~2022 is summarized as follows:

(in millions)	2017			2016
Revolving credit facility	$	—		$	—
Senior notes due 2021		251.9			249.8

							2023			2022
Borrowing under senior secured asset based revolving credit facility							$	60.0		$	80.0
2026 Notes								300.0			300.0
Other		26.1			35.7			13.7			8.0
Deferred financing costs		(3.1	)		(4.0	)		(1.6	)		(2.4	)
Total debt		274.9			281.5			372.1			385.6
Less current portion and short-term borrowings		(8.2	)		(12.4	)
Short-term borrowings and current portion of long-term debt								(13.4	)		(6.1	)
Long-term debt	$	266.7		$	269.1		$	358.7		$	379.5

~~Table of Contents~~

~~The balance sheet values~~On March 25, 2019, the Company and certain subsidiaries of the 2021 Notes as of December 31, 2017 and 2016 are not equal to the face value of the 2021 Notes, $260.0 million, because of original issue discounts (“OID”) included in the applicable balance sheet values.

~~As of December 31, 2017, the~~ Company ~~had outstanding $26.1 million of other indebtedness that has a weighted-average interest rate of approximately 5.4%. This debt includes balances on local credit lines and capital lease obligations.~~

~~On March 3, 2016, the Company~~(the “Loan Parties”) entered into a ~~$225.0 million Asset Based Revolving~~credit agreement (the “ABL Credit ~~Facility (as amended, the~~Agreement”) with JP Morgan Chase Bank, N.A. as administrative and collateral agent, and certain financial institutions party thereto as lenders, providing for a senior secured asset-based revolving credit facility (the “ABL Revolving Credit Facility”) ~~with Wells Fargo Bank, N.A. as administrative agent,~~of up to $275.0 million. The borrowing capacity under the ABL Revolving Credit Facility is based on the value of inventory, accounts receivable and ~~JP Morgan Chase Bank, N.A.~~certain fixed assets of the Loan Parties. The Loan Parties’ obligations under the ABL Revolving Credit Facility are secured on a first-priority basis, subject to certain exceptions and ~~Goldman Sachs Bank USA as joint lead arrangers.~~permitted liens, by substantially all of the personal property and fee-owned real property of the Loan Parties. The liens securing the ABL Revolving Credit Facility are senior in priority to the second-priority liens securing the obligations under the 2026 Notes and the related guarantees. The ABL Revolving Credit Facility ~~capacity calculation~~includes a $75.0 million letter of credit sub-facility, $10.0 million of which is ~~defined in~~available to the ~~Agreement and dependent on~~Company’s German subsidiary that is a borrower under the ~~fair value of inventory and fixed assets of the loan parties, which secure the borrowings. The~~ ABL Revolving Credit ~~Facility has~~Facility.

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certain limitations, of the crane rental assets of certain subsidiaries in the borrowing base used to calculate availability under the ABL Credit Agreement, (iii) permit separate financing of crane rental assets not included in the borrowing base and ~~includes~~(iv) replace U.S. dollar London Inter-bank Offered Rate with interest rates based on the secured overnight financing rate plus a ~~$75.0 million Letter of Credit sublimit, $10.0 million of which can be applied to the German borrower.~~credit spread adjustment (“SOFR”).

~~In October 2016,~~Borrowings under the ABL Revolving Credit Facility ~~was amended to accommodate certain previously restricted activates related to~~bear interest at a variable rate using either the ~~relocation~~Alternative Base Rate or SOFR plus the spread set forth below. The variable interest rate is based upon the average availability as of the Company’s manufacturing operations from Manitowoc, Wisconsin to Shady Grove, Pennsylvania. Among other things, the amendment allows the Company to transfer, sell and/or impair fixed assets located at the Wisconsin facility with limited impact on the availability under the facility.

~~In April 2017, the ABL Revolving Credit Facility was amended to modify several definitions regarding eligible equipment and inventory~~most recent determination date as ~~it relates to a key financial partner of the Company. The amendment has had, and is expected to continue to have, a minimal impact on the Company’s daily operations and borrowing limits.~~follows:


Average quarterly availability	Alternative base rate spread	SOFR spread
≥ 50% of Aggregate Commitment	0.25%	1.25%
< 50% of Aggregate Commitment	0.50%	1.50%

In December 2017, the Company notified the Administrative Agent of its intent to sell its Corporate headquarters in Manitowoc, Wisconsin, and the ABL Revolving Credit Facility was amended to permit that transaction and related restructuring activities.

As of December 31, ~~2017,~~2023 and 2022, the Company ~~did not have an~~had $60.0 million and $80.0 million, respectively, of borrowings outstanding ~~balance on~~under the ABL Revolving Credit Facility. During the year ended December 31, ~~2017,~~2023, the highest daily borrowing under the ABL Revolving Credit Facility was ~~$59.5~~$119.6 million and the average borrowing was ~~$18.4~~$103.4 million, while the ~~average~~weighted-average annual interest rate was ~~3.20%~~5.2%. During the year ended December 31, 2022, the highest daily borrowing under the ABL Revolving Credit Facility was $112.5 million and the average borrowing was $90.9 million, while the weighted-average annual interest rate was 3.1%. The interest rate of the ABL Revolving Credit Facility fluctuates based on excess availability. AsDuring the year ended December 31, 2023, the spreads for SOFR, and Alternative Base Rate borrowings were 1.25% and 0.25%, respectively. Excess availability as of December 31, ~~2017, the spreads for London interbank offer rate and prime rate borrowings were 1.50% and 0.50%, respectively, with excess availability of approximately $103.6~~2023 was $211.6 million, which represents revolver borrowing capacity of ~~$118.1~~$275.0 million less $60.0 million in borrowings outstanding and U.S. letters of credit outstanding of ~~$14.4~~$3.4 million.

As of December 31, 2023, the Company had outstanding $13.7 million of other indebtedness that has a weighted-average interest rate of approximately 4.9%. This debt includes balances on local credit lines, overdraft facilities and other financing arrangements. The ~~ABL Revolving Credit Facility replaced~~overdraft facilities are composed of five Euro facilities totaling €37.0 million and one Chinese Yuan facility totaling ¥30.0 million. Total U.S. dollar availability as of December 31, 2023 for the $1,050.0 million Third Amended and Restated Credit Agreement (the “Prior Senior Credit Facility”), which was entered into on January 3, 2014. The Prior Senior Credit Facility included three different loan facilities. The first was a revolving facility in the amount of $500.0six overdraft facilities is $45.2 million, with ~~a term of five years. The second facility was a Term Loan A in the aggregate amount of $350.0~~$11.2 million ~~with a term of five years. The third facility was a Term Loan B in the amount of $200.0 million, with a term of seven years.~~outstanding.

~~In the first quarter of 2016,~~On March 25, 2019, the Company ~~terminated the Prior Senior Credit Faciality along with $175.0 million notional amount of float-to-fixed interest rate swaps related to one~~and certain of its prior term loans, resulting in a loss of $5.9 million for the write-off of deferred financing expenses and $4.3 million for the termination of interest rate swaps. Prior to termination of the Prior Senior Credit Facility in March 2016, the highest daily borrowing was $234.0 million, the average borrowing was $117.4 million, and the average annual interest rate was 3.5%.

~~On February 18, 2016, the Company~~subsidiaries entered into an indenture with ~~Wells Fargo~~U.S. Bank ~~N.A.,~~National Association as ~~trust~~trustee and notes collateral agent, ~~and completed~~pursuant to which the ~~sale of $260.0~~Company issued $300.0 million aggregate principal amount of ~~its 2021 Notes.~~ the 2026 Notes with an annual coupon rate of 9.000%. Interest on the ~~2021~~2026 Notes is payable ~~semi-annually~~ in ~~February~~cash semi-annual in arrears on April 1 and ~~August~~October 1 of each year. The ~~2021~~2026 Notes ~~were sold pursuant to exemptions from registration~~are fully and unconditionally guaranteed on a senior secured second lien basis, jointly and severally, by each of the Company’s existing and future domestic subsidiaries that is either a guarantor or a borrower under the ~~Securities Act~~ABL Revolving Credit Facility or that guarantees certain other debt of ~~1933.~~the Company or a guarantor. The 2026 Notes and the related guarantees are secured on a second-priority basis, subject to certain exceptions and permitted liens, by pledges of capital stock and other equity interests and other security interests in substantially all of the personal property and fee-owned real property of the Company and of the guarantors that secure obligations under the ABL Revolving Credit Facility.

Both the ABL Revolving Credit Facility and ~~indenture governing~~ the ~~2021~~2026 Notes include customary covenants ~~and events of default~~ which include, without limitation, restrictions on, ~~indebtedness,~~the Company’s ability and the ability of the Company’s restricted subsidiaries to incur, assume or guarantee additional debt or issue certain preferred shares, pay dividends on or make other distributions in respect of the Company’s capital ~~expenditures,~~stock or make other restricted payments, ~~disposals,~~make certain investments, sell or transfer certain assets, create liens on certain assets to secure debt, consolidate, merge, sell, or otherwise dispose of all or substantially all of the Company’s assets, enter into certain transactions with affiliates and ~~acquisitions.~~designate the Company’s subsidiaries as unrestricted. Both the ABL Revolving Credit Facility and the 2026 Notes also include customary events of default. The ABL Revolving Credit Facility has customary representations and warranties including, as a condition to borrowing, that all such representations and warranties are true and correct, in all material respects, on the date of the borrowing, including representations as to no material adverse change in the Company’s business or financial condition since December 31, 2018.

Additionally, the ABL Revolving Credit Facility contains a ~~Fixed Charge Coverage springing financial~~ covenant ~~which measures~~requiring the Company to maintain a minimum fixed charge coverage ratio ~~of (i) consolidated earnings before interest, taxes, depreciation, amortization and other adjustments as defined~~under certain circumstances set forth in the ~~credit agreement, to (ii) fixed charges, as defined in the related credit agreement. The financial covenant is~~ABL Credit Agreement.

6661

Table of Contents

~~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.~~

The aggregate scheduled future maturities of outstanding debt obligations ~~in subsequent years are~~ as ~~follows (in millions):~~of December 31, 2023 is summarized as follows:


Year
2024	$	13.4
2025		60.3
2026		300.0
2027		—
2028		—
Thereafter		—
Total	$	373.7

Year

2018

$
8.2

2019

6.7

2020

3.8

2021

266.2

2022

0.4

Thereafter

0.7

Total

$
286.0

~~The~~The table of scheduled maturities above does not agree to the Company’s total debt as of December 31, ~~2017~~2023 as shown on the Consolidated Balance Sheet due to ~~$8.0 million of OID and $3.1~~$1.6 million of deferred financing costs.

As of December 31, ~~2017,~~2023, 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 ~~2021~~2026 Notes. Based upon management’s current plans and outlook, the Company believes it will be able to comply with these covenants during the subsequent twelve ~~months.~~months.

~~11.~~13. Accounts Receivable ~~Securitization~~Factoring

~~On March 3, 2016,~~Under these financing programs, the Company ~~replaced~~has the Fifth Amended and Restated Receivables Purchase Agreement dated December 15, 2014 (“Prior RPA”) and 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.

~~Under the RPA (and the related Purchase and Sale Agreements referenced in the RPA), the Company’s domestic trade accounts receivable are sold~~ability 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 a pool of receivables.~~

~~Table of Contents~~

~~The Purchaser receives ownership of the pool of~~sell eligible receivables ~~in each instance. New receivables are purchased by MTW Funding and resold~~up to the ~~Purchaser to replace previously sold investments discharged through normal cash collection processes. The Company acts as~~maximum limit.

For 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 $695.2 million and $600.3 million as of December 31, 2017 and 2016, respectively. Cash proceeds received from customers related to the receivables previously sold for the twelve monthsyears ended December 31, ~~2017~~2023 and ~~2016 were $645.5 million and $627.2 million, respectively.~~

~~Sales of trade receivables under~~2022, cash proceeds from the ~~program reflected as a reduction~~factoring of accounts receivable ~~in the accompanying Consolidated Balance Sheets~~qualifying as sales were ~~$31.8~~$163.5 million and ~~$19.5~~$234.5 million, respectively.

Financing charges incurred from the factoring of accounts receivable qualifying as ofsales for the year ended December 31, ~~2017~~2023, 2022 and 2016, respectively. The proceeds received, including collections on the deferred purchase price notes, are included in cash flows from operating activities in the accompanying Consolidated Statements of Cash Flows. The Company deems the interest rate risk related to the deferred purchase price notes to be de minimis, primarily because the average collection cycle of the related receivables is less than 60 days; and as such, 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 December 31, 2017 and December 31, 2016 was $60.6 million and $30.6 million, respectively, and is included in accounts receivable in the accompanying Consolidated Balance Sheets.

The securitization program 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 December 31, 2017, 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, the Company believes it will be able to comply with these covenants during the subsequent twelve months.

The Company's Prior RPA was entered into on December 15, 2014. Under the Prior RPA (and the related Purchase and Sale Agreements referenced in the Prior RPA), the Company’s domestic trade accounts receivable2021 were sold to certain affiliates of the Company which, in turn, then sold, conveyed, transferred and assigned to a third-party financial institution, all of the right, title and interest in and to the pool of receivables. The Prior RPA was subsequently amended to make various changes; such as in the originators and servicers thereunder and in the obligations of various MFS-related entities, generally in anticipation of the Spin-Off.immaterial.

~~12.~~14. Income Taxes

Income (loss) ~~from continuing operations are summarized below:~~

(in millions)

2017

2016

2015

(Loss) income from continuing operations before
income taxes:

Domestic

$
(98.5
)

$
(293.0
)

$
(184.0
)
Foreign

59.0

24.9

73.0

Total

$
(39.5
)

$
(268.1
)

$
(111.0
)

~~Table of Contents~~

~~Income tax provision (benefit) from continuing operations is summarized as follows:~~

(in millions)

2017

2016

2015

Current:

Federal and state

$
(12.8
)

$
(13.0
)

$
(48.6
)
Foreign

7.4

12.1

11.9

Total current

$
(5.4
)

$
(0.9
)

$
(36.7
)
Deferred:

Federal and state

$
(7.0
)

$
98.7

$
(8.3
)
Foreign

(37.1
)

2.7

3.9

Total deferred

$
(44.1
)

$
101.4

$
(4.4
)
Provision (benefit) for taxes on income

$
(49.5
)

$
100.5

$
(41.1
)

~~The federal statutory~~before income ~~tax rate is reconciled to the Company’s effective income tax rate for continuing operations~~taxes for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021 is summarized as follows:


	2023			2022			2021
Income (loss) before income taxes:
United States	$	(32.7	)	$	(203.8	)	$	(39.0	)
Foreign		76.9			83.6			56.1
Total	$	44.2		$	(120.2	)	$	17.1

Provision for income taxes for the years ended December 31, 2023, 2022 and 2021 is summarized as follows:


	2023			2022			2021
Current:
United States federal and state	$	0.3		$	(11.7	)	$	(1.2	)
Foreign		10.7			10.9			7.9
Total current		11.0			(0.8	)		6.7
Deferred:
United States federal and state		—			(2.4	)		0.6
Foreign		(6.0	)		6.6			(1.2	)
Total deferred		(6.0	)		4.2		$	(0.6	)
Provision for income taxes	$	5.0		$	3.4		$	6.1

Table of Contents

2017

2016

2015

Federal income tax at statutory rate

35.0
%

35.0
%

35.0
%
State income provision (benefit)

16.3

2.3

5.7

Manufacturing & research incentives

7.9

2.0

(0.4
)
Taxes on foreign income which differ from the U.S.
statutory rate

41.5

2.4

8.3

Adjustments for unrecognized tax benefits

0.5

(4.0
)

1.5

Adjustments for valuation allowances

287.7

(69.8
)

(8.5
)
Spin-off tax costs

—

(1.3
)

(1.8
)
U.S. Tax Reform

(228.3
)

—

—

Other items

(35.4
)

(4.1
)

(2.8
)
Effective tax rate

125.2
%

(37.5
)%

37.0
%

~~On December 22, 2017,~~The items accounting for the ~~President of~~difference between income taxes computed at the United States ~~signed into law~~federal statutory rate and the Tax Reform Act. The legislation significantly changes U.S. tax law by, among other things, lowering corporate income tax rates, and imposing a repatriation tax on deemed repatriated earnings of foreign subsidiaries. The Tax Reform Act permanently reducesCompany's effective rate for the U.S. corporate income tax rate from a maximum of 35% to a flat 21% rate, effective January 1, 2018. As a result of the reduction in the U.S. corporate income tax rate from 35% to 21% under the Tax Reform Act, the Company revalued its ending net deferred tax assets and offsetting valuation allowance atyears ended December 31, ~~2017, resulting in a net tax benefit of $6.5 million.~~2023, 2022 and 2021 is summarized as follows:


	2023			2022			2021
Federal income tax at statutory rate	$	9.3		$	(25.2	)	$	3.6
State income tax provision		2.0			0.9			0.3
Manufacturing and research incentives		(1.3	)		(0.5	)		(0.2	)
Taxes on foreign income which differ from the federal statutory rate		9.1			(1.9	)		1.5
Adjustments for unrecognized tax benefits		0.2			(11.0	)		(2.3	)
Adjustments to valuation allowances		(28.6	)		5.2			4.5
United States tax reform		10.1			4.8			(1.6	)
Goodwill and indefinite-lived intangible asset impairment		—			31.7			—
Audit settlements		(3.0	)		—			(1.9	)
Non-deductible expenses		8.2			1.6			1.3
Other items		(1.0	)		(2.2	)		0.9
Provision for income taxes	$	5.0		$	3.4		$	6.1

~~The Tax Reform Act provided for a one-time deemed mandatory repatriation of post-1986 undistributed foreign subsidiary earnings and profits (“E&P”) through~~For the year ended December 31, ~~2017. The Company calculated~~2023, the provision for income taxes was favorably impacted by the release of a ~~provisional $54.0~~$19.0 million valuation allowance, and a $3.2 million tax benefit for the favorable resolution of ~~federal and state~~a previously reserved foreign income tax ~~expense for this item. After~~matter. These benefits were partially offset by the ~~utilization~~tax effect of ~~net operating losses, the Company expects no U.S. cash tax impact.~~

On December 22, 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”) to address the application of U.S. GAAP in situations when a registrant does not have the necessary information available, prepared, or analyzed (including computations) in reasonable detail to complete the accounting for certain income tax effects of the Tax Reform Act. The Company has recognized the provisional federal and state tax impacts$8.2 million related to ~~deemed repatriated earnings and the revaluation of deferred tax assets and liabilities and included these amounts in its consolidated financial statements for~~non-deductible expenses. For the year ended December 31, ~~2017. The ultimate impact may differ from these provisional amounts, possibly materially, due~~2022, the benefit for income taxes related to ~~among other things, additional analysis, changes in interpretations and assumptions the Company has made, additional regulatory guidance that may be issued, and actions the Company may take~~unrecognized tax benefits was primarily driven by a release of a $12.1 million uncertain tax position, inclusive of $1.2 million of interest, related to U.S. Federal tax planning strategies implemented as a result of the ~~Tax Reform~~Coronavirus Aid, Relief and Economic Security Act. ~~In addition,~~For the year ended December 31, 2021, the provision for income taxes was favorably impacted by a $1.9 million French income tax refund as a result of a Mutually Agreed upon Procedure for 2006 between the Italian and French tax authorities. There were no significant items included in “other items” for the years ended December 31, 2023, 2022 and 2021.

For the years ended December 31, 2023, 2022 and 2021 the Company ~~is still analyzing its permanent reinvestment assertion in light of the Tax Reform Act. The accounting is expected to be complete in the fourth quarter of 2018.~~

~~Beginning in 2018, the Tax Reform Act includes two new U.S. corporate~~recorded a net income tax ~~provisions,~~inclusion for the global intangible low-taxed income (“GILTI”) in the amount of $48.0 million, $22.9 million and $2.5 million, respectively, which is fully offset by the valuation allowance recorded in the United States. The GILTI inclusion for each respective year is reflective of the final regulations issued in 2020 relating to Internal Revenue Code Section 951A and the ~~base-erosion and anti-abuse~~treatment of foreign income subject to a high tax ~~(“BEAT”) provisions. The GILTI provision require~~rate. While effective beginning in 2021, the regulations allowed for retroactive application which the Company elected in the period of issuance for 2020 and 2019. In 2021, the Company filed an amended return to ~~include~~adopt the regulations for the 2019 tax year, resulting in ~~its U.S.~~the recognition of a net income tax ~~return foreign subsidiary earnings in excess~~benefit of ~~an allowable return on the foreign subsidiary’s tangible~~

~~Table of Contents~~

assets. The BEAT provision in the Tax Reform Act eliminate the deduction of certain base-erosion payments made to related foreign corporates, and impose a minimum tax if greater than regular tax. The Company is still evaluating the potential impact of the GILTI and BEAT provisions and accordingly has not recorded a provisional estimate$1.6 million for the year ended December 31, ~~2017.~~2021.

The 2017, 2016 and 2015 effective tax rates were favorably impacted by income earned in jurisdictions where the statutory rate was less than 35%. The rate reconciling items included above, when adjusted for actual dollar values, are consistent with prior year. The percentage impacts are higher in 2017 due to the lower consolidated pretax loss.

As of each reporting date, the ~~Company's management~~Company considers new evidence, both positive and negative, that could impact ~~management's view with regard~~its assessment related to future realization of deferred tax assets. ~~Due to~~The provision for income taxes for the ~~Spin-Off that occurred in~~year ended December 31, 2023 includes a $19.0 million income tax benefit for the ~~first quarter~~release of 2016, management reevaluated the deferred tax assets related to the domestic crane operations and determined that it was more likely than not that deferred tax assets related to its domestic crane operations were not realizable and the Company recorded a valuation allowance.

The income tax provision for the year ended December 31, 2022 includes a $1.2 million income tax benefit for the release of a valuation allowance. The income tax provision for the year ended December 31, 2021 includes a $7.2 million net increase to valuation allowances for other jurisdictions, partially offset by a $2.7 million income tax benefit for the partial release of a valuation allowance. As of December 31, 2023, the Company has recorded valuation allowances on ~~the~~ deferred tax assets for certain legal entities in Brazil, China, ~~Leasing, Germany, India, Slovakia,~~Chile, Russia, the U.K., and the ~~U.S.~~United States as it is more likely than not that ~~they~~the assets will not be ~~utilized. Also during 2017, the Company released a $40.2 million valuation allowance in France. The 2017 tax provision was impacted by a net decrease~~realized.

Table of $113.8 million related to valuation allowances in these jurisdictions, with the primary drivers being the French valuation allowance release noted above, Internal Revenue Service audit resolution of $13.7 million, and U.S. tax reform impact of $68.9 million.Contents

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.

For 2017, the only significant item included in Other items was the IRS audit resolution. For 2016, the only significant item included in Other items was the net operating loss. For 2015, no items included in Other items are individually, or when appropriately aggregated, significant. Note certain prior period numbers were reclassified to conform to current year presentation.

Temporary differences and carryforwards that give rise to deferred tax assets and liabilities ~~include the following items:~~are summarized as follows:


	2023			2022
Deferred income tax assets:
Inventories	$	14.7		$	25.3
Deferred employee benefits		27.8			28.2
Product warranty reserves		7.8			8.7
Product liability reserves		2.6			2.2
Tax credits		7.9			7.2
Loss and other tax attribute carryforwards		114.1			129.6
Deferred revenue		3.9			0.2
Capitalized research costs		10.5			4.8
Other		12.5			13.8
Total deferred income tax assets		201.8			220.0
Less valuation allowance		(130.8	)		(174.1	)
Net deferred income tax assets	$	71.0		$	45.9
Deferred income tax liabilities
Accounts receivable	$	—		$	4.0
Property, plant and equipment		25.6			5.1
Intangible assets		28.5			28.0
Total deferred income tax liabilities	$	54.1		$	37.1
Net deferred income tax assets	$	16.9		$	8.8

(in millions)

2017

2016

Non-current deferred tax assets (liabilities):

Inventories

$
16.5

$
14.2

Accounts receivable

(5.4
)

(4.6
)
Property, plant and equipment

(9.7
)

19.0

Intangible assets

(33.8
)

(35.9
)
Deferred employee benefits

47.3

71.8

Product warranty reserves

5.5

6.1

Product liability reserves

5.0

7.8

Tax credits

6.7

4.9

Loss carryforwards

159.2

145.4

Deferred revenue

7.4

10.8

Transition tax

(26.2
)

—

Other

2.2

(1.7
)
Total non-current deferred tax assets

174.7

237.8

Less valuation allowance

(162.3
)

(269.6
)
Net deferred tax assets (liabilities), non-current

$
12.4

$
(31.8
)

~~Table of Contents~~

The net deferred tax assets ~~(liabilities) are~~ reflected in the Consolidated Balance Sheets for the years ended December 31, ~~2017~~2023 and 2022 are summarized as follows:


	2023			2022
Long-term income tax assets, included in other non-current assets	$	24.4		$	13.7
Long-term deferred income tax liability		(7.5	)		(4.9	)
Net deferred income tax asset	$	16.9		$	8.8

The Company believes that certain offshore cash can be accessed in a tax efficient manner and therefore, as of December 31, 2023, deferred taxes were not provided on approximately $175.7 million of unremitted earnings of foreign subsidiaries that may be remitted to the United States without material tax cost. The Company had approximately $397.4 million and $478.1 million of cumulative foreign earnings as of December 31, 2023 and December 31, ~~2016 as follows:~~

(in millions)

2017

2016

Long-term income tax assets, included in other non-current
assets

$
25.4

$
4.8

Long-term deferred income tax liability

(13.0
)

(36.6
)
Net deferred income tax asset (liability)

$
12.4

$
(31.8
)

~~The Company has not provided for additional U.S. state and foreign taxes on approximately $564.6 million~~2022, respectively, which are asserted to be permanently reinvested. Determination of undistributed earnings of consolidated non-U.S. subsidiaries included in stockholders’ equity. Such earnings could become taxable upon sale or liquidation of these non-U.S. subsidiaries or upon dividend repatriation of cash balances. Thethe amount of unrecognized deferred tax liability ~~on such~~related to these earnings is not ~~material. At~~practicable.

As of December 31, ~~2017,~~2023, the Company had approximately ~~$83.1~~$96.4 million of federal net operating loss carryforwards, which are available to reduce future federal tax liabilities. $14.1 million of the ~~Company’s total cash~~federal net operating loss carryforwards expire in 2036 and ~~cash equivalents were held by its foreign subsidiaries. This cash~~the remaining $82.3 million is ~~associated with earnings that~~not subject to any time restrictions for future use. As of December 31, 2022, the Company has asserted are permanently reinvested. The Company has no current plans to repatriate cash or cash equivalents held by its foreign subsidiaries because it plans to reinvest such cash and cash equivalents to support its operations and continued growth plans outside the U.S. through the funding of capital expenditures, acquisitions, research, operating expenses or other similar cash needs of these operations. Further, the Company does not currently forecast a need for these funds in the U.S. because its U.S. operations and debt service are supported by the cash generated by its U.S. operations.

~~The Company has~~had approximately ~~$131.3~~$96.8 million of ~~domestic~~ federal loss carryforwards, which are available to reduce future ~~domestic~~ federal tax liabilities. ~~The~~$13.5 million of the federal net operating loss carryforward ~~expires 2036-2037. All~~expire in 2036 and the remaining $83.3 million is not subject to any time restrictions for future use. However, utilization of the ~~domestic~~2023 and 2022 indefinite lived loss carryforwards ~~are~~is limited annually to 80% of adjusted taxable income. The carryforward is offset by a valuation ~~allowance.~~allowance as of December 31, 2023 and 2022.

As of December 31, 2023 and 2022, the Company had approximately $43.2 million and $26.8 million, respectively, of federal interest expense carryforward that is not subject to any time restrictions for future use. The utilization of the interest expense carryforward is limited annually to 30% of adjusted taxable income. The carryforward is offset by a full valuation allowance as of December 31, 2023 and 2022.

As of December 31, 2023 and 2022, the Company ~~has~~had approximately ~~$657.3~~$616.1 million and $651.9 million, respectively, of state net operating loss carryforwards, which are available to reduce future state tax liabilities. ~~These~~As of December 31, 2023, these state net operating loss carryforwards expire at various times through ~~2037.~~2043, respectively. The ~~Company has recorded~~carryforward is offset by a full valuation allowance ~~related to~~as of December 31, 2023 and 2022.

Table of Contents

As of December 31, 2023 and 2022, the ~~state net operating losses.~~

~~The~~ Company ~~has~~had approximately ~~$396.5~~$212.4 million and $263.5 million, respectively, of foreign loss carryforwards, which are available to reduce future foreign tax liabilities. Substantially all of the foreign loss carryforwards ~~are not subject to any time restrictions on their future use, and $242.9~~have an indefinite carryforward period of which $48.8 million ~~are~~is offset by a valuation ~~allowance.~~ allowance as of December 31, 2023 and $163.7 million as of December 31, 2022.

The Company or one of its subsidiaries files income tax returns in the ~~U.S. federal jurisdiction,~~United States and ~~various state and~~certain foreign jurisdictions. The following table provides the open tax years for which the Company could be subject to income tax examination by the tax authorities in its major jurisdictions:


Jurisdiction		Open Years
U.S. ~~Federal~~federal		~~2012~~2016 — ~~2017~~2023
China		~~2007~~2014 — ~~2017~~2023
France		~~2013~~2021 — ~~2017~~2023
Germany		~~2011~~2018 — ~~2017~~2023

Among other regular and ongoing examinations by federal and state jurisdictions globally, the Company closed the audit with the Internal Revenue Service for calendar years 2012 to 2014. The statute is still open for these years; however, no adjustments are anticipated. There have been no significant developments with respect to the Company’s ongoing tax audits in other jurisdictions.

The Company regularly assesses the likelihood of an adverse outcome resulting from examinations to determine the adequacy of its tax reserves. As of December 31, ~~2017,~~2023, 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.~~cashflows. However, the final determination with respect to any tax audits, ~~and~~including any related litigation costs, settlements, penalties and/or interest assessments, 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~~its financial position, results of operations and/or ~~cash flows~~cashflows 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.~~

~~Table of Contents~~

During the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015,~~2021, the Company recorded ~~a change~~an increase (decrease) to the gross unrecognized tax benefits including interest and penalties of ~~$(1.7)~~$0.2 million, ~~$4.9~~$(11.0) million and ~~$(1.9)~~$(2.1) million, ~~respectively.~~

~~During the years ended December 31, 2017, 2016 and 2015, the Company recognized in the Consolidated Statements~~respectively, of ~~Operations $0.3~~which $0.2 million, ~~$2.8~~$(1.7) million and ~~$(0.5)~~$(0.4) million, respectively, ~~for~~are a result of the net reductions to interest and penalties. Interest and penalties ~~related to uncertain tax liabilities, which the Company recognizes~~are recognized as a ~~part~~component of income tax expense. ~~As of December 31, 2017 and 2016, the Company has accrued interest and penalties of $7.7 million and $7.4 million, respectively.~~

A reconciliation of the beginning and ending amount of unrecognized tax benefits ~~for the years ended~~excluding interest and penalties as of December 31, ~~2017, 2016~~2023, 2022 and ~~2015 is~~2021 are summarized as follows:


	2023			2022			2021
Balance at beginning of year	$	9.1		$	18.4		$	20.1
Additions for tax positions of current year		0.1			0.1			0.1
Additions for tax positions of prior years		0.1			3.6			—
Reductions for tax positions of prior years		—			(11.0	)		(0.2	)
Reductions based on settlements with tax authorities		—			—			(0.2	)
Reductions for lapse of statute of limitations		(0.2	)		(2.0	)		(1.4	)
Balance at end of year	$	9.1		$	9.1		$	18.4

(in millions)

2017

2016

2015

Balance at beginning of year

$
21.5

$
19.4

$
20.8

Additions based on tax positions related to the
current year

0.9

1.1

1.3

Additions for tax positions of prior years

4.9

5.0

0.2

Reductions for tax positions of prior years

(0.5
)

(3.6
)

—

Reductions based on settlements with taxing authorities

(6.7
)

—

—

Reductions for lapse of statute

(0.6
)

(0.4
)

(2.9
)
Balance at end of year

$
19.5

$
21.5

$
19.4

~~Approximately $13.1~~As of December 31, 2023, 2022 and 2021, the Company recorded interest and penalties of $1.4 million, ~~$14.6~~$1.2 million and ~~$9.9~~$2.9 million, respectively.

Approximately $4.5 million, $4.7 million and $14.0 million of the Company’s unrecognized tax benefits as of December 31, ~~2017, 2016,~~2023, 2022 and ~~2015~~2021, respectively, would ~~affect~~impact the effective tax rate. ~~Note certain prior period numbers were reclassified to conform to current year presentation.~~

During the next twelve months, ~~it is reasonably possible that federal, state and foreign tax audit resolutions could reduce~~the unrecognized tax benefits ~~and income tax expense by up~~are not expected to ~~$9.0 million, either because the Company’s tax positions are sustained on audit~~significantly increase or ~~settled, or the applicable statute of limitations closes.~~

The Company has a Tax Matters Agreement with Manitowoc Foodservice, Inc. that provides that MFS shall be liable for and shall indemnify the Company against certain U.S. (including states) and foreign income taxes resulting from tax obligations arisingdecrease due to ~~operations reported on~~audit settlements or lapsing statutes of limitations.

15. Net Income (Loss) Per Common Share

The following is a separate company basis prior to March 4, 2016, where MFS has retained the legal entity post Spin-Off. In addition, the Company is liable for and shall indemnify MFS against certain U.S. (including states) and foreign income taxes arising due to operations prior to March 4, 2016, where such taxes result from combined filings (i.e., when the legal entitiesreconciliation of the ~~Company filed as a combined group with legal entities of MFS prior to the Spin-Off) or relate to operations where the Company has retained the legal entity past separation.~~

~~Table of Contents~~

~~13. Earnings~~ ~~Per Share~~

~~Basic earnings (loss) per share is computed as net earnings (loss) divided by the basic~~ weighted average common shares outstanding ~~of 35.1 million, 34.4 million~~used to compute basic and ~~34.0 million for the year ended December 31, 2017, 2016 and 2015, respectively. The calculation of~~ diluted ~~earnings~~net income (loss) per ~~share includes the effect~~common share:


	2023		2022		2021
Basic weighted average common shares outstanding		35,093,963		35,184,336		34,903,189
Effect of dilutive securities - equity compensation awards		868,815		—		549,366
Diluted weighted average common shares outstanding		35,962,778		35,184,336		35,452,555

Table of any dilutive equity incentive instruments. The Company uses the treasury stock method to calculate the effect of outstanding dilutive equity incentive instruments, which requires the Company to compute total proceeds as the sum of the amount the employee must pay upon exercise of the award and the amount of unearned stock-basedContents

Equity compensation ~~costs attributable to future services.~~

~~Equity incentive instruments~~awards for which ~~the~~ total employee proceeds from exercise exceed the average fair value of the same equity incentive instrument over the period have an anti-dilutive effect on earnings per share during periods with net ~~earnings,~~income, and accordingly, ~~the Company excludes them~~are excluded from ~~the calculation.~~diluted weighted average common shares outstanding. Anti-dilutive equity instruments of ~~approximately 36,300~~431,392 and 358,706 common shares were excluded from the computation of diluted net ~~earnings~~income per share for the ~~year~~years ended December 31, ~~2017.~~2023 and 2021, respectively. Due to the net loss ~~incurred~~ during the year ended December 31, ~~2016 and 2015,~~2022, the assumed exercise of all equity ~~incentive~~ instruments was anti-dilutive and, therefore, not included in the diluted loss per share calculation for ~~these periods.~~the period.

~~The following is a reconciliation~~No cash dividends were declared or paid as of ~~the average shares outstanding used to compute basic~~December 31, 2023, 2022 and ~~diluted earnings per share:~~2021.

16. Equity

2017

2016

2015

Basic weighted average common shares outstanding

35,111,594

34,441,777

34,009,048

Effect of dilutive securities - stock awards

743,308

—

—

Diluted weighted average common shares outstanding

35,854,902

34,441,777

34,009,048

~~14. Equity~~

Authorized capitalization consists of 7575.0 million shares of ~~$0.01~~$0.01 par value common stock and ~~3,500,000~~3.5 million shares of ~~$0.01~~$0.01 par value preferred stock. None of the preferred shares have been issued.

~~The amount and timing of any dividends are determined by~~During 2023, the Board of Directors at its regular meetings each year, subject to limitations within the indenture governing the Company’s 2021 Notes and the Company’s ABL Revolving Credit Facility. No cash dividends were declared or paid in the years ended December 31, 2017 and 2016. In the year ended December 31, 2015, the Company paid an annual dividend of $0.08 per share in the fourth quarter.

~~Currently, the Company has~~approved a new authorization to purchase up to .6$35.0 million ~~shares~~ of the Company's common stock at ~~management’s discretion; however,~~management's discretion, replacing the previously authorized but unused amount from the prior share repurchase authorization. The Company's share repurchases program purchases shares in the open market to offset stock-based awards issued in conjunction with the Company's 2013 Omnibus Incentive Plan. The total remaining under the new authorization is $35.0 million.

Under the prior share repurchase authorization, the Company ~~has certain restrictions from repurchasing~~repurchased 320,984 shares of ~~its capital~~the Company's common stock ~~or other equity interests under various covenants~~for $5.5 million during 2023.

As of ~~its debt agreement. Further,~~December 31, 2023, the Company’s operations in Russia have been substantially curtailed. As a result, the Company ~~has not purchased any shares~~released $9.3 million of non-cash foreign currency translation adjustments recorded in accumulated other comprehensive loss on the Consolidated Balance Sheets to other income (expense) – net in the Consolidated Statement of Operations. The results of the Company’s Russian operations continue to be included in its ~~common stock under this authorization since 2006.~~consolidated results in accordance with ASC 810, “Consolidation.”

The components of accumulated other comprehensive ~~income (loss)~~loss as of December 31, ~~2017~~2023 and ~~2016~~2022 are summarized as follows:


	2023			2022
Foreign currency translation, net of income tax benefit of $0.2 and $0.1	$	(77.4	)	$	(98.0	)
Derivative instrument fair market value, net of income tax provision of $0.0 and $0.0		1.3			5.4
Employee pension and postretirement benefit adjustments, net of income tax benefit of $13.6 and $12.9		(10.3	)		(15.3	)
Total accumulated other comprehensive loss	$	(86.4	)	$	(107.9	)

(in millions)

2017

2016

Foreign currency translation

$
(52.4
)

$
(110.8
)
Derivative instrument fair market value, net of income
taxes of $(0.3) and $(0.3)

0.1

(0.3
)
Employee pension and postretirement benefit adjustments,
net of income taxes of $(14.9) and $(19.0)

(45.1
)

(51.8
)

$
(97.4
)

$
(162.9
)

~~Table of Contents~~

A reconciliation ~~for~~of the changes in accumulated other comprehensive ~~income (loss),~~loss, net of income tax, by component ~~for the year ended~~as of December 31, ~~2016~~2023 and ~~December 31, 2017 is~~2022 are summarized as follows:


	Gains (Losses) on Cash Flow Hedges			Pension & Postretirement			Foreign Currency Translation			Total
Balance as of December 31, 2021	$	—		$	(32.3	)	$	(70.1	)	$	(102.4	)
Other comprehensive income (loss) before reclassifications		(0.4	)		15.5			(27.9	)		(12.8	)
Amounts reclassified from accumulated other comprehensive loss		5.8			1.5			—			7.3
Net other comprehensive income (loss)		5.4			17.0			(27.9	)		(5.5	)
Balance as of December 31, 2022		5.4			(15.3	)		(98.0	)		(107.9	)
Other comprehensive income (loss) before reclassifications		(1.8	)		2.4			11.3			11.9
Amounts reclassified from accumulated other comprehensive loss		(2.3	)		2.6			9.3			9.6
Net other comprehensive income (loss)		(4.1	)		5.0			20.6			21.5
Balance as of December 31, 2023	$	1.3		$	(10.3	)	$	(77.4	)	$	(86.4	)

Table of Contents

(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 loss before reclassifications

(2.9
)

(8.6
)

(20.4
)

(31.9
)
Amounts reclassified from accumulated other
comprehensive loss

4.3

4.5

—

8.8

Net current period other comprehensive income (loss)

1.4

(4.1
)

(20.4
)

(23.1
)
Distribution of MFS

2.1

34.9

31.0

68.0

Balance at December 31, 2016

(0.3
)

(51.8
)

(110.8
)

(162.9
)
Other comprehensive income (loss) before reclassifications

(0.3
)

7.0

58.4

65.1

Amounts reclassified from accumulated other
comprehensive income (loss)

0.7

(0.3
)

—

0.4

Net current period other comprehensive income

0.4

6.7

58.4

65.5

Balance at December 31, 2017

$
0.1

$
(45.1
)

$
(52.4
)

$
(97.4
)

A reconciliation ~~for~~of the reclassifications out of accumulated other comprehensive ~~income,~~loss, net of ~~tax,~~income taxes, for the ~~year~~years ended December 31, ~~2017 is~~2023, 2022 and 2021 are summarized as follows:


	Amount Reclassified from Accumulated Other Comprehensive Loss
	2023				2022			2021			Recognized Location
Gain (losses) on cash flow hedges
FX Forward Contracts	$	2.3		$	(5.8	)	$	(1.1	)		Cost of sales
Total before income taxes		2.3			(5.8	)		(1.1	)
Provision for income taxes		—			—			—
Total, net of income taxes	$	2.3		$	(5.8	)	$	(1.1	)
Amortization of pension and postretirement items
Actuarial losses	$	(2.6	)	$	(2.9	)	$	(4.7	)	(a)	Other income (expense) - net
Amortization of prior service cost		(0.1	)		1.3			2.6		(a)	Other income (expense) - net
Pension settlement gain		0.1			0.1			0.9		(a)	Other income (expense) - net
Total before income taxes		(2.6	)		(1.5	)		(1.2	)
Provision for income taxes		—			—			0.1
Total, net of income taxes	$	(2.6	)	$	(1.5	)	$	(1.1	)
Foreign currency translation
Losses on foreign currency translation	$	(9.3	)	$	—		$	—
Total before income taxes		(9.3	)		—			—
Provision for income taxes		—			—			—
Total, net of income taxes	$	(9.3	)	$	—		$	—

Total reclassifications for the period, net of income taxes	$	(9.6	)	$	(7.3	)	$	(2.2	)

(in millions)

Amount
Reclassified
from
Accumulated
Other
Comprehensive
Income

Recognized
Location
Gains and losses on cash flow hedges

Foreign exchange contracts

$
(0.7
)

Cost of sales

(0.7
)

Total before tax

—

Tax expense

$
(0.7
)

Net of tax
Amortization of pension and postretirement items

Actuarial losses

$
(5.2
)
(a)

Amortization of prior service cost

1.3

(a)

(3.9
)

Total before tax

4.2

Tax expense

$
0.3

Net of Tax

Total reclassifications for the period

$
(0.4
)

Net of Tax

(a)

~~(a)~~

These ~~other comprehensive income components are included in the computation of net periodic pension cost (see Note 20, “Employee Benefit Plans,” for further details).~~

~~Table of Contents~~

~~A reconciliation for the reclassifications out of~~ accumulated other comprehensive ~~income,~~loss components are components of net ~~of tax,~~periodic pension cost (refer to Note 21, “Employee Benefit Plans,” for ~~the year ended December 31, 2016 is as follows:~~

further details).

(in millions)

Amount
Reclassified
from
Accumulated
Other
Comprehensive
Income

Recognized
Location
Gains and losses on cash flow hedges

Foreign exchange contracts

$
(0.9
)

Cost of sales
Commodity contracts

(0.2
)

Cost of sales
Interest rate swap contracts: Float-to-fixed

(4.3
)

Interest expense

(5.4
)

Total before tax

1.1

Tax benefit

$
(4.3
)

Net of tax
Amortization of pension and postretirement items

Actuarial losses

$
(4.6
)
(a)

Amortization of prior service cost

(0.1
)
(a)

(4.7
)

Total before tax

0.2

Tax benefit

$
(4.5
)

Net of Tax

Total reclassifications for the period

$
(8.8
)

Net of Tax

~~(a)~~

~~These other comprehensive income components are included in the computation of net periodic pension cost (see Note 20, “Employee Benefit Plans,” for further details).~~

~~A reconciliation for the reclassifications out of accumulated other comprehensive income, net of tax, for the year ended December 31, 2015 is as follows:~~

(in millions)

Amount
Reclassified
from
Accumulated
Other
Comprehensive
Income

Recognized
Location
Gains and losses on cash flow hedges

Foreign exchange contracts

$
(11.7
)

Cost of sales
Commodity contracts

(4.0
)

Cost of sales
Interest rate swap contracts: Float-to-fixed

(2.6
)

Interest expense

(18.3
)

Total before tax

6.8

Tax expense

$
(11.5
)

Net of tax
Amortization of pension and postretirement items

Actuarial losses

$
(7.5
)
(a)

Amortization of prior service cost

(0.1
)
(a)

(7.6
)

Total before tax

2.1

Tax benefit

$
(5.5
)

Net of Tax

Total reclassifications for the period

$
(17.0
)

Net of Tax

~~(a)~~

~~These other comprehensive income components are included in the computation of net periodic pension cost (see Note 20, “Employee Benefit Plans,” for further details).~~

~~Table of Contents~~

~~15.~~17. 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 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, but the Prior Plans continue to govern awards outstanding; outstanding awards will continue in force and effect until vested, exercised or forfeited 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 share or performance unit awards. ~~Following amendments to the 2013 Omnibus Plan to reflect the effect of the Spin-Off of MFS and the November 2017 1-for-4 reverse stock split, the~~The total number of shares of the Company’s common stock available for awards under the 2013 Omnibus Plan is 7,477,395 shares.

The ~~2003 Stock Plan and the 2013 Omnibus Plan provided for both short-term and long-term incentive awards for employees, and the 2013 Omnibus Plan also provided for granting~~total number of ~~long-term incentive awards for non-employee members~~shares of the Board of Directors. Options granted prior to 2011 became exercisable in 25% increments beginning on the second anniversary of the grant date over a four-year period and expire ten years subsequent to the grant date. Option grants to employees beginning in 2011 became exercisable in 25% increments beginning on the first anniversary of the grant date over a four-year period and expire ten years subsequent to the grant date. Beginning in 2017, grants to officers and directors are exercisable in three annual increments over a three-year period beginning on the first anniversary of the date and expire 10 years subsequent to the grant date. Restrictions on restricted stock awards and restricted stock units granted to employees lapse 100% on the third anniversary of the grant date. Restrictions on restricted stock units granted to non-employee members of the Board of Directors lapse 100% on the second anniversary of the grant date. Performance shares are earned based on the extent to which performance goals are met over the applicable performance period. The performance goals and the applicable performance period vary for each grant year. An explanation of the performance goals and the applicable performance period for the 2016 and 2014 awards is set forth below.

The 2004 Stock Plan provided for the granting of stock options to non-employee members of the Board of Directors. No new awards may be made under the 2004 Stock Plan. Stock options awarded under the plan were granted at an exercise price equal to the market price of theCompany’s common stock ~~at the date~~still available for issuance as of ~~grant and vest immediately and expire ten years subsequent to the grant date. Restrictions on restricted stock awarded to date under the plan lapse on the third anniversary of the award date.~~ December 31, 2023 is 3,271,119.

The Company recognizes expense net of estimated future forfeitures for all stock-based compensation on a straight-line basis over the vesting period of the entire award. Estimated future forfeitures are based on the Company’s historical experience.

~~Total~~During the years ended December 31, 2023, 2022 and 2021, the Company recorded stock-based compensation expense ~~recognized within~~of $11.5 million, $8.5 million and $7.1 million, respectively, in engineering, selling and administrative ~~expenses~~expense in the Consolidated ~~Statements~~Statement of Operations was $6.3 million, $4.9 million and $9.7 million during 2017, 2016 and 2015, respectively. In 2016, the Company also recognized $2.8 million of expense before tax related to restricted stock retention awards and modification of performance awards due to the Spin-Off, and $1.3 million of expense before tax related to the modification of stock awards associated with employee severance; these expenses are included in “other expense” and “restructuring expense,” respectively, within operating earnings in the Consolidated Statements of Operations. The Company recognized stock-based compensation expense before tax of $0.0 million, $0.3 million and $4.7 million related to MFS which is included in “(loss) income from discontinued operations” in the Consolidated Statements of Operations.

Shares are issued out of treasury stock upon exercise for stock options and vesting of restricted stock ~~awards~~units and ~~restricted stock~~performance share units.

Stock Options

~~Any~~Stock option grants to ~~directors~~employees are exercisable ~~immediately upon granting and expire ten years subsequent to the grant date. For all outstanding grants made to officers and employees prior to 2011, options become exercisable~~ in ~~25%~~three annual increments ~~annually~~ over a four-year period beginning on the second anniversary of the grant date and expire ten years subsequent to the grant date. Starting with 2011 grants to officers and directors, options become exercisable in 25% increments annually over a four-yearthree-year period beginning on the first anniversary of the grant date and expire ~~ten~~10 years subsequent to the grant date. Beginning in 2017, grants to officers and directors are exercisable in three annual increments over a three-year period beginning on the first anniversary of the date and expire 10 years subsequent to the grant date.

7667

Table of Contents

The Company ~~granted~~did not grant employees stock options ~~to acquire 273,800, 439,741 and 151,827 shares of common stock during 2017, 2016 and 2015, respectively.~~in 2023, 2022 or 2021. Stock-based compensation expense is calculated by estimating the fair value of ~~incentive and~~ non-qualified stock options at the time of grant and is amortized over the stock options’ vesting period. The Company recognized ~~$1.9 million, $1.8~~zero, $0.1 million and ~~$3.7~~$0.6 million of ~~compensation~~ expense before income taxes associated with stock options during ~~2017, 2016 and 2015, respectively.~~

~~A summary of the Company’s stock option activity is as follows ( the weighted average exercise price per share has been adjusted for the Spin-Off and November 2017 1-for-4 reverse stock split):~~

Shares

Weighted
Average
Exercise Price

Aggregate
Intrinsic
Value

Options outstanding as of January 1, 2016

1,397,571

$
15.51

Granted

439,741

17.20

Exercised

(712,514
)

13.09

Forfeited

(97,842
)

16.38

Cancelled

(61,056
)

18.68

Options outstanding as of December 31, 2016

965,900

17.76

Granted

273,800

25.68

Exercised

(258,699
)

19.86

Forfeited

(78,100
)

20.16

Cancelled

(26,536
)

27.29

Options outstanding as of December 31, 2017

876,365

$
19.13

$
17.8

Options exercisable as of:

December 31, 2017

372,206

$
15.97

$
8.7

The Company uses the Black-Scholes valuation model to value stock options. The Company used its historical stock prices as the basis for its volatility assumption for grants prior to the Spin-Off. For grants after the Spin-Off, the Company used an average of historical stock prices of selected peers. The assumed risk-free rates were based on ten-year U.S. Treasury rates in effect at the time of grant. The expected option life represents the period of time that the options granted are expected to be outstanding and is based on historical experience.

~~As of December 31, 2017, the Company has $2.7 million of unrecognized compensation expense before tax related to stock options, which will be recognized over a weighted average period of 2.1 years.~~

~~The weighted average fair value of options granted per share during~~ the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015 was $12.16, $8.20 and $43.72,~~2021, respectively.

The ~~fair value of each option grant was estimated at the date of grant using the Black-Scholes option-pricing method with the following assumptions:~~

2017

2016

2015

Expected Life (years)

6.5

6.5

6.0

Risk-free Interest rate

2.2
%

1.6
%

1.8
%
Expected volatility

45.0
%

45.0
%

56.0
%
Expected dividend yield

—
%

—
%

0.3
%

~~For the years ended December 31, 2017, 2016 and 2015, the total intrinsic value of~~activity for stock options ~~exercised was $3.0 million, $6.3 million and $5.6 million, respectively.~~is summarized as follows:


	Shares			Weighted Average Exercise Price Per Share		Aggregate Intrinsic Value
Options outstanding as of December 31, 2022		552,923		$	21.13
Granted		—			—
Exercised		(17,135	)		14.81
Forfeited		—			—
Cancelled		(41,418	)		19.63
Options outstanding as of December 31, 2023		494,370		$	21.47	$	324,847

Options exercisable as of December 31, 2023		494,370		$	21.47	$	324,847

Restricted Stock ~~Awards~~Units

The Company granted ~~80,548 of~~520,132, 413,543 and 417,535 restricted stock units inclusive of director awards in 2023, 2022 and 2021, respectively. A total of 77,576, 56,640, and 59,280 equity compensation awards were granted to ~~employees~~directors in ~~2015 as retention awards to provide incentive for~~2023, 2022 and 2021, respectively, which vested immediately upon the employees to continue in employment and contribute toward the successful completion of the separation. Under the retention agreements, the restricted shares will vest on the second anniversary of the Spin-Off if the employee has been continuously employed with the Company or an affiliate through that second anniversary.

~~Table of Contents~~

grant date. The Company recognized ~~zero ($0.0), $1.8~~$6.3 million, $5.2 million and $.3 million of compensation expense associated with restricted stock awards for the years ended December 31, 2017, 2016 and 2015, respectively. Restricted stock award expense is based on the fair value of the Company’s shares as of the grant date.

~~A summary of activity for restricted stock awards for the year ended December 31, 2017 is as follows:~~

Shares

Weighted
Average
Grant Date
Fair Value

Unvested as of January 1, 2017

39,028

$
86.92

Granted

—

—

Vested

(11,058
)

86.92

Forfeited

(5,544
)

86.92

Unvested as of December 31, 2017

22,426

$
86.92

~~As of December 31, 2017, the Company has zero ($0.0) of unrecognized compensation expense before tax related to restricted stock awards.~~

~~Restricted Stock Units~~

The Company granted 267,902, 362,293 and 111,840 of restricted stock units in 2017, 2016 and 2015, respectively. The restricted stock units are earned either based on service over the vesting period, or based on service over the vesting period and on the extent to which performance goals are met over the applicable performance period (“performance shares”). The performance goals and the applicable performance period vary for performance shares each grant year. The Company recognized $4.4 million, $4.0 million and $7.5$4.7 million of compensation expense associated with restricted stock units during ~~2017, 2016~~the years ended December 31, 2023, 2022 and ~~2015,~~2021, respectively.

~~The~~With the exception of director grants, the restricted stock units are earned based on service over the vesting period. Restricted stock units granted to employees vest in ~~2017 generally vest~~three annual increments over a three-year period beginning on the ~~third~~first anniversary of the grant ~~date, assuming continued employment.~~date. The restricted stock units granted to directors in 2017 vest on the second anniversary of the grant date, assuming continued service. The performance shares granted in 2017 are earned based on the extent to which performance goals are met by the Company over a three-year period from January 1, 2017 to December 31, 2019. The performance goals for the performance shares granted in 2017 were based fifty percent (50%) on total shareholder return relative to a peer group of companies over the three-year period and fifty percent (50%) on meeting targeted adjusted EBITDA margin at the end of the three-year period. Depending on the foregoing factors, the number of shares awarded could range from zero to approximately 230,000 for the 2017 performance share grants. For the performance awards, the expense is based on the fair value of the Company's shares as of the grant date ~~for the adjusted EBITDA margin criteria and a Monte Carlo model for the total shareholder return criteria.~~

~~The restricted stock units granted to employees in 2016 generally vest on the third anniversary of~~which is the grant date ~~assuming continued employment. The restricted~~closing stock ~~units granted to directors in 2016 vest on the second anniversary of the grant date, assuming continued service.~~ price.

The performance shares granted in 2016 are earned based on the extent to which performance goals are met by the Company over a three-year period from January 1, 2016 to December 31, 2018. The performance goals for the performance shares granted in 2016 were based fifty percent (50%) on total shareholder return relative to a peer group of companies over the three-year period and fifty percent (50%) on return on invested capital over the three-year period. Depending on the foregoing factors, the number of shares awarded could range from zero to approximately 400,000 for the 2016 performance share grants. For the performance awards, the expense is based on the fair value of the Company's shares as of the grant date for the return on invested capital or adjusted EBITDA criteria and a Monte Carlo model for the total shareholder return criteria.

The restricted stock units granted to employees in 2015 generally vest on the third anniversary of the grant date, assuming continued employment. The restricted stock units granted to directors in 2015 generally vest on the second anniversary of the grant date, assuming continued service. Performance shares were not granted in 2015 due to the anticipated Spin-Off.

~~Table of Contents~~

~~A summary of~~ activity for restricted stock units ~~for the year ended~~is summarized as follows:


	Shares				Weighted Average Grant Date Fair Value Per Share
Unvested as of December 31, 2022		647,212			$	16.45
Granted		520,132				14.28
Vested		(359,655	)			15.74
Forfeited		(2,227	)			17.27
Unvested as of December 31, 2023		805,462		-	$	15.37

As of December 31, ~~2017 is as follows:~~

Shares

Weighted
Average
Grant Date
Fair Value

Unvested as of January 1, 2017

465,117

$
44.08

Granted

267,902

25.87

Vested

(72,891
)

96.59

Forfeited

(66,029
)

27.72

Unvested as of December 31, 2017

594,099

$
29.18

~~As of~~ ~~December 31,~~ ~~2017,~~2023, the Company has $~~4.3~~6.2 million of unrecognized compensation expense before income tax related to restricted stock units which will be recognized over a weighted average period of 1.8 years.

7968

Table of Contents

Performance Share Units

~~16. Segments~~The Company granted 316,022, 122,280 and 159,247 of performance share units in 2023, 2022 and 2021, respectively. The performance share units are earned based on service over the vesting period and only to the extent to which performance goals are met over the applicable three-year performance period. The performance goals vary for performance share units each grant year. The Company recognized $5.2 million, $3.2 million and $1.9 million of compensation expense associated with performance share units during the years ended December 31, 2023, 2022 and 2021, respectively.

The performance goals for the performance share units granted in 2023 are weighted 60% on the 3-year average of the Company’s adjusted EBITDA percentage from 2023 to 2025 and 40% on cumulative non-new machine sales from January 1, 2023 through December 31, 2025. The Company defines non-new machine sales as parts sales, used crane sales, rental revenue, service revenue and other revenue. The 2023 performance share units include a +/-20% modifier weighted on total shareholder return relative to a defined peer group of companies during the three-year performance period, not to exceed 200% of target shares granted.

The performance goals for the performance share units granted in 2022 are weighted 60% on the 3-year average of the Company’s adjusted EBITDA percentage from 2022 to 2024 and 40% on non-new machine sales for the year ending December 31, 2024. The 2022 performance share units include a +/-20% modifier weighted on total shareholder return relative to a defined peer group of companies during the three-year performance period, not to exceed 200% of target shares granted.

The performance goals for the performance share units granted in 2021 are weighted 60% on the 3-year average of the Company’s adjusted EBITDA percentage from 2021 to 2023 and 40% on non-new machines sales as of the year ended December 31, 2023. The 2021 performance share units include a +/-20% modifier weighted on total shareholder return relative to a defined peer group of companies during the three-year performance period, not to exceed 200% of target shares granted.

The activity for performance share units is summarized as follows:


	Shares			Weighted Average Grant Date Fair Value Per Share
Unvested as of December 31, 2022		459,774		$	17.30
Granted (1)		316,022			16.05
Adjustment for performance results achieved (2)		(84,576	)		12.67
Vested		(46,145	)		12.67
Forfeited		(14,680	)		18.28
Unvested as of December 31, 2023		630,395		$	17.39

(1)

Performance shares granted assuming achievement of performance goals at target.

(2)

Adjustment due to performance share units granted in 2020 and vested in 2023 where the number of shares achieved based on the three-year performance period ended December 31, 2022 were lower than target.

As of December 31, 2023, the Company has $5.5 million of unrecognized compensation expense before income tax related to performance share units expected to be recognized over a weighted average period of 1.7 years.

The Company uses the Monte Carlo valuation model to determine fair value of the performance share unit grants. The Company used an average of historical stock prices of selected peers for its volatility assumption. The assumed risk-free rates were based on three-year U.S. Treasury rates in effect at the time of grant. The fair value of each performance share unit was estimated at the date of grant using the following assumptions:


	2023			2022			2021
Correlation		28.2	%		25.9	%		27.9	%
Risk-free interest rate		4.1	%		1.7	%		0.2	%
Expected volatility		60.3	%		59.5	%		59.0	%
Expected dividend yield		—	%		—	%		—	%

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18. Segments

The Company reports segment information based on the “management” approach. The management approach designates the internal reporting used by the CEO, who is also the Company’s Chief Operating Decision Maker (“CODM”), for making decisions about the allocation of resources and assessing performance as the source of the Company’s reportable operating segments.

~~Effective~~ The results of the acquired businesses are included in the ~~fourth quarter of 2017, the~~Americas segment.

The Company ~~changed its operating segments, which are also the Company’s~~has three reportable ~~segments, as a result of operational changes to flatten the organization~~segments: Americas, Europe and ~~regionalize our sales approach. Prior to the operational changes, the Company had one reportable segment, Cranes. As a result of the operational changes, which were finalized~~Africa (“EURAF”) and implemented in the fourth quarter of 2017, the business began to be managed on a regional basis. Under the regional operating structure, each geographic region is managed separately to better align with the location of the Company’s customers and the unique market dynamics of each geographic region. In the fourth quarter of fiscal 2017, the Company identified the Americas, EURAF, and MEAP as the reportable segments.MEAP. The Americas ~~operating~~reporting segment includes the North ~~American~~America and South ~~American~~America continents. The EURAF ~~operating~~reporting segment includes the ~~continents of~~ Europe and ~~Africa.~~Africa continents, excluding the Middle East region. The MEAP ~~operating~~reporting segment includes the Asia and ~~Australian~~Australia continents and the Middle East region. ~~The accounting policies of the various segments are the same as those described in Note 2, “Summary of Significant Accounting Policies.”~~

The CODM evaluates the performance of its reportable segments based on net sales and operating income. ~~Net~~Segment net sales ~~for geographic segments~~ are ~~based on~~recognized in the geographic region ~~that sells~~ the ~~products.~~product is sold. Each reportable segment has new and non-new machine sales. Operating income for each segment includes net sales to third parties, cost of sales directly attributable to the segment, and operating expenses directly attributable to the segment. Manufacturing variances generated by the manufacturing locations within each ~~reportable~~operating segment are maintained in each segment’s operating income. Operating income for each segment excludes other income and expense and certain expenses managed outside the ~~reportable~~ operating segments. Costs excluded from segment operating income include various corporate expenses such as stock-based compensation expenses, income taxes ~~nonrecurring charges~~ and other separately managed general and administrative costs. The Company does not include intercompany sales between segments for management reporting purposes. The CODM does not evaluate performance of the reportable segments based on total assets.

The following table shows information by reportable segment for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015 (in millions):~~2021:


	2023			2022			2021
Net Sales
Americas	$	1,211.2		$	1,013.0		$	757.6
EURAF		669.6			761.5			677.0
MEAP		347.0			258.0			285.6
Total	$	2,227.8		$	2,032.5		$	1,720.2
Segment Operating Income (Loss)
Americas	$	111.7		$	(88.8	)	$	57.3
EURAF		(7.9	)		(3.2	)		8.9
MEAP		52.3			40.2			30.9
Total	$	156.1		$	(51.8	)	$	97.1
Depreciation
Americas	$	29.2		$	35.4		$	20.7
EURAF		22.1			20.1			19.8
MEAP		2.4			2.2			2.1
Corporate		2.9			2.9			2.9
Total	$	56.6		$	60.6		$	45.5
Capital Expenditures
Americas	$	46.5		$	32.0		$	11.3
EURAF		28.5			27.7			27.5
MEAP		2.4			2.1			1.5
Corporate		—			—			0.1
Total	$	77.4		$	61.8		$	40.4

2017

2016

2015

Net Sales

Americas

$
693.6

$
736.3

$
941.3

EURAF

628.9

560.4

498.9

MEAP

258.8

316.4

425.5

Total

$
1,581.3

$
1,613.1

$
1,865.7

Segment Operating Income (Loss)

Americas

$
6.8

$
(37.1
)

$
22.5

EURAF

2.3

(36.5
)

(28.9
)
MEAP

32.9

44.8

60.5

Total

$
42.0

$
(28.8
)

$
54.1

Depreciation

Americas

$
18.6

$
24.5

$
28.4

EURAF

15.0

15.7

15.9

MEAP

3.8

4.6

5.4

Corporate

0.7

0.8

0.9

Total

$
38.1

$
45.6

$
50.6

Capital Expenditures

Americas

$
10.6

$
14.5

$
26.9

EURAF

14.3

26.9

23.4

MEAP

3.9

4.5

3.7

Corporate

0.1

—

0.9

Total

$
28.9

$
45.9

$
54.9

~~Table of Contents~~

A reconciliation of the Company’s segment operating income (loss) to operating income (loss) in the ~~consolidated statement~~Consolidated Statement of ~~operations~~Operations for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015 was~~2021 are summarized as ~~follows (in millions):~~follows:


	2023			2022			2021
Segment operating income (loss)	$	156.1		$	(51.8	)	$	97.1
Unallocated corporate expenses		(63.6	)		(41.3	)		(51.1	)
Unallocated restructuring income (expense)		(0.1	)		0.1			0.5
Total operating income (loss)	$	92.4		$	(93.0	)	$	46.5

Table of Contents

2017

2016

2015

Segment operating income (loss)

$
42.0

$
(28.8
)

$
54.1

Unallocated corporate expenses

(36.9
)

(42.1
)

(62.8
)
Asset impairment expense

—

(77.4
)

—

Restructuring expense

(3.6
)

(2.0
)

(3.7
)
Other operating income (expense) - net

(0.4
)

(3.0
)

—

Total operating income (loss)

$
1.1

$
(153.3
)

$
(12.4
)

Net sales ~~from continuing operations and long-lived asset information~~ by geographic area ~~as of and~~ for the years ended December 31, ~~are included below. Long-lived assets are defined as~~2023, 2022 and 2021 and property, plant and ~~equipment-net~~equipment as of December 31, 2023 and ~~other non-current assets, excluding goodwill, other intangible assets-net~~2022 are summarized as follows:


	Net Sales						Property, Plant and Equipment
	2023		2022		2021		2023		2022
United States	$	1,039.9	$	906.4	$	664.5	$	158.1	$	146.7
Europe		641.9		740.1		653.7		183.8		166.6
Other		546.0		386.0		402.0		24.2		22.0
Total	$	2,227.8	$	2,032.5	$	1,720.2	$	366.1	$	335.3

New machine and ~~deferred tax assets.~~non-new machine sales for the years ended December 31, 2023, 2022 and 2021 are summarized as follows:


	2023		2022		2021
New machine sales	$	1,615.1	$	1,487.2	$	1,271.6
Non-new machine sales		612.7		545.3		448.6
Total net sales	$	2,227.8	$	2,032.5	$	1,720.2

19. Commitments and Contingencies

Net Sales

Long-Lived Assets

(in millions)

2017

2016

2015

2017

2016

United States

$
618.5

$
641.3

$
784.5

$
119.1

$
152.9

Other North America

42.0

61.9

87.2

—

—

Europe

601.3

520.7

418.9

144.2

129.9

Asia

97.8

159.1

184.8

62.9

50.5

Middle East

102.6

119.6

193.8

1.3

1.4

Central and South America

27.1

24.9

63.7

9.3

10.8

Africa

27.6

39.7

80.0

—

—

Caribbean

6.0

8.2

5.9

—

—

Australia

58.4

37.7

46.9

0.3

0.4

Total

$
1,581.3

$
1,613.1

$
1,865.7

$
337.1

$
345.9

~~Net sales by product for 2017, 2016,~~The Company is subject to various legal proceedings and ~~2015 are as follows (in millions):~~

2017

2016

2015

Cranes

$
1,270.5

$
1,311.1

$
1,564.3

Aftermarket parts and other*

310.8

302.0

301.4

Total net sales

$
1,581.3

$
1,613.1

$
1,865.7

*Other revenue consistsclaims that have arisen in the ordinary course of ~~revenue~~business which have not been fully resolved. The outcome of any litigation is inherently uncertain. When a loss related to ~~miscellaneous CraneCare services such as trainings~~a legal proceeding or claim is probable and ~~field service work.~~reasonably estimable, the Company accrues its best estimate for the ultimate resolution of the matter.

~~17. Commitments and Contingencies~~

As of December 31, ~~2017,~~2023, various product-related lawsuits were pending. To the extent permitted under applicable law, all of these are insured with self-insurance retention levels. The Company’s self-insurance retention levels ~~vary by business, and~~ have ~~fluctuated~~varied 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.years. As of December 31, ~~2017,~~2023, the largest self-insured retention level for new occurrences currently maintained by the Company is ~~$2.0~~$3.0 million per occurrence and applies to product liability claims ~~for cranes manufactured~~arising in ~~the United States.~~North America.

~~Product~~As of December 31, 2023, current and long-term product liability reserves were $11.4 million and $5.1 million, respectively. As of December 31, 2022, current and long-term product liabilities reserves were $9.4 million and zero, respectively. Current product liability reserves are included within other liabilities and long-term product liability reserves are included within other non-current liabilities in the Consolidated Balance ~~Sheets at~~Sheets. These amounts are not reduced for insurance recoveries for claims above the Company's self-insured retention level. As of December 31, ~~2017~~2023 and December 31, ~~2016 were $20.8~~2022, the Company had $3.9 million and ~~$21.7 million,~~zero, respectively, ~~which~~of estimated insurance recoveries included in the other current assets in the Consolidated Balance Sheets.

Reserves for product-related lawsuits were estimated using a combination of actual case reserves and 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.

~~Table~~As of ~~Contents~~

At December 31, ~~2017,~~2023 and ~~December 31, 2016,~~2022, the Company had reserved ~~$35.2~~$56.8 million and ~~$28.6~~$58.0 million, respectively, for warranty and other related claims and are included in product warranties and other non-current liabilities in the Consolidated Balance Sheets. Certain of these warranty and other related claims involve matters in dispute that ultimately are resolved by ~~negotiations,~~negotiation, arbitration, or litigation. ~~See~~Refer to Note ~~18,~~20, “Guarantees,” for further information.

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 of all matters is not expected to have a material adverse effect on the Company’s financial condition, results of operations, or cash flows.

It is reasonably possible that the estimates for warranty costs, product liability, asbestos-related claims and other various legal matters 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 ultimate resolution of these matters, 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.

~~18.~~In July 2017, the Company received an Information Request from the United States Environmental Protection Agency (“U.S. EPA”) relating to the sales of cranes manufactured between January 1, 2014 and July 31, 2017 and the Company’s related participation in the Transition Program for Equipment Manufacturers (the “TPEM” program). The TPEM program allowed equipment manufacturers to delay installing engines meeting Tier 4 final emission standards in their products, subject to certain percentage allowance restrictions. The Company has provided, and continues to provide, information to the U.S. EPA and the U.S. Department of Justice (“U.S. DOJ”) on the approximately 1,420 engines included in the Company’s cranes relating to the

Table of Contents

TPEM program and other certification matters. The Company is engaged in confidential discussions with the U.S. EPA and U.S. DOJ with respect to these matters.

Based on management's current assessment of the facts underlying these matters, the Company recorded an additional charge of $21.2 million as of December 31, 2023. The total recorded estimated liability in accounts payable and accrued expenses in the Company’s Consolidated Balance Sheets was $36.1 million and $14.9 million as of December 31, 2023 and December 31, 2022, respectively. Other than the foregoing, the Company is unable to provide further meaningful quantification as to the final resolution of these matters. However, the Company calculated the statutory maximum penalties under the Clean Air Act to be approximately $174.0 million. The Company believes it has strong legal and factual defenses and will vigorously defend any allegations of noncompliance and the factors that could apply in the assessment of any civil penalty. Final resolution of these matters may have a material impact on the Company’s financial condition, results of operations or cash flows.

20. Guarantees

The Company periodically enters into transactions with customers that provide for ~~residual value guarantees and~~ buyback commitments. ~~These initial transactions are recorded~~The Company evaluates each agreement at inception to determine if the customer has a significant economic incentive to exercise the buyback option. If it is determined that the customer has a significant economic incentive to exercise that right, the revenue is deferred and the agreement is accounted for as ~~deferred~~a lease in accordance with Topic 842. If it is determined that the customer does not have a significant economic incentive to exercise that right, then revenue ~~and are amortized to income on a straight-line basis over a period equal to that~~is recognized when control of the ~~customer’s third-party financing agreement.~~product is transferred to the customer. The revenue deferred ~~revenue~~related to buyback obligations accounted for under Topic 842 included in ~~accounts payable and accrued expenses~~other current and non-current liabilities atas of December 31, ~~2017~~2023 and ~~December 31, 2016~~2022 was ~~$29.7~~$32.2 million and ~~$30.4~~$27.3 million, respectively. The total amount of ~~residual value guarantees and~~ buyback commitments given by the Company and outstanding atas of December 31, ~~2017~~2023 and ~~December 31, 2016~~2022 was ~~$28.2~~$43.4 million and ~~$32.8~~$42.5 million, respectively. These amounts are not reduced for amounts the Company would recover from ~~repossessing~~repossession and subsequent resale of the units. The ~~residual value guarantees and~~ buyback commitments expire at various times through ~~2019.~~2032. The Company also has various loss guarantees with maximum liabilities of $13.0 million and $15.0 million as of December 31, 2023 and 2022, respectively. These amounts are not reduced for amounts the Company would recover from repossession and subsequent resale of the cranes securing the related guarantees.

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. Such ~~warranty~~warranties generally ~~provides~~provide that products will be free from defects for periods ranging from 12 months to 60 ~~months. If a product fails to comply with the Company’s warranty,~~months. In addition, 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~~incur other warranty related 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 adequacyoutside of its standard warranty period. Costs for other warranty related work are recorded ~~warranty liability~~in the period a loss is probable and ~~adjusts the amounts as necessary.~~ can be reasonably estimated. Below is a table summarizing the warranty ~~activity~~and other warranty related work for the years ended December 31, ~~2017~~2023, 2022 and ~~2016:~~2021:


	2023			2022			2021
Balance at beginning of period	$	58.0		$	60.2		$	63.2
Adjustments to accruals for warranties		28.9			27.3			30.4
Settlements made (in cash or in kind) during the period		(31.0	)		(27.8	)		(31.3	)
Currency translation		0.9			(1.7	)		(2.1	)
Balance at end of period	$	56.8		$	58.0		$	60.2

(in millions)

2017

2016

Balance at beginning of period

$
28.6

$
32.4

Accruals for warranties issued during the period

34.6

20.4

Settlements made (in cash or in kind) during the period

(29.9
)

(23.7
)
Currency translation

1.9

(0.5
)
Balance at end of period

$
35.2

$
28.6

~~Table of Contents~~

~~19. Restructuring and Asset Impairments~~

~~The Company initiated restructuring plans in 2015 to focus on its cranes business and Spin-Off of MFS. The Spin-Off was completed~~Included in the ~~first quarter~~warranty balance as of 2016. Refer to Notes 1 and 3 for further information regarding the Spin-Off. The Company is continuing its restructuring activities to right-size the business by balancing capacity with demand. During the years ended December 31, ~~2017, 2016~~2023 and ~~2015, the Company incurred $27.2 million, $23.4~~2022 is $9.7 million and $9.4 million of restructuring expense, respectively. These costs related primarily to employee termination benefits associated with workforce reductions. The workforce reductions are part of ongoing manufacturing and operations rationalization programs, including the closure of the Company's manufacturing facility in Manitowoc, WI which was completed in 2017. The restructuring expense for the year ended December 31, 2017, and December 31, 2016 included $2.8 million and $2.3$9.2 million, respectively, of ~~expense~~long-term warranty which is recorded in other non-current liabilities in the Consolidated Balance Sheets.

The revenue deferred related to ~~executive severance.~~extended warranty periods included in other current and non-current liabilities as of December 31, 2023 and 2022 was $6.1 million and $6.6 million, respectively.

21. Employee Benefit Plans

The ~~following is a roll-forward~~Company provides defined benefit pension plans, defined contribution plans and/or other postretirement benefit plans to employees in many of the ~~Company's restructuring activities~~Company’s locations throughout the world. The Company’s defined benefit plans provide a benefit based on years of service and/or the employee’s average earnings near retirement. The Company’s defined contribution plans allow employees to contribute a portion of their salary to help save for ~~the twelve months ended December 31, 2017 (in millions):~~

Restructuring Reserve
Balance as of
December 31, 2016

Restructuring
Expenses

Use of
Reserve

Reserve
Reclassifications

Restructuring Reserve
Balance as of 2017

Total

$
8.2

$
27.2

$
28.8

$
1.0

$
5.6

~~The Company recorded $.1 million of asset impairment expense for the year ended December 31, 2017.~~

~~In the year ended December 31, 2016,~~retirement, and in most cases, the Company ~~recorded $96.9 million in asset impairment expense. This included~~provides a ~~$13.8 million write-down to fair value~~matching contribution. The benefit obligation related to the ~~fixed assets~~Company’s non-U.S. defined benefit pension plans are for employees located primarily in Europe. For postretirement medical and other benefit plans, all of the ~~Manitowoc, WI manufacturing facility. Further, during 2016,~~Company’s benefit obligation is for employees located in the Company, in conjunction with the decision to close the manufacturing location in Manitowoc, WI, made the decision to permanently stop any further work on implementing its SAP enterprise resource planning (“ERP”) platform, and recorded a write-offUnited States.

Table of $58.6 million related to SAP construction-in-progress and $18.6 million related to SAP and other information technology assets. The remainder of the impairment expense incurred in 2016 was related to other restructuring actions.Contents

~~Asset impairment expense for the year ended December 31, 2015 was $15.3 million. The impairment recorded in 2015 resulted from the write-down of manufacturing facilities in Brazil and Slovakia.~~

Defined contribution plans

Asset valuations are estimates and require assumptions and judgment by management. While the Company believes the estimates and assumptions are reasonable, a change in assumptions, including market conditions, could change the estimated fair value and, therefore, further impairment charges could be required.

~~20. Employee Benefit Plans~~

The Company maintains ~~three~~two defined contribution retirement plans for its ~~employees:~~employees in the United States: (1) The Manitowoc Company, Inc. 401(k) Retirement Plan (the “Manitowoc 401(k) ~~Retirement~~ Plan”); and (2) The ~~Manitowoc Company, Inc. Retirement Savings Plan (the “Manitowoc Retirement Savings Plan”); and (3) The Manitowoc Company, Inc.~~Manitowoc. Deferred Compensation ~~Plan (the “Manitowoc Deferred Compensation Plan”).~~Plan. Each plan results in individual participant balances that reflect a combination of amounts contributed by the Company or deferred by the participant, amounts invested at the direction of either the Company or the participant, and the continuing reinvestment of returns until the accounts are distributed.

The Company also has various other non-U.S. defined contribution plans that allow eligible employees to contribute a portion of their salary to the plans. In most cases, the Company provides a matching contribution to the funds contributed by the employees. Company contributions to the plans are generally based upon formulas contained in the plans. Total costs incurred under the Non-U.S. defined contribution plans, and reported within the Consolidated Statement of Operations, were $1.7 million, $1.7 million and $1.6 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Manitowoc 401(k) ~~Retirement~~ Plan

The Manitowoc 401(k) ~~Retirement~~ Plan is a tax-qualified retirement plan that is available to substantially all ~~non-union~~ U.S. employees of Manitowoc, its subsidiaries and related entities.

The Manitowoc 401(k) ~~Retirement~~ Plan allows employees to make both ~~pre-~~pre and ~~post-tax~~after-tax elective deferrals, subject to certain limitations under the Internal Revenue Code of 1986, as amended (the “Tax Code”). The Company also has the right to make the following additional contributions: (1) a safe harbor matching contribution and (2) an additional contribution, which may or may not be made, at the full discretion of the Company and for which the value will be fully determined by the ~~Company.~~Company based on its performance. Each participant in the Manitowoc 401(k) ~~Retirement~~ Plan is allowed to direct the investment of that participant’s account among a diverse mix of investment funds, including a Company stock alternative. To the extent that any funds are invested in ~~Company~~the Company’s stock, that portion of the Manitowoc 401(k) ~~Retirement~~ Plan is an employee stock ownership plan, as defined under the Tax Code (an “ESOP”).

~~Table of Contents~~

The terms governing the retirement benefits under the Manitowoc 401(k) ~~Retirement~~ Plan are the same for the Company’s executive officers as they are for other eligible employees in the U.S.

~~Manitowoc Retirement Savings Plan~~ ~~The Manitowoc Retirement Savings Plan is a tax-qualified retirement plan that is available to certain collectively bargained U.S. employees of Manitowoc, its subsidiaries and related entities.~~

The Manitowoc Retirement Savings Plan allows employees to make both pre- and post-tax elective deferrals, subject to certain limitations under the Tax Code. The Company also has the right to make the following additional contributions: (1) a matching contribution based upon individual employee deferrals; and (2) an additional discretionary or fixed Company contribution. Each participant in the Manitowoc Retirement Savings Plan is allowed to direct the investment of that participant’s account among a diverse mix of investment funds, including a Company stock alternative. To the extent that any funds are invested in Company stock, that portion of the Manitowoc Retirement Savings Plan is an ESOP.

~~The Company’s executives are not eligible to participate in the Manitowoc Retirement Savings Plan. Company contributions to the plans are based upon formulas contained in the plans.~~ Total costs incurred under ~~these plans~~this plan, and reported within the Consolidated Statement of Operations, were ~~$1.5~~$8.7 million, ~~$1.9~~$11.9 million and ~~$3.2~~$5.8 million for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015,~~2021, respectively.

Manitowoc Deferred Compensation Plan

The Manitowoc Deferred Compensation Plan is a ~~non-tax-qualified~~non-qualified supplemental deferred compensation plan for highly compensated and key management employees and for ~~directors.~~non-employee directors of the Company. The Company maintains the Manitowoc Deferred Compensation Plan to allow eligible individuals to save for retirement in a tax-efficient manner despite Tax Code restrictions that would otherwise impair their ability to do so under the Manitowoc 401(k) ~~Retirement~~ Plan. The Manitowoc Deferred Compensation Plan also assists the Company in retaining those key employees and directors.

The Manitowoc Deferred Compensation Plan accounts are credited with: (1) elective deferrals made at the request of the individual participant; ~~and/or~~ (2) a ~~discretionary~~matching contribution for eligible wages above IRS employee compensation limits for 401(k) retirement plans and/or (3) an additional contribution from the Company ~~contribution~~ for each individual ~~participant.~~participant, which may or may not be made, at the full discretion of the Company based on its performance. Although unfunded within the meaning of the Tax Code, the Manitowoc Deferred Compensation Plan utilizes a rabbi trust to hold assets intended to satisfy the Company’s corresponding future benefit obligations. Each participant in the Manitowoc Deferred Compensation Plan is credited with ~~interest~~earnings based upon individual elections from ~~amongst~~ a diverse mix of investment funds that are intended to reflect investment funds similar to those offered under the Manitowoc 401(k) ~~Retirement~~ Plan, including ~~Company~~the Company’s stock. Participants do not receive preferential or above-market rates of return under the Manitowoc Deferred Compensation Plan.

~~Plan~~The Company has two separate investment programs: Program A and B, which allows participants ~~are able~~ to direct deferrals and Company ~~matching~~ contributions ~~into two separate investment programs, Program A~~ and ~~Program B.~~

~~The investment assets in Program A and B are held in two separate Deferred Compensation Plans, which restrict~~restricts the Company’s use and access to the funds but ~~which~~ are ~~also~~ subject to the claims of the Company’s general creditors in rabbi trusts. Program A invests solely in the Company’s stock; dividends paid, if any, on the Company’s stock are automatically reinvested; and all distributions must be made in Company stock. Program B offers a variety of investment options but does not include Company stock as an investment option. All distributions from Program B must be made in cash. Participants cannot transfer assets between programs.

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Program A is accounted for as a plan that does not permit diversification. As a result, the Company stock held by Program A is classified in equity in a manner similar to accounting for treasury stock. The deferred compensation obligation is classified as an equity instrument. Changes in the fair value of the Company’s stock and the compensation obligation are not recognized. The asset and obligation for Program A were ~~zero ($0.0) at both~~$1.2 million and $0.6 million as of December 31, ~~2017~~2023 and ~~2016.~~ 2022, respectively.

Program B is accounted for as a plan that permits diversification. As a result, the assets held by Program B are classified as an asset in the Consolidated Balance Sheets and changes in the fair value of the assets are recognized in earnings. The deferred compensation obligation is classified as a liability in the Consolidated Balance Sheets and adjusted, with a charge or credit to compensation cost, to reflect changes in the fair value of the obligation. The assets, which are included in other non-current assets, and ~~obligation,~~obligations, which are included in other non-current liabilities, ~~was $10.6~~were $8.1 million atand $7.1 million as of December 31, ~~2017~~2023 and ~~$11.3 million at December 31, 2016. There was no net impact on~~2022, respectively.

Total costs incurred under this plan, and reported within the Consolidated ~~Statements~~Statement of Operations, for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015.~~2021 were $0.2 million, $0.4 million and $0.1 million, respectively.

Pension, Postretirement Medical and Other Benefit Plans

The Company provides certain pension, ~~health care~~postretirement medical and ~~death~~other benefits (death benefits) for eligible retirees and their ~~dependents. The~~dependents in the U.S. under various frozen plans. Pension benefits are provided under the Manitowoc U.S. Pension Plan (“U.S. Pension Plan”). Certain pension benefits are funded, ~~while~~ the ~~health care and death~~postretirement medical benefits are not funded but are paid as ~~incurred.~~incurred, and the death benefits are fully insured. Eligibility for coverage is based on meeting certain years of service and retirement qualifications. ~~These~~The healthcare benefits may be subject to deductibles, co-payment provisions, and other limitations. The Company has

~~Table of Contents~~

reserved the right to modify these benefits. As of December 31, 2010, all of the remaining United States defined benefit plans were merged into a single plan: the Manitowoc U.S. Pension Plan. All merged plans had benefit accruals frozen prior to merger of plan.benefits which have been frozen.

The Manitowoc U.S. Pension Plan was split into the Manitowoc U.S. Pension Plan and the Manitowoc Foodservice Pension Plan as of December 31, 2015, and the plan obligations and assets associated with MFS were transferred to the MFS legal entity as of that date. For accounting purposes, the plan obligation, assets, and costs associated with the Manitowoc Foodservice Pension Plan are included in the results of operations of the Company until the Spin-Off date.

In addition to the ~~Manitowoc~~ U.S. Pension Plan, the Company also maintains defined benefit pension plans for various Non-US subsidiaries which are sponsored directly by the Company or its subsidiaries and offered only to employees or retirees of ~~specific~~those subsidiaries (“~~Direct~~Non-U.S. Pension Plans”). ~~The~~Certain Non-U.S. Pension Plans have frozen benefit accruals. During 2021, the unvested portion of Portugal's pension plan obligation, assets, and costs associated with Direct Plans related to MFS are presented as discontinued operations in the consolidated financial statements. As of December 31, 2015, the funded status of the MFS Direct Plans of $32.5 million was ~~recognized in liabilities of discontinued operations. The tables below are inclusive of the plan obligation, assets, and cost associated with the MFS Direct Plans through the Spin-Off.~~

~~Effective July 1, 2017, The Manitowoc Company, Inc. Post-65 Retiree Health Plan (the “Plan”) was amended. Eligible retirees and their spouses were provided access~~transferred to a Retiree Health Exchange where they may purchase Medicare Supplement Plans, including Medicare Advantage and Medigap plan prescription drug coverage. The enrollment and payment for this coverage is facilitated by an outside third-party, and these plans have no affiliation with the Company. To assist retirees with premium and out-of-pocket expenses they incur,defined contribution plan. As a result, the Company ~~funds~~recognized a ~~Health Reimbursement Account (“HRA”) for each enrolled retiree. The value~~settlement gain of ~~the HRA is based on the plan type and premium cost for each specific retiree before the Plan was amended.~~$0.9 million.

The components of ~~period~~periodic benefit costs for the years ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021 are summarized as follows:

	US Pension Plans									Non-US Pension Plans									Postretirement Health and Other
(in millions)	2017			2016			2015			2017			2016			2015			2017			2016			2015
																												U.S. Pension Plan									Non-U.S. Pension Plans									Postretirement Medical and Other
																												2023			2022			2021			2023			2022			2021			2023			2022			2021
Service cost - benefits earned during the year	$	—		$	—		$	—		$	1.9		$	1.7		$	2.6		$	0.3		$	0.3		$	0.4		$	—		$	—		$	—		$	1.2		$	1.6		$	2.3		$	0.1		$	0.1		$	0.1
Interest cost of projected benefit obligation		5.3			6.8			9.4			2.1			2.5			8.9			1.0			1.7			2.0			5.5			3.2			2.8			3.0			1.7			1.5			0.4			0.2			0.2
Expected return on assets		(4.9	)		(5.7	)		(9.0	)		(1.5	)		(1.8	)		(7.4	)		—			—			—			(3.9	)		(5.2	)		(4.9	)		(1.6	)		(1.2	)		(1.0	)		—			—			—
Amortization of prior service cost		—			—			—			0.1			0.1			0.1			(1.4	)		—			—			—			—			—			0.1			0.1			0.1			—			(1.4	)		(2.7	)
Amortization of actuarial net loss (gain)		3.2			3.6			5.1			1.6			1.0			2.3			0.4			—			0.1			2.2			1.9			3.2			1.6			1.5			1.8			(1.2	)		(0.5	)		(0.3	)
Curtailment gain recognized		—			—			—			—			—			—			—			—			—
Pension settlement gain																													—			—			—			(0.1	)		(0.1	)		(0.9	)		—			—			—
Net periodic benefit cost	$	3.6		$	4.7		$	5.5		$	4.2		$	3.5		$	6.5		$	0.3		$	2.0		$	2.5		$	3.8		$	(0.1	)	$	1.1		$	4.2		$	3.6		$	3.8		$	(0.7	)	$	(1.6	)	$	(2.7	)
Weighted average assumptions:
Discount rate		4.2	%		4.5	%		4.1	%		2.1	%		2.9	%		3.3	%		3.8	%		4.2	%		3.7	%
Effective discount rate for benefit obligations																													5.4	%		2.8	%		2.4	%		4.7	%		1.4	%		1.2	%		5.4	%		2.5	%		2.0	%
Expected return on plan assets		4.7	%		5.5	%		5.8	%		3.4	%		4.0	%		3.6	%	N/A			N/A			N/A				5.0	%		4.7	%		4.3	%		5.4	%		2.9	%		1.6	%	N/A			N/A			N/A
Rate of compensation increase	N/A			N/A			N/A				2.6	%		2.4	%		3.9	%	N/A			N/A				1.5	%	N/A			N/A			N/A				3.7	%		4.1	%		4.1	%	N/A			N/A			N/A

The prior service costs are amortized on a straight-line basis over the average remaining service period of active participants. Gains and losses in excess of ~~10%~~10% of the greater of the benefit obligation and the market-related value of assets are amortized over the average remaining service period of active participants.

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To develop the expected long-term rate of return on assets assumptions, the Company considered the historical returns and future expectations for returns in each asset class net of fees, as well as targeted asset allocation percentages within the pension portfolio.

~~Table of Contents~~

The following is a reconciliation of the changes in benefit obligation, ~~the changes in~~ plan assets, and ~~the~~ funded status as of December 31, ~~2017~~2023 and ~~2016:~~2022:

	US Pension Plans						Non-US Pension Plans						Postretirement Medical and Other
(in millions)	2017			2016			2017			2016			2017			2016
																			U.S. Pension Plan						Non-U.S. Pension Plans						Postretirement Medical and Other
																			2023			2022			2023			2022			2023			2022
Change in Benefit Obligation
Benefit obligation, beginning of year	$	155.6		$	218.5		$	82.8		$	252.5		$	41.6		$	51.8		$	106.4		$	141.2		$	59.0		$	94.5		$	9.5		$	13.7
Distribution of MFS		—			(62.4	)		—			(170.4	)		—			(10.1	)
Service cost		—			—			1.9			1.7			0.3			0.3			—			—			1.2			1.6			0.1			0.1
Interest cost		5.3			6.8			2.1			2.5			1.0			1.7			5.5			3.2			3.0			1.7			0.4			0.2
Participant contributions		—			—			—			—			1.4			1.9			—			—			—			—			0.1			0.1
Medicare subsidies received		—			—			—			—			—			0.2
Plan amendments		—			—			—			—			(13.8	)		—
Net transfer out		—			—			—			—			—			—
Actuarial (gain) loss		10.0			0.9			(2.2	)		11.0			2.9			1.8			2.5			(30.1	)		(0.3	)		(27.1	)		(2.4	)		(3.4	)
Currency translation adjustment		—			—			9.2			(9.9	)		—			—			—			—			2.6			(8.0	)		—			—
Pension settlement																				—			—			(0.1	)		(0.3	)		—			—
Benefits paid		(8.6	)		(8.2	)		(4.3	)		(4.6	)		(4.5	)		(6.0	)		(8.0	)		(7.9	)		(3.5	)		(3.4	)		(1.1	)		(1.2	)
Benefit obligation, end of year	$	162.3		$	155.6		$	89.5		$	82.8		$	28.9		$	41.6		$	106.4		$	106.4		$	61.9		$	59.0		$	6.6		$	9.5
Change in Plan Assets
Fair value of plan assets, beginning of year	$	108.6		$	143.9		$	41.8		$	196.9		$	—		$	—		$	82.3		$	114.6		$	29.7		$	50.2		$	—		$	—
Distribution of MFS		—			(34.1	)		—			(147.8	)		—			—
Actual return on plan assets		11.5			6.4			1.1			2.7			—			—			7.4			(24.9	)		—			(15.0	)		—			—
Employer contributions		4.7			0.6			2.1			2.2			3.1			3.9			0.5			0.5			3.6			3.4			1.0			1.1
Participant contributions		—			—			—			—			1.4			1.9			—			—			—			—			0.1			0.1
Medicare subsidies received		—			—			—			—			—			0.2
Currency translation adjustment		—			—			4.4			(7.6	)		—			—			—			—			1.6			(5.2	)		—			—
Net transfer out		—			—			—			—			—			—
Pension settlement																				—			—			(0.1	)		(0.3	)		—			—
Benefits paid		(8.6	)		(8.2	)		(4.3	)		(4.6	)		(4.5	)		(6.0	)		(8.0	)		(7.9	)		(3.5	)		(3.4	)		(1.1	)		(1.2	)
Fair value of plan assets, end of year		116.2			108.6			45.1			41.8			—			—			82.2			82.3			31.3			29.7			—			—
Funded status	$	(46.1	)	$	(47.0	)	$	(44.4	)	$	(41.0	)	$	(28.9	)	$	(41.6	)	$	(24.2	)	$	(24.1	)	$	(30.6	)	$	(29.3	)	$	(6.6	)	$	(9.5	)
Amounts recognized in the Consolidated Balance sheet at December 31
Amounts recognized in the Consolidated Balance Sheets as of December 31
Pension asset	$	—		$	—		$	—		$	—		$	—		$	—		$	—		$	—		$	2.7		$	—		$	—		$	—
Pension obligation		(46.1	)		(47.0	)		(44.4	)		(41.0	)		—			—
Postretirement medical and other benefit obligations		—			—			—			—			(28.9	)		(41.6	)
Short-term pension obligation																				(0.5	)		(0.5	)		(1.2	)		(1.2	)		—			—
Long-term pension obligation																				(23.7	)		(23.6	)		(32.1	)		(28.1	)		—			—
Short-term postretirement medical and other benefit obligations																				—			—			—			—			(1.0	)		(1.3	)
Long-term postretirement medical and other benefit obligations																				—			—			—			—			(5.6	)		(8.2	)
Net amount recognized	$	(46.1	)	$	(47.0	)	$	(44.4	)	$	(41.0	)	$	(28.9	)	$	(41.6	)	$	(24.2	)	$	(24.1	)	$	(30.6	)	$	(29.3	)	$	(6.6	)	$	(9.5	)
Weighted-Average Assumptions
Discount rate		3.6	%		4.2	%		2.2	%		2.1	%		3.3	%		3.8	%		5.1	%		2.8	%		4.2	%		4.2	%		5.0	%		5.4	%
Expected return on plan assets		4.7	%		5.5	%		3.4	%		4.0	%	N/A			N/A
Rate of compensation increase	N/A			N/A				2.6	%		2.4	%	N/A			N/A			N/A			N/A				3.8	%		2.7	%	N/A			N/A

The Company ~~prepares~~determines its discount rates with advice from an independent third party. The Company uses different discount rates for each plan depending on the plan jurisdiction, the demographics of participants and the expected timing of benefit payments. For the qualified U.S. pension plan and postretirement medical plans, the Company uses a discount rate calculated based on an appropriate mix of ~~high quality~~high-quality corporate bonds. For the non-U.S. pension and postretirement plans, the Company consistently uses the relevant country specific benchmark indices for determining the various discount rates.

~~Table of Contents~~

Amounts recognized in accumulated other comprehensive ~~income~~loss as of December 31, ~~2017~~2023 and ~~2016, consist~~2022, are summarized as follows:


	Pensions						Postretirement Medical and Other
	2023			2022			2023		2022
Net actuarial gain (loss)	$	(32.0	)	$	(35.0	)	$	8.3	$	7.0
Prior service cost		(0.2	)		(0.3	)		—		—
Total amount recognized	$	(32.2	)	$	(35.3	)	$	8.3	$	7.0

Table of ~~the following:~~Contents

Pensions

Postretirement
Medical and Other

(in millions)

2017

2016

2017

2016

Net actuarial gain (loss)

$
(64.2
)

$
(65.1
)

$
(7.6
)

$
(5.1
)
Prior service credit

(0.6
)

(0.6
)

12.5

—

Total amount recognized

$
(64.8
)

$
(65.7
)

$
4.9

$
(5.1
)

The amounts in accumulated other comprehensive income that are expected to be recognized as components of net periodic benefit cost during the next fiscal year are $4.9 million for the pension plan and $(1.0) million for the postretirement medical and other plans.

For measurement purposes, a ~~6.2%~~6.50% annual rate of increase in the per capita cost of covered health care benefits was assumed for ~~2017.~~the postretirement medical and other plan for 2023. The rate was assumed to decrease gradually to ~~4.5% until 2038~~4.00% in 2047 and remain at that level thereafter. Assumed health care cost trend rates have a significant effect on the amounts reported for the health care plans. The following table summarizes the sensitivity of our December 31, 2017 retirement obligations and 2017 retirement benefit costs of our plans to changes in the key assumptions used to determine those results (in millions):

Change in assumption:

Estimated
increase
(decrease) in
2018 pension
cost

Estimated
increase
(decrease) in
Projected
Benefit
Obligation
for the
year ended
December
31, 2017

Estimated
increase
(decrease) in
2018 Other
Postretirement
Benefit
costs

Estimated
increase
(decrease) in
Other
Postretirement
Benefit
Obligation for
the year ended
December 31,
2017

0.50% increase in discount rate

$
(0.9
)

$
(15.0
)

$
(0.1
)

$
(0.9
)
0.50% decrease in discount rate

0.9

16.2

0.1

0.9

0.50% increase in long-term return on assets

(0.8
)

N/A

N/A

N/A

0.50% decrease in long-term return on assets

0.8

N/A

N/A

N/A

1% increase in medical trend rates

N/A

N/A

0.3

1.4

1% decrease in medical trend rates

N/A

N/A

(0.3
)

(1.3
)

It is reasonably possible that the estimate for future retirement and medical costs may change in the near future due to changes in the health care environment or changes in interest rates that may arise. Presently, there is no reliable means to estimate the amount of any such potential changes.

The weighted-average asset ~~allocations~~allocation of the U.S. ~~pension plans at~~Pension Plan as of December 31, ~~2017~~2023 and ~~2016,~~2022, by asset category are summarized as follows:


	2023			2022
Equity		53.3	%		52.8	%
Fixed income		39.7	%		36.9	%
Other		7.0	%		10.3	%
Total		100.0	%		100.0	%

2017

2016

Equity

48.0
%

25.0
%
Fixed income

48.3
%

74.4
%
Other

3.7
%

0.6
%

100.0
%

100.0
%

The weighted-average asset ~~allocations~~allocation of the Non-U.S. ~~pension plans at~~Pension Plans as of December 31, ~~2017~~2023 and ~~2016,~~2022, by asset category are summarized as follows:


	2023			2022
Equity		—	%		—	%
Fixed income		39.4	%		45.2	%
Other(1)		60.6	%		54.8	%
Total		100.0	%		100.0	%

2017

2016

Equity

35.6
%

33.7
%
Fixed income

31.6
%

31.1
%
Other

32.8
%

35.2
%

100.0
%

100.0
%
(1)

Includes diversified investments that have equity and fixed income holdings.

~~Table of Contents~~

The Board of Directors has established the Retirement Plan Committee (the “Committee”) to manage the operations and administration of all benefit plans and related trusts. ~~The Committee is committed to diversification to reduce the risk of large losses.~~ On a quarterly basis, the Committee reviews progress toward achieving the pension plans’ and individual investment managers’ performance objectives.

Investment Strategy The overall objective of the Company's pension assets is to earn a rate of return over time to satisfy the benefit obligations of the pension plans and to maintain sufficient liquidity to pay benefits and address other cash requirements of the pension ~~fund.~~funds. Specific investment objectives for ~~our~~the Company’s long-term investment strategy include reducing the volatility of pension assets relative to pension liabilities, achieving a competitive, total investment return, achieving diversification between and within asset classes and managing other risks. Investment objectives for each asset class are determined based on specific risks and investment opportunities identified.

The Company reviews its long-term, strategic asset allocations annually. The Company uses various analytics to determine the optimal asset mix and ~~consider~~considers plan liability characteristics, liquidity characteristics, funding requirements, expected rates of return and the distribution of returns. The Company identifies investment benchmarks for the asset classes in the strategic asset allocation that are ~~market-based and investable where possible.~~market-based.

Actual allocations to each asset class vary from target allocations due to periodic investment strategy changes, market value fluctuations, the length of time it takes to fully implement investment allocation positions and the timing of benefit payments and contributions. The asset allocation is monitored and rebalanced monthly.

~~During 2017, the Company changed the investment target allocations for the U.S. Plans from 75% debt securities~~The actual and ~~25% equity securities to 50% debt securities and 50% equity securities.~~

~~The actual~~target allocations for the pension assets atas of December 31, ~~2017, and target allocations~~2023, by asset class, are summarized as follows:


	Target Allocations				Weighted Average Asset Allocations						Target Allocations						Weighted Average Asset Allocations
	U.S. Plans			International Plans	U.S. Plans			International Plans			U.S. Plan			Non-U.S. Plans			U.S. Plans			Non-U.S. Plans
Equity Securities		50	%	0 - 25%		48.0	%		35.6	%		50.0	%		0.0	%		53.3	%		—	%
Debt Securities		50	%	0 - 100%		48.3	%		31.6	%		40.0	%		48.0	%		39.7	%		39.4	%
Other		—	%	0 - 100%		3.7	%		32.8	%		10.0	%		52.0	%		7.0	%		60.6	%

Risk Management In managing the plan assets, ~~we review~~the Company reviews and ~~manage~~manages risk associated with funded status risk, interest rate risk, market risk, counterparty risk, liquidity risk and operational risk. Liability management and asset class diversification are central to ~~our~~the Company’s risk management approach and are integral to the overall investment strategy. Further, asset classes are constructed to achieve diversification by investment strategy, by ~~investment manager, by~~ industry or sector and by holding. ~~Investment manager guidelines for publicly traded assets are specified and are~~Asset performance is monitored ~~regularly.~~against benchmarked indices.

8876

Table of Contents

Fair Value MeasurementsThe following ~~table presents our~~tables present the Company’s plan assets using the fair value hierarchy as of December 31, ~~2017~~2023 and ~~2016.~~2022. The fair value hierarchy has three levels based on the reliability of the inputs used to determine fair value. ~~Level 1 refers~~Refer to Note 5, “Fair Value of Financial Instruments,” for definitions of each fair ~~values determined based on quoted prices~~value level.


	December 31, 2023
Assets	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Net Asset Value ("NAV")*		Total
Equity:
U.S. equity	$	—	$	—	$	—	$	21.7	$	21.7
International equity		—		—		—		22.1		22.1
Fixed income:
Corporate bonds and notes		—		—		—		16.6		16.6
Government and agency bonds		—		—		—		25.5		25.5
Commingled funds		—		—		—		11.1		11.1
International fixed income		—		—		—		4.7		4.7
Other:
Cash and cash equivalents		1.0		—		—		—		1.0
Money market funds		0.7		—		—		—		0.7
Annuity contracts		—		—		7.4		—		7.4
Other		—		—		—		2.7		2.7
Total	$	1.7	$	—	$	7.4	$	104.4	$	113.5

*Certain assets that are measured at fair value using the NAV per share practical expedient have not been classified in ~~active markets for identical assets. Level 2 refers to~~the fair ~~values estimated~~value hierarchy.


	December 31, 2022
Assets	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Net Asset Value ("NAV")*		Total
Equity:
U.S. equity	$	—	$	—	$	—	$	16.9	$	16.9
International equity		—		—		—		27.8		27.8
Fixed income:
Corporate bonds and notes		—		—		—		18.5		18.5
Government and agency bonds		—		—		—		25.4		25.4
Commingled funds		—		—		—		8.6		8.6
International fixed income		—		—		—		1.9		1.9
Other:
Cash and cash equivalents		0.9		—		—		—		0.9
Money market funds		—		0.7		—		—		0.7
Annuity contracts		—		—		8.5		—		8.5
Other		—		—		—		2.8		2.8
Total	$	0.9	$	0.7	$	8.5	$	101.9	$	112.0

*Certain assets that are measured at fair value using ~~significant other observable inputs,~~the NAV per share practical expedient have not been classified in the fair value hierarchy.

Cash and ~~Level 3 includes fair values estimated using significant non-observable inputs.~~

December 31, 2017

Assets (in millions)

Quoted
Prices in
Active
Markets for
Identical
Assets
(Level 1)

Significant
Other
Observable
Inputs
(Level 2)

Unobservable
Inputs
(Level 3)

Net Asset Value ("NAV")

Total

Cash

$
4.7

$
—

$
—

$
—

$
4.7

Insurance group annuity contracts

—

—

14.4

—

14.4

Common/collective trust funds — Government, corporate and other non-government debt

—

—

—

70.4

70.4

Common/collective trust funds — Corporate equity

—

—

—

71.8

71.8

Total

$
4.7

$
—

$
14.4

$
142.2

$
161.3

December 31, 2016

Assets (in millions)

Quoted
Prices in
Active
Markets for
Identical
Assets
(Level 1)

Significant
Other
Observable
Inputs
(Level 2)

Unobservable
Inputs
(Level 3)

Net Asset Value ("NAV")

Total

Cash

$
0.9

$
—

$
—

$
—

$
0.9

Insurance group annuity contracts

—

—

14.5

—

14.5

Common/collective trust funds — Government, corporate and other non-government debt

—

—

—

93.7

—

Common/collective trust funds — Corporate equity

—

—

—

41.3

—

Total

$
0.9

$
—

$
14.5

$
135.0

$
150.4

~~Cash~~cash equivalents, ~~and other short-term investments,~~ which are used to pay benefits, are primarily held in registered money market funds which are valued using a market approach based on the quoted market prices of identical instruments. Other cash ~~equivalent~~ and ~~short-term investments~~cash equivalents are valued daily by the fund using a market approach with inputs that include quoted market prices for similar instruments.

Table of Contents

Insurance group annuity contracts are valued at the present value of the future benefit payments owed by the insurance Company to the ~~Plans’~~Non-U.S. Pension Plan's participants.

Common/collective funds are typically common or collective trusts valued at their net asset values that are calculated by the investment manager or sponsor of the fund and have daily or monthly liquidity. The Company believes that NAV is representative of fair value at the reporting date, as there are no significant restrictions on redemption on these investments or other reasons to indicate that the investment would be redeemed at an amount different than NAV.

The valuation methodologies described above may generate a fair value calculation that may not be indicative of net realizable value or future fair values. While the Company believes the valuation methodologies used are appropriate, the use of different methodologies or assumptions in calculating fair value could result in different amounts.

~~Table of Contents~~

A reconciliation of the fair ~~values~~value measurements of plan assets using significant unobservable inputs (Level 3) from the beginning of the year to the end of the year is as follows:

	Insurance Contracts Year Ended December 31,
(in millions)	2017			2016
							Annuity Contracts Year Ended December 31,
							2023			2022
Beginning Balance	$	14.5		$	106.5		$	8.5		$	12.6
Distribution of MFS		—			(89.9	)
Additions								0.5			—
Actual return on assets		—			2.0			(1.2	)		(1.9	)
Benefit payments		(1.5	)		(1.4	)		(0.9	)		(0.8	)
Foreign currency impact		1.3			(2.7	)		0.5			(1.4	)
Ending Balance	$	14.4		$	14.5		$	7.4		$	8.5

The expected ~~2018~~2024 minimum contributions for the U.S. pension ~~plans~~plan are ~~as follows: the minimum contribution for 2018 is $6.1 million;~~$5.5 million and there are no planned discretionary or non-cash contributions. The expected ~~2018~~2024 minimum contributions for the non-U.S. pension plans are ~~as follows: the minimum contribution for 2018 is $2.5 million;~~$3.3 million and there are no planned discretionary or non-cash contributions. Expected Company paid claims for the postretirement medical and ~~life insurance~~other plans are ~~$3.5~~$1.0 million for ~~2018.~~ 2024. Projected future benefit payments from the plans as of December 31, ~~2017~~2023 are estimated as follows:

(in millions)

U.S Pension
Plans

Non-U.S.
Pension
Plans

Postretirement
Health and
Other

2018

$
9.8

$
2.9

$
3.5

2019

10.0

3.1

3.4

2020

10.2

3.4

3.2

2021

10.2

3.7

3.1

2022

10.1

3.8

2.6

2023 — 2027

49.7

21.3

10.1


	U.S. Pension Plan		Non-U.S. Pension Plans		Postretirement Medical and Other
2024	$	8.7	$	3.0	$	1.0
2025		8.8		3.0		0.9
2026		8.7		3.4		0.8
2027		8.7		3.6		0.8
2028		8.7		4.2		0.7
Thereafter		41.2		20.7		2.6
Total	$	84.8	$	37.9	$	6.8

The fair value of plan assets for which the accumulated benefit obligation is in excess of the plan assets as of December 31, ~~2017~~2023 and ~~2016~~2022 is summarized as follows:

	U.S Pension Plans				Non U.S. Pension Plans
(in millions)	2017		2016		2017		2016
									U.S. Pension Plan				Non U.S. Pension Plans
									2023		2022		2023		2022
Projected benefit obligation	$	162.3	$	155.6	$	85.6	$	79.1	$	106.4	$	106.4	$	33.8	$	59.0
Accumulated benefit obligation		162.3		155.6		82.1		76.2		106.4		106.4		30.6		56.1
Fair value of plan assets		116.2		108.6		41.6		38.4		82.2		82.3		0.5		29.7

The accumulated benefit obligation for all U.S. pension plans as of December 31, 2017 and 2016 was $162.3 million and $155.6 million, respectively. The accumulated benefit obligation for all non-U.S. pension plans as of December 31, 2017 and 2016 was $82.1 million and $76.2 million, respectively.

The measurement date for all plans is December 31, ~~2017.~~2023.

22. Leases

The Company ~~also maintains a target benefit plan~~has operating leases for ~~certain executive officers~~offices, warehouses, land for storage of cranes, vehicles, information technology equipment and manufacturing equipment. The remaining lease terms are up to 20 years, some of which include options to extend the ~~Company. Expenses related~~lease term for up to 9 years, and some which include options to terminate the ~~plan in~~lease within one year. Certain leases include one or more options to renew; the ~~amount~~exercise of $1.2 million, $3.2 million and $2.9 million were recorded in 2017, 2016 and 2015, respectively. Amounts accrued as of December 31, 2017 and 2016 related to this plan were $15.1 million and $21.4 million, respectively.lease renewal options is at the Company’s discretion. The Company

9078

Table of Contents

~~21. Leases~~

includes renewal option periods in the lease term when it is determined that the options are reasonably certain to be exercised. The ~~Company~~Company’s financing leases ~~various property, plant~~have an immaterial impact on the consolidated financial statements.

The components of lease expense for the years ended December 31, 2023, 2022 and ~~equipment. Terms of the leases vary, but generally require the Company~~2021 are summarized as follows:


	2023		2022		2021
Operating lease cost	$	15.5	$	14.0	$	13.2
Variable lease cost*		1.2		1.4		1.5
Total lease cost	$	16.7	$	15.4	$	14.7
*Includes short-term leases, which are immaterial.

Supplemental Consolidated Balance Sheet information related to pay property taxes, insurance premiums, and maintenance costs associated with the leased property. Rental expense attributed to operating leases was $20.2 million, $23.1 million and $16.8 million in 2017, 2016 and 2015, respectively.

~~Future minimum rental obligations under non-cancelable operating~~ leases as of December 31, ~~2017~~2023 and 2022 are ~~payable~~summarized as follows:


	2023		2022
Operating lease right-of-use assets	$	59.7	$	45.2

Other liabilities	$	13.0	$	11.6
Operating lease liabilities		47.2		34.3
Total operating lease liabilities	$	60.2	$	45.9

Cash paid for operating leases included in operating cash flows was $29.5 million, $26.8 million and $25.1 million for the years ended December 31, 2023, 2022 and 2021, respectively.

Operating lease right-of-use asset obtained in exchange for lease obligations were $26.0 million for the year ended December 31, 2023.

As of December 31, 2023, the Company’s operating leases have a weighted-average remaining lease term of 6.4 years and a weighted average discount rate of 5.9%. As of December 31, 2022, the Company's leases had a weighted-average remaining lease term of 6.3 years and a weighted average discount rate of 4.9%. Topic 842 requires a lessee to discount its unpaid lease obligations using the interest rate implicit in the lease, or if not readily determinable, the incremental borrowing rate at the time of lease commencement. Generally, the Company uses its incremental borrowing rate as the implicit rate cannot be determined. The Company’s incremental borrowing rate for a lease is the rate of interest the Company would have to pay on a collateralized basis to borrow an amount equal to the lease payments under similar terms in a similar region.

(in millions)

2018

$
18.5

2019

15.7

2020

14.8

2021

13.9

2022

12.7

Thereafter

20.7

Total

$
96.3

Maturities of operating lease liabilities as of December 31, 2023 are summarized as follows:


Year
2024	$	15.4
2025		13.4
2026		10.7
2027		9.8
2028		7.6
Thereafter		15.7
Total lease payments		72.6
Less: imputed interest		(12.4	)
Present value of lease liabilities	$	60.2

~~22. Quarterly Financial Data (Unaudited)~~As of December 31, 2023, we have additional operating leases for facilities that have not yet commenced with undiscounted lease obligations of approximately $4.0 million. These leases are expected to commence during the year ending December 31, 2024 and have terms of up to 20 years.

Lessor Accounting

The ~~following tables present select quarterly financial data for 2017~~Company rents cranes to its customers and ~~2016:~~

actively manages the size, quality, age and composition of its rental fleet to meet customer demands and trends. The rental fleet is serviced through the Company’s parts and service team. The rental activities create cross-selling opportunities in crane sales including rent-to-own purchase options whereby customers are given a period of time to exercise an option to purchase the related equipment at an established price with any rental payments paid applied to reduce the purchase price.

Historical

2017

2016

(in millions, except per share data)

First

Second

Third

Fourth

First

Second

Third

Fourth

Statements of operations:

Net sales

$
305.8

$
394.6

$
399.4

$
481.5

$
427.4

$
457.7

$
349.8

$
378.2

Cost of sales

253.9

318.3

326.9

400.3

347.7

370.4

309.0

332.7

Gross profit

51.9

76.3

72.5

81.2

79.7

87.3

40.8

45.5

Operating income (loss)

(23.7
)

9.9

7.9

7.0

0.8

3.9

(134.2
)

(23.8
)
(Loss) income from continuing
   operations before taxes

(34.5
)

3.0

(3.4
)

(4.6
)

(85.0
)

(4.3
)

(144.2
)

(34.6
)
Provision (benefit) for taxes
   on income

1.5

2.3

(13.1
)

(40.2
)

107.7

0.7

(5.3
)

(2.6
)
Income (loss) from continuing operations

(36.0
)

0.7

9.7

35.6

(192.7
)

(5.0
)

(138.9
)

(32.0
)
(Loss) income from discontinued
   operations, net of income taxes

—

(0.2
)

(0.1
)

(0.3
)

(3.2
)

(0.8
)

(1.8
)

(1.4
)
Net income (loss)

(36.0
)

0.5

9.6

35.3

(195.9
)

(5.8
)

(140.7
)

(33.4
)
Basic (loss) income per share:

(Loss) income from continuing operations

$
(1.04
)

$
—

$
0.28

$
1.01

$
(5.64
)

$
(0.15
)

$
(4.01
)

$
(0.92
)
(Loss) income from discontinued
   operations

—

—

—

(0.01
)

(0.09
)

(0.02
)

(0.05
)

(0.04
)
(Loss) income per share

$
(1.04
)

$
—

$
0.28

$
1.00

$
(5.73
)

$
(0.17
)

$
(4.06
)

$
(0.96
)
Diluted (loss) income per share:

(Loss) income from continuing
   operations

$
(1.04
)

$
—

$
0.28

$
0.98

$
(5.64
)

$
(0.15
)

$
(4.01
)

$
(0.92
)
(Loss) income from discontinued
   operations

—

—

—

(0.01
)

(0.09
)

(0.02
)

(0.05
)

(0.04
)
(Loss) income per share

$
(1.04
)

$
—

$
0.28

$
0.97

$
(5.73
)

$
(0.17
)

$
(4.06
)

$
(0.96
)
Dividends per common share

$
—

$
—

$
—

$
—

$
—

$
—

$
—

$
—

Cash flows from operations:

Net income (loss)

$
(36.0
)

$
0.5

$
9.6

$
35.3

$
(195.9
)

$
(5.8
)

$
(140.7
)

$
(33.4
)
Deferred income taxes

—

—

(1.3
)

(42.8
)

110.3

1.1

2.6

(12.6
)
Change in inventories, net

(31.2
)

(3.4
)

0.8

89.4

(33.7
)

(6.2
)

7.5

85.1

Table of Contents

All of the Company's leasing arrangements are classified as operating leases. Rental revenue is recognized on a straight-line basis over the rental period.

~~During~~In most cases, the ~~second quarter~~Company's rental arrangements include non-lease components, including delivery and pick-up services. The Company accounts for these non-lease components separate from the rental arrangement and recognizes the revenue associated with these components when the service is performed. The Company has elected to exclude from rental revenue all taxes collected from customers related to rental activities. The Company manages the residual value risk of ~~2016,~~its rented assets by (i) monitoring the quality, aging and anticipated retail market value of the rental fleet assets to determine the optimal period to remove an asset from the rental fleet, (ii) maintaining the quality of assets through parts and service support and (iii) requiring physical damage insurance of customers. The Company ~~identified two adjustments~~primarily disposes of the rental assets through its rent to own program or sale of the ~~previously issued financial statements~~asset.

Refer to Note 9, “Property, Plant and Equipment,” for the ~~three months ended March 31, 2016. In evaluating whether the Company’s previously issued consolidated financial statements were materially misstated, the Company considered the guidance~~balance of rental cranes included in ~~ASC Topic 250, “Accounting Changes~~property, plant and Error Corrections” and ASC Topic 250-10-S99-1, “Assessing Materiality.” The Company determined that these errors were not material to the Company's prior interim period consolidated financial statements and therefore, amending the previously filed report was not required. However, the Company determined that the impact of the corrections would be too significant to record within the second quarter of 2016. As such, the revision for the corrections was reflectedequipment in the ~~financial information of the first quarter of 2016 and 2015, as applicable. The adjustments were as follows:~~Consolidated Balance Sheets.

Adjustment related to AOCI, whereby the Company had understated loss on debt extinguishment by $4.3 million, overstated income tax expense by $0.8 million, and understated loss from continuing operations by $3.5 million in the first quarter of 2016. The adjustment also resulted in an overstatement of AOCL and understatement of retained earnings by $2.6 million as of March 31, 2016.80

Adjustment related to the classification of income tax expense between continuing operations and discontinued operations in the three months ended March 31, 2015, whereby the Company had understated the benefit for taxes on continuing operations and understated the income tax provision on discontinued operations by $2.1 million.

During the fourth quarter of 2016, the Company identified an adjustment to the previously issued financial statements for the three months ended March 31, 2016, six months ended June 30, 2016, and nine months ended September 30, 2016, related to a non-cash reclassification between continuing and discontinued operations with the operating section of the Statement of Cash Flows in the three months ended March 31, 2016, whereby the change in accrued expenses and other liabilities and net cash used for operating activities of continuing operations was understated by $16.2 million, and the net cash used for operating activities of discontinued operating activities was overstated by $16.2 million. In evaluating whether the Company’s previously issued consolidated financial statements were materially misstated, the Company considered the guidance in ASC Topic 250, “Accounting Changes and Error Corrections” and ASC Topic 250-10-S99-1, “Assessing Materiality.” The Company determined that these errors were not material to the Company's prior interim period consolidated financial statements and therefore, amending the previously filed reports was not required.

Table of Contents

ItemItem 9. CHANGES IN AND DISAGREEMENTS WITH ~~ACCOUNTANTS~~ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, have evaluated the effectiveness of the Company’s disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) as of the end of the period covered by this report. Based on such evaluation, the Company’s Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company’s disclosure controls and procedures are effective in recording, processing, summarizing, and reporting, on a timely basis, information required to be disclosed by the Company in the reports that it files or submits under the Exchange Act, and that such information is accumulated and communicated to the Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely discussions regarding required disclosure.

The Company’s management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f). The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the Company’s internal control over financial reporting based on the framework in Internal Control-Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this evaluation, the Company’s management has concluded that, as of December 31, ~~2017,~~2023, the Company’s internal control over financial reporting was effective.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that the controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

The effectiveness of the Company’s internal control over financial reporting as of December 31, ~~2017,~~2023, has been audited by ~~PricewaterhouseCoopers~~Deloitte & Touche LLP, an independent registered public accounting firm, as stated in their report which appears herein.

~~During the fourth quarter of 2017, there were no changes in our~~The Company's management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rules 13a-15(f) and 15d-15(f). During the fourth quarter ended December 31, 2023 covered by this report, the Company made no changes to internal control over financial reporting that ~~have~~ materially affected, or are reasonably likely to materially affect, ~~our~~its internal control over financial reporting.

We have audited the internal control over financial reporting of The Manitowoc Company, Inc. and subsidiaries (the “Company”) as of December 31, 2023, based on criteria established in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). In our opinion, the Company ~~announced that Thomas G. Musial the Company’s Senior Vice President, Human Resources & Administration will be retiring~~maintained, in all material respects, effective ~~July 6, 2018 (the “Retirement Date”). In connection with his retirement, the Company entered into a Severance Agreement and Release (the “Agreement”) with Mr. Musial.~~

~~The Company agrees to provide Mr. Musial with a paid leave~~internal control over financial reporting as of ~~absence from February 21, 2018 (or such other date to which the parties mutually agree) through June 30, 2018 and an unpaid leave of absence from July 1, 2018 through the Retirement Date.~~

~~Pursuant to the Agreement, Mr. Musial will be paid $213,149.95 in accord with the Company’s bi-weekly payroll for the 26-week period from July 1 through~~ December 31, ~~2018 and a lump sum payment in the amount of $873,915.05 between January 10 and January 31, 2019.~~

~~Mr. Musial will be eligible to receive four months of a Short-Term Incentive Plan (“STIP”) award earned~~2023, based on ~~actual 2018 performance. Any award earned will be paid out when the STIP awards are finalized~~criteria established in ~~early 2019.~~Internal Control — Integrated Framework (2013) issued by COSO.

Mr. Musial is entitled to full accelerated vesting of any equity awarded prior to the Retirement Date that has not yet vested by the Retirement Date, all restricted stock will be transferred immediately without restrictions, and restricted stock units will be paid out in cash, equal to an amount calculated at 100% of the target award, at such times as payments wouldWe have ~~otherwise been paid had he remained employed with the Company.~~

~~Mr. Musial is entitled to any vested retirement plan benefits that he accrued through the Execution Date, and the Company will pay the balance of his account in its Deferred Compensation Plan~~also audited, in accordance with the ~~terms of such plan. If Mr. Musial elects continued health and/or dental insurance coverage under COBRA, the Company will reimburse 80%~~standards of the ~~monthly cost~~Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated financial statements as of ~~such coverage to him through~~and for the year ended December 31, ~~2019, with the Company’s reimbursement obligation subject to early termination if Mr. Musial is offered health insurance from a new employer prior to the end of 2019.~~

The Agreement also includes a release and customary covenants restricting Mr. Musial from disclosing confidential information, from competing with the Company’s business and from soliciting employees2023, of the Company and our report dated February 23, 2024, expressed an unqualified opinion on those financial statements.

The Company’s management is responsible for maintaining effective internal control over financial reporting and for its ~~subsidiaries.~~

~~Mr. Musial has until February 28, 2018 to revoke~~assessment of the effectiveness of internal control over financial reporting, included in the ~~Agreement.~~

~~The foregoing description~~accompanying Management's Report on Internal Control over Financial Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the ~~Agreement does not purport~~Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the PCAOB. Those standards require that we plan and perform the audit to ~~be complete~~obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

A company’s internal control over financial reporting is ~~qualified~~a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in ~~its entirety by reference~~accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the ~~full text~~maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the ~~Agreement, which is attached~~assets of the company; (2) provide reasonable assurance that transactions are recorded as ~~Exhibit 10.26~~necessary to ~~this Annual Report~~permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on ~~Form 10-K and is incorporated herein by reference~~the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in ~~its entirety.~~conditions, or that the degree of compliance with the policies or procedures may deteriorate.

~~PART~~ ~~III~~During the three months ended December 31, 2023, no director or Section 16 officer of the Company adopted a "Rule 10b5-1 trading arrangement" or "non-Rule 10b5-1 trading arrangement", as each term is defined in Item 408 of Regulation S-K.

The information required by this item is incorporated by reference from the sections in the Company’s definitive Proxy Statement for its ~~2018~~2024 Annual Meeting of Shareholders (the ~~“2018~~“2024 Proxy Statement”) captioned ~~“Ownership of Securities — Section 16(a) Beneficial Ownership Reporting Compliance,” Corporate~~“Corporate Governance —– Governance of the Company,” “Corporate Governance —– Audit ~~Committee” and~~Committee,” “Election of ~~Directors.~~Directors” and “Miscellaneous – Delinquent Section16(a) Reports.” See also ~~“Executive Officers of the Registrant”~~“Information About Our Executive Officers” in Part I hereof, which is incorporated herein by reference.

The Company has a Global Ethics Policy and other policies relating to business conduct, that pertain to all employees, which can be viewed at the Company’s website (www.manitowoc.com). The Company has adopted a code of ethics that applies to the Company’s principal executive officer, principal financial officer, and controller, which is part of the Company’s Global Ethics Policy and other policies related to business conduct. Any amendments to the Global Ethics Policy, or information about any waivers granted to directors or executive officers with respect to the Global Ethics Policy, will be posted on the Company’s website (www.manitowoc.com).

The information required by this item is incorporated by reference from the sections of the ~~2018~~2024 Proxy Statement captioned “Non-Employee Director Compensation,” ~~“Executive Compensation,”~~ “Compensation Discussion and Analysis, ~~and~~” “Corporate Governance – Transactions with Related Persons,” “Summary Compensation ~~Committee Report” and~~Tables,” “Potential Payments upon Termination or Change in Control, ” “CEO Pay ~~Ratio.~~Ratio” and “Pay versus Performance.”

The information required by this item with respect to security ownership of certain beneficial owners and management is incorporated by reference from the section of the ~~2018~~2024 Proxy Statement captioned “Ownership of Securities.”

The following table sets forth information with respect to compensation plans under which equity securities of the Company are authorized for issuance as of December 31, ~~2017 (which has been adjusted for~~2023.

All other financial statement schedules not listed have been omitted since the required information is included in the Consolidated Financial Statements or the Notes thereto, or is not applicable or required under rules of Regulation S-X.

The exhibits listed in the Exhibit Index below are filed or furnished as part of this Annual Report on Form 10-K.

For ~~The~~the Years Ended December 31, ~~2017, 2016~~2023, 2022 and ~~2015~~2021

Pursuant to the requirements of Section 13 or 15(d) 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:

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated:


Wisconsin		39-0448110
(State or other jurisdiction of incorporation)		(I.R.S. Employer Identification Number)

~~2400 South 44th Street,~~11270 West Park Place Suite 1000
~~Manitowoc,~~ Milwaukee, Wisconsin		~~54220~~53224
(Address of principal executive offices)		(Zip Code)


Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock, $.01 Par Value	MTW	New York Stock Exchange


Large accelerated filer	☒☐	Accelerated filer	☐☒
Non-accelerated filer	☐ ~~(Do not check if a small reporting company)~~	Smaller reporting company	☐
Emerging growth company	☐


		PAGE
Cautionary Statements Regarding Forward-Looking Information		3

PART I
Item 1	Business	5
Item 1A	Risk Factors	910
Item 1B	Unresolved Staff Comments	1921
Item 21C	~~Properties~~Cybersecurity	1921
Item 32	~~Legal Proceedings~~Properties	1923
Item 43	~~Mine Safety Disclosure~~Legal Proceedings	2023
Item 4	~~Executive Officers of the Registrant~~Mine Safety Disclosure	2023
	Information About Our Executive Officers	23
~~PART II~~
~~Item 5~~PART II
Item 5	Market for Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities	2225
Item 6	~~Selected Financial Data~~Reserved	2426
Item 7	Management’s Discussion and Analysis of Financial Condition and Results of Operations	2627
Item 7A	Quantitative and Qualitative Disclosure about Market Risk	4640
Item 8	Financial Statements and Supplementary Data	4741
Item 9	Changes in and Disagreements with Accountants on Accounting and Financial Disclosure	9281
Item 9A	Controls and Procedures	9281
Item 9B	Other Information	9283
Item 9C	Disclosure Regarding Foreign Jurisdictions that Prevent Inspections	83
~~PART III~~
~~Item 10~~PART III
Item 10	Directors, Executive Officers and Corporate Governance	9384
Item 11	Executive Compensation	9384
Item 12	Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters	9384
Item 13	Certain Relationships and Related Transactions, and Director Independence	9385
Item 14	Principal Accounting Fees and Services	9385

PART IV
Item 15	Exhibits and Financial Statement Schedules	9486
Item 16	Form 10-K Summary	~~101~~91


Products		Primary Competitors
~~Lattice-boom~~Tower Cranes		Benazzato; Cattaneo; Comansa; Condecta; Dahan; Elmak; Favelle Favco; FM Gru; Jaso; Kroll; Liebherr; Moritsch; Raimondi; Saez; Sany; Terex Comedil/Peiner; Vicario; Wolffkran; Yongmao; XCMG; Zoomlion/Wilbert; and ZTM

Mobile Telescopic Cranes		Altec; Broderson; Elliott; Hitachi Sumitomo; Kobelco; Liebherr; ~~Sumitomo/~~Load King; Manitex; Sany; Link-Belt; Tadano; Terex; XCMG; ~~Zoomlion; and Sany~~

~~Tower Cranes~~		~~Comansa; Terex Comedil/Peiner; Liebherr; FM Gru; Jaso; Raimondi; Vicario; Saez; Benazzato; Cattaneo; Zoomlion; Yongmao; and Wolffkran~~

~~Mobile Telescopic Cranes~~		~~Liebherr; Link-Belt; Terex; Tadano; XCMG; Kato; Locatelli; Broderson; Sany;~~ and Zoomlion

~~Boom Trucks~~		~~Terex; Manitex; Altec; Elliott; and Tadano~~


Facility Location	Type of Facility	~~Approximate~~ ~~Square Footage~~		~~Owned/Leased~~
~~Americas~~Milwaukee, Wisconsin				Global Headquarters
~~Shady Grove, Pennsylvania (1)~~Americas	~~Manufacturing/Office~~		~~1,330,000~~	~~Owned~~
~~Manitowoc, Wisconsin (1)~~Shady Grove, Pennsylvania	~~Manufacturing~~		~~538,000~~	~~Owned~~Manufacturing/Office
~~Port Washington, Wisconsin~~Jeffersonville, Indiana	~~Manufacturing~~		~~81,029~~	~~Owned~~Warehouse
Passo Fundo, Brazil **Bloomington, Minnesota	~~Manufacturing/Office~~		~~300,000~~	~~Owned~~Distribution/Service
~~EURAF~~Belle Chasse, Louisiana				Distribution/Service
~~Wilhelmshaven, Germany~~Aiken, South Carolina	~~Manufacturing/Office and Storage~~		~~410,000~~	~~Owned/Leased~~Distribution/Service
~~Fanzeres, Portugal~~Houston, Texas	~~Manufacturing~~		~~362,891~~	~~Owned~~Distribution/Service
~~Baltar, Portugal~~EURAF	~~Manufacturing/Office~~		~~241,876~~	~~Owned~~
~~Niella Tanaro, Italy~~Wilhelmshaven, Germany	~~Manufacturing~~		~~370,016~~	~~Owned~~Manufacturing/Office
~~Langenfeld, Germany~~Niella Tanaro, Italy	~~Office/Storage and Field Testing~~		~~80,300~~	~~Leased~~Manufacturing/Office
Moulins, France	Manufacturing/Office		~~355,000~~	~~Owned~~
Charlieu, France	Manufacturing/Office		~~323,000~~	~~Owned~~
~~Dardilly, France~~	~~Office~~		~~82,000~~	~~Leased~~
~~Dry, France~~	~~Office~~		~~93,100~~	~~Leased~~
~~Buckingham, United Kingdom~~	~~Office/Storage~~		~~78,000~~	~~Leased~~
Saint Pierre de Chandieu, France	Warehouse/Office		~~434,565~~	~~Leased~~
~~MEAP~~Baltar, Portugal				Manufacturing/Office
~~Zhangjiagang, China~~MEAP	~~Manufacturing~~		~~800,000~~	~~Owned~~
~~Pune, India~~Zhangjiagang, China	Manufacturing/Office		~~195,634~~	~~Leased~~
~~Shirwal, India~~	~~Land~~		~~1,560,700~~	~~Owned~~
Singapore *	~~Office/Storage~~		~~54,000~~	~~Leased~~
Sydney, Australia *	~~Office/Storage/Workshop~~		~~61,000~~	~~Leased~~

Name	Age	Position With The Registrant	Principal Position Held Since
Barry L. Pennypacker	57	President and Chief Executive Officer	2016
David J. Antoniuk	60	Senior Vice President and Chief Financial Officer	2016
Thomas G. Musial	66	Senior Vice President of Human Resources and Administration	2000
Thomas L. Doerr, Jr.	42	Senior Vice President, General Counsel and Secretary	2017
Aaron H. Ravenscroft	39	Executive Vice President of Cranes	2016

	2017				2016
	High		Low		High		Low
1st Quarter - Pre Spin-Off	n/a		n/a		$	17.40	$	11.73
1st Quarter - Post Spin-Off	$	30.28	$	21.00		18.36		16.00
2nd Quarter		26.40		21.20		24.60		16.84
3rd Quarter		36.56		22.12		23.36		17.08
4th Quarter		42.12		35.20		25.20		14.60


	Annual Return Percentages
	Years Ending December 31,
	2019			2020			2021			2022			2023
The Manitowoc Company, Inc.		18.48	%		(23.94	)%		39.67	%		(50.73	)%		82.21	%
S&P 500 Index		31.49	%		18.40	%		28.71	%		(18.11	)%		26.29	%
Russell 2000 Index		25.53	%		19.96	%		14.82	%		(20.44	)%		16.93	%

	Annual Return Percentages
	Years Ending December 31,
	2013			2014			2015			2016			2017
The Manitowoc Company, Inc.		49.30	%		(4.86	)%		(30.21	)%		69.23	%		64.46	%
S&P 500 Index		32.39	%		13.69	%		1.38	%		11.96	%		21.83	%
S&P 600 Industrial Machinery		38.22	%		1.36	%		(17.22	)%		36.69	%		22.17	%

	Indexed Returns
	Years Ending December 31,
	2012		2013		2014		2015		2016		2017
The Manitowoc Company, Inc.		100.00		149.30		142.05		99.13		167.77		275.92
S&P 500 Index		100.00		132.39		150.51		152.59		170.84		208.14
S&P 600 Industrial Machinery		100.00		138.22		140.10		115.97		158.53		193.68


	Indexed Returns
	Years Ending December 31,
	2018		2019		2020		2021		2022		2023
The Manitowoc Company, Inc.		100.00		118.48		90.12		125.86		62.02		113.00
S&P 500 Index		100.00		131.49		155.68		200.37		164.08		207.21
Russell 2000 Index		100.00		125.53		150.58		172.90		137.56		160.85

(in millions)	Total Committed		2018		2019		2020		2021		2022		Thereafter
Debt (including capital lease obligations)	$	286.0	$	8.2	$	6.7	$	3.8	$	266.2	$	0.4	$	0.7
Interest on long-term debt (including capital lease obligations)		120.2		33.2		33.2		33.1		20.7		—		—
Operating leases		96.3		18.5		15.7		14.8		13.9		12.7		20.7
Purchase obligations		373.4		365.3		8.1		—		—		—		—
Total committed	$	875.9	$	425.2	$	63.7	$	51.7	$	300.8	$	13.1	$	21.4

	Fair Value as of December 31, 2016
(in millions)	Level 1		Level 2		Level 3		Total
Current Assets:
Foreign currency exchange contracts	$	—	$	0.2	$	—	$	0.2
Commodity contracts		—		0.2		—		0.2
Total current assets at fair value	$	—	$	0.4	$	—	$	0.4
Current Liabilities:
Foreign currency exchange contracts	$	—	$	1.0	$	—	$	1.0
Total current liabilities at fair value	$	—	$	1.0	$	—	$	1.0

For the year ended December 31, 2015
	Impact of Change
In millions (except per share data)	Historical			to FIFO			As adjusted
Cost of sales	$	1,537.0		$	(3.5	)	$	1,533.5
Operating (loss) income		(15.9	)		3.5			(12.4	)
Loss from continuing operations before taxes		(114.5	)		3.5			(111.0	)
Benefit for income taxes		(42.6	)		1.5			(41.1	)
Loss from continuing operations		(71.9	)		2.0			(69.9	)
Net (loss) income		63.5			2.0			65.5
Net (loss) income attributable to Manitowoc common shareholders		63.5			2.0			65.5
Basic (loss) income per share from continuing operations		(2.11	)		0.02			(2.06	)
Diluted (loss) income per share from continuing operations		(2.11	)		0.02			(2.06	)

For the year ended December 31, 2015
	Impact of Change
In millions	Historical			to FIFO			As adjusted
Net (loss) income	$	63.5		$	2.0		$	65.5
Deferred income taxes		(5.9	)		1.5			(4.4	)
Change in inventories, net		(3.7	)		(3.5	)		(7.2	)

(in millions)	Cranes			Americas		Europe and Africa ("EURAF")		Middle East and Asia Pacific ("MEAP")
Net balance as of January 1, 2016	$	306.5		$	—	$	—	$	—
Foreign currency impact		(6.9	)		—		—		—
Net balance as of December 31, 2016		299.6			—		—		—
Foreign currency impact		16.5			—		—		—
Reallocation of goodwill at October 31, 2017		(316.1	)		166.5		81.5		68.1
Foreign currency impact		—			—		4.4		0.8
Net balance as of December 31, 2017	$	—		$	166.5	$	85.9	$	68.9

	December 31, 2017							December 31, 2016
(in millions)	Gross Carrying Amount		Accumulated Amortization Amount			Net Book Value		Gross Carrying Amount		Accumulated Amortization Amount			Net Book Value
Trademarks and tradenames	$	99.7	$	—		$	99.7	$	92.4	$	—		$	92.4
Customer relationships		10.7		(8.7	)		2.0		10.3		(7.8	)		2.5
Patents		30.6		(29.7	)		0.9		28.5		(27.4	)		1.1
Engineering drawings		10.8		(10.7	)		0.1		10.0		(9.9	)		0.1
Distribution network		19.5		(0.1	)		19.4		18.0		—			18.0
Other intangibles		0.1		(0.1	)		—		0.2		(0.2	)		—
	$	171.4	$	(49.3	)	$	122.1	$	159.4	$	(45.3	)	$	114.1

(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 loss before reclassifications		(2.9	)		(8.6	)		(20.4	)		(31.9	)
Amounts reclassified from accumulated other comprehensive loss		4.3			4.5			—			8.8
Net current period other comprehensive income (loss)		1.4			(4.1	)		(20.4	)		(23.1	)
Distribution of MFS		2.1			34.9			31.0			68.0
Balance at December 31, 2016		(0.3	)		(51.8	)		(110.8	)		(162.9	)
Other comprehensive income (loss) before reclassifications		(0.3	)		7.0			58.4			65.1
Amounts reclassified from accumulated other comprehensive income (loss)		0.7			(0.3	)		—			0.4
Net current period other comprehensive income		0.4			6.7			58.4			65.5
Balance at December 31, 2017	$	0.1		$	(45.1	)	$	(52.4	)	$	(97.4	)

(in millions)	Amount Reclassified from Accumulated Other Comprehensive Income				Recognized Location
Gains and losses on cash flow hedges
Foreign exchange contracts	$	(0.7	)		Cost of sales
		(0.7	)		Total before tax
		—			Tax expense
	$	(0.7	)		Net of tax
Amortization of pension and postretirement items
Actuarial losses	$	(5.2	)	(a)
Amortization of prior service cost		1.3		(a)
		(3.9	)		Total before tax
		4.2			Tax expense
	$	0.3			Net of Tax

Total reclassifications for the period	$	(0.4	)		Net of Tax

	Shares			Weighted Average Exercise Price		Aggregate Intrinsic Value
Options outstanding as of January 1, 2016		1,397,571		$	15.51
Granted		439,741			17.20
Exercised		(712,514	)		13.09
Forfeited		(97,842	)		16.38
Cancelled		(61,056	)		18.68
Options outstanding as of December 31, 2016		965,900			17.76
Granted		273,800			25.68
Exercised		(258,699	)		19.86
Forfeited		(78,100	)		20.16
Cancelled		(26,536	)		27.29
Options outstanding as of December 31, 2017		876,365		$	19.13	$	17.8
Options exercisable as of:
December 31, 2017		372,206		$	15.97	$	8.7

	Shares			Weighted Average Grant Date Fair Value
Unvested as of January 1, 2017		39,028		$	86.92
Granted		—			—
Vested		(11,058	)		86.92
Forfeited		(5,544	)		86.92
Unvested as of December 31, 2017		22,426		$	86.92

	Net Sales						Long-Lived Assets
(in millions)	2017		2016		2015		2017		2016
United States	$	618.5	$	641.3	$	784.5	$	119.1	$	152.9
Other North America		42.0		61.9		87.2		—		—
Europe		601.3		520.7		418.9		144.2		129.9
Asia		97.8		159.1		184.8		62.9		50.5
Middle East		102.6		119.6		193.8		1.3		1.4
Central and South America		27.1		24.9		63.7		9.3		10.8
Africa		27.6		39.7		80.0		—		—
Caribbean		6.0		8.2		5.9		—		—
Australia		58.4		37.7		46.9		0.3		0.4
Total	$	1,581.3	$	1,613.1	$	1,865.7	$	337.1	$	345.9

Change in assumption:	Estimated increase (decrease) in 2018 pension cost			Estimated increase (decrease) in Projected Benefit Obligation for the year ended December 31, 2017			Estimated increase (decrease) in 2018 Other Postretirement Benefit costs			Estimated increase (decrease) in Other Postretirement Benefit Obligation for the year ended December 31, 2017
0.50% increase in discount rate	$	(0.9	)	$	(15.0	)	$	(0.1	)	$	(0.9	)
0.50% decrease in discount rate		0.9			16.2			0.1			0.9
0.50% increase in long-term return on assets		(0.8	)	N/A			N/A			N/A
0.50% decrease in long-term return on assets		0.8		N/A			N/A			N/A
1% increase in medical trend rates	N/A			N/A				0.3			1.4
1% decrease in medical trend rates	N/A			N/A				(0.3	)		(1.3	)

	December 31, 2017
Assets (in millions)	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Unobservable Inputs (Level 3)		Net Asset Value ("NAV")		Total
Cash	$	4.7	$	—	$	—	$	—	$	4.7
Insurance group annuity contracts		—		—		14.4		—		14.4
Common/collective trust funds — Government, corporate and other non-government debt		—		—		—		70.4		70.4
Common/collective trust funds — Corporate equity		—		—		—		71.8		71.8
Total	$	4.7	$	—	$	14.4	$	142.2	$	161.3

(in millions)	U.S Pension Plans		Non-U.S. Pension Plans		Postretirement Health and Other
2018	$	9.8	$	2.9	$	3.5
2019		10.0		3.1		3.4
2020		10.2		3.4		3.2
2021		10.2		3.7		3.1
2022		10.1		3.8		2.6
2023 — 2027		49.7		21.3		10.1


	A		B	C
Plan Category	Number of securities to be issued upon exercise of outstanding options, warrants, and rights		Weighted-average exercise price of outstanding options, warrants, and rights	Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column A)
Equity compensation plans not approved by security holders(1)	0 (2)		$0 (2)	0 (2)
Equity compensation plans approved by security holders(2)(3)	1,930,227 (3)(4)		$21.47 (3)(4)	3,271,119(3)(4)
Total		1,930,227			3,271,119

	A	B	C
Plant Category	Number of securities to be issued upon exercise of outstanding options, warrants, and rights	Weighted-average exercise price of outstanding options, warrants, and rights	Number of securities remaining available for future issuance under equity compensation plans (excluding securities reflected in column A)
Equity compensation plans not approved by security holders⁽¹⁾	0 ⁽²⁾	$0 ⁽²⁾	0 ⁽²⁾
Equity compensation plans approved by security holders⁽²⁾⁽³⁾	1,208,207 ^(3(a))(4) 2,450 ^(3(b))(4) 237,381 ^(3(c))(4)	$20.89 ^(3(a))(4) $27.47 ^(3(b))(4) $14.34 ^(3(c))(4)	5,985,620 ^(3(a))(4) 0 ^(3(b)) 0^(3(c))
Total	1,448,038		5,985,620

~~(1)~~	Financial Statements:

		The following Consolidated Financial Statements are filed as part of this report under Item 8, “Financial Statements and Supplementary Data.”

		Report of Independent Registered Public Accounting Firm

		Consolidated Statements of Operations

		Consolidated Statements of Comprehensive Income (Loss)

		Consolidated Balance Sheets

		Consolidated Statements of Cash Flows

		Consolidated Statements of Equity

		Notes to Consolidated Financial Statements

(2)	Financial Statement Schedule:

		Schedule II —– Valuation and Qualifying Accounts


Schedule	Description	Filed Herewith

II	Valuation and Qualifying Accounts	X


Exhibit No.	Description	Filed/Furnished Herewith

2	~~Mater~~Master Separation and Distribution Agreement, dated March 4, 2016, between The Manitowoc Company, Inc. and Manitowoc Foodservice, Inc. (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K, dated March 3, 2016.

3.1	Amended and Restated Articles of Incorporation, ~~effective~~ as ~~of November 17, 2017 (filed as~~amended through May 10, 2019 (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on Form 8-K ~~filed on November 22, 2017 and incorporated herein by reference)~~dated May 7, 2019).

3.2	Restated By-laws, ~~(filed~~ as amended through April 3, 2020 (incorporated by reference to Exhibit ~~3.1~~3.2 to the Company’s Current Report on Form 8-K ~~filed on January 29, 2015 and incorporated herein by reference)~~dated April 6, 2020).

~~4.1(a)~~4.1	Indenture, dated ~~February 18, 2016,~~March 25, 2019, between ~~MTW Cranes Escrow Corp.~~The Manitowoc Company, Inc., the subsidiary guarantors party thereto and ~~Wells Fargo~~U.S. Bank National Association, as trustee and as collateral agent ~~(the “2016 Indenture”)~~ (incorporated by reference to Exhibit 4.1 to the Company’s Current Report on Form 8-K, dated March 28, 2019).

4.2	Form of 9.000% Senior Secured Second Lien Note due 2026 (included as Exhibit 1 to Annex I of Exhibit 4.1).

4.3	Description of The Manitowoc Company, Inc.’s Securities (filed as Exhibit 4.3 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and incorporated herein by reference).

10.1	Amendment No. 2 to Credit Agreement, dated as of May 19, 2022, among The Manitowoc Company, Inc., the guarantors party thereto, the lenders party thereto and JPMorgan Chase Bank, N.A., as administrative agent and collateral agent (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, ~~dated February 18, 2016)~~filed May 20, 2022).

~~4.1(b)~~10.2**	Form of 12.75% Senior Secured Second Lien Note due 2021 (included as Exhibit A to the 2016 Indenture) (incorporated by reference to Exhibit 4.3 to the Company's Current Report on Form 8-K, dated February 18, 2016).

~~4.1(c)~~	First Supplemental Indenture, dated March 3, 2016, by and among MTW Cranes Escrow Corp., The Manitowoc Company, Inc., the guarantors party thereto and Wells Fargo Bank National Association, as trustee (incorporated by reference to Exhibit 4.1 to the Company's Current Report on Form 8-K, dated March 3, 2016).

10.1**	The Manitowoc Company, Inc. Deferred Compensation Plan, as amended and restated through December 31, 2008 (filed as exhibit 10.1 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008 and incorporated herein by reference).

10.210.3*	~~Short-Term Incentive Plan, as amended, effective January 1, 2013.~~Form of Employment Agreement for Executive Officers (filed as Exhibit ~~10.2(a) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012 and incorporated herein by reference).~~

10.3(a)**	~~Form of Contingent Employment Agreement between The Manitowoc Company, Inc. and executive officers hired beginning in fiscal 2015 (filed as Exhibit 10.2~~10.1 to the Company's Current Report on Form 8-K filed on ~~December 29, 2015~~February 12, 2021 and incorporated herein by reference).

~~10.3(b)~~10.4***	Form of Contingent Employment Agreement between The Manitowoc Company, Inc. and the following executive officers of the Company: Thomas G. Musial and Larry J. Weyers. (filed as Exhibit 10.3(b) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2012 and incorporated herein by reference).

10.4**	Form of Indemnity Agreement between the Company and each of the directors, executive officers and certain other employees of the Company (filed as Exhibit ~~10(b)~~10.4 to the Company’s Annual Report on Form 10-K for the fiscal year ended ~~July 1, 1989~~December 31, 2017 and incorporated herein by reference).	~~X(1)~~

10.5**	Supplemental Retirement Plan, as amended and restated through December 31, 2008 (filed as Exhibit 10.6(c) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008 and incorporated herein by reference).

~~Exhibit No.~~	~~Description~~	~~Filed/Furnished~~ ~~Herewith~~

10.6**	The Manitowoc Company, Inc. ~~2003~~2013 Omnibus Incentive ~~Stock and Awards~~ Plan, as amended ~~effective May 1, 2012 (filed as Exhibit 10.7(c) to the Company’s Proxy Statement for its 2012 annual meeting, filed on March 22, 2012~~ and ~~incorporated herein by reference).~~

10.7**	The Manitowoc Company, Inc. 2004 Non-Employee Director Stock and Awards Plan, as amended on December 17, 2008, (filed as Exhibit 10.7(e) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2008 and incorporated herein by reference).

10.8**	The Manitowoc Company, Inc. Incentive Stock Option Agreement with Vesting Provisions, applicable to the Company’s 2003 Incentive Stock and Awards Plan (filed as Exhibit 10.1 to the Company’s Current Report on Form 8-K dated as of February 25, 2005 and incorporated herein by reference).

10.9**	The Manitowoc Company, Inc. Non-Qualified Stock Option Agreement with Vesting Provisions, applicable to the Company’s 2003 Incentive Stock and Awards Plan (filed as Exhibit 10.2 to the Company’s Current Report on Form 8-K dated as of February 25, 2005 and incorporated herein by reference).

10.10(a)**	The Manitowoc Company, Inc. Award Agreement for Restricted Stock Awards under the Company’s 2003 Incentive Stock and Awards Plan, amended February 27, 2007 (filed as Exhibit 10.10 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2004 and incorporated herein by reference).

10.10(b)**	The Manitowoc Company, Inc. Performance Share Award Agreement, applicable to the Company’s 2003 Incentive Stock and Awards Plan (filed as Exhibit 10.10 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2010 and incorporated herein by reference).

10.11**	~~The Manitowoc Company, Inc. Award Agreement for the 2004 Non-Employee Director Stock and Awards Plan, as amended effective May 3, 2006 and February 27, 2007~~restated (filed as Exhibit 10.11 to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, ~~2006~~2019 and incorporated herein by reference).

10.1210.7(a)*	~~The Manitowoc Company, Inc. 2013 Omnibus Incentive Plan, as amended and restated, (filed as Exhibit 10.1 to the Company's~~ Current ~~Report on Form 8-K filed on November 22, 20171 and incorporated herein by reference).~~

10.12(a)**	Form of Performance Share Award Agreement under The Manitowoc Company, Inc. 2013 Omnibus Incentive Plan (filed as Exhibit ~~10.1~~10.11(a) to the Company’s ~~Quarterly~~Annual Report on Form ~~10-Q filed on August 2, 2013~~10-K for the fiscal year ended December 31, 2019 and incorporated herein by reference).


~~10.12(b)~~10.7(b)**		Form of Restricted Stock Award Agreement for Directors under The Manitowoc Company, Inc. 2013 Omnibus Incentive Plan (filed as Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q filed on August 2, 2013 and incorporated herein by reference).

~~10.12(c)~~10.7(c)**		Form of Restricted Stock Award Agreement for Employees under The Manitowoc Company, Inc. 2013 Omnibus Incentive Plan (filed as Exhibit 10.3 to the Company’s Quarterly Report on Form 10-Q filed on August 2, 2013 and incorporated herein by reference).

~~10.12(d)~~10.7(d)**		Current Form of Restricted Stock Unit Award Agreement for Directors under The Manitowoc Company, Inc. 2013 Omnibus Incentive Plan (filed as Exhibit 10.11(d) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and incorporated herein by reference).

10.7(e)**		Current Form of Restricted Stock Unit Award Agreement for Employees under The Manitowoc Company, Inc. 2013 Omnibus Incentive Plan (filed as Exhibit 10.11(e) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and incorporated herein by reference).

10.7(f)**		Current Form of Non-Qualified Stock Option Award Agreement under The Manitowoc Company, Inc. 2013 Omnibus Incentive Plan (filed as Exhibit 10.11(f) to the Company’s Annual Report on Form 10-K for the fiscal year ended December 31, 2019 and incorporated herein by reference).

10.7(g)**		Form of Incentive Award Agreement under The Manitowoc Company, Inc. 2013 Omnibus Incentive Plan (filed as Exhibit 10.7 to the Company’s Quarterly Report on Form 10-Q filed on August 2, 2013 and incorporated herein by reference).

10.7(h)**		Prior Form of Performance Share Award Agreement under The Manitowoc Company, Inc. 2013 Omnibus Incentive Plan (filed as Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q filed on August 2, 2013 and incorporated herein by reference).

10.7(i)**		Prior Form of Restricted Stock Unit Award Agreement for Directors under The Manitowoc Company, Inc. 2013 Omnibus Incentive Plan (filed as Exhibit 10.4 to the Company’s Quarterly Report on Form 10-Q filed on August 2, 2013 and incorporated herein by reference).


~~10.20(b)~~10.10(b)		Amendment, dated March 28, 2016, to the Employee Matters Agreement, effective as of March 4, 2016, by and between The Manitowoc Company, Inc. and Manitowoc Foodservice, Inc. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K, dated March 28, 2016).

~~10.21~~10.11		Intellectual Property Matters Agreement, dated March 4, 2016, between The Manitowoc Company, Inc. and Manitowoc Foodservice, Inc. (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on Form 8-K, dated March 3, 2016).


	Balance at Beginning of Year		Charge to Costs and Expenses		Utilization of Reserve			Other, Primarily Impact of Foreign Exchange Rates			Balance at end of Year
Year End December 31, 2021
Allowance for credit losses	$	8.5	$	—	$	(1.3	)	$	0.1		$	7.3
Deferred tax valuation allowance	$	171.4	$	9.1	$	(4.9	)	$	(5.1	)	$	170.5
Year End December 31, 2022
Allowance for credit losses	$	7.3	$	0.1	$	(1.8	)	$	(0.3	)	$	5.3
Deferred tax valuation allowance	$	170.5	$	10.6	$	(4.9	)	$	(2.1	)	$	174.1
Year End December 31, 2023
Allowance for credit losses	$	5.3	$	2.3	$	(1.4	)	$	(0.1	)	$	6.1
Deferred tax valuation allowance	$	174.1	$	1.7	$	(30.2	)	$	(14.8	)	$	130.8