8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 or 15(d)

of the Securities Exchange Act of 1934

Date of report (Date of the earliest event reported) March 9, 2015

MANITEX INTERNATIONAL, INC.

(Exact Name of Registrant as Specified in Its Charter)

Michigan	001-32401	42-1628978
(State or Other Jurisdiction of Incorporation)	(Commission File Number)	(IRS Employer Identification No.)
9725 Industrial Drive, Bridgeview, Illinois		60455
(Address of Principal Executive Offices)		(Zip Code)

(708) 430-7500

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 7.01 Results of Operations and Financial Condition.

On March 9, 2015, the Company posted a slide presentation on its website. This slide presentation is incorporated herein by reference.

The information under Item 7.01 in this Current Report on Form 8-K, including the exhibits hereto, is being furnished and shall not be deemed “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or otherwise subject to the liabilities of that Section. The information under Item 7.01 in this Current Report on Form 8-K will not be incorporated by reference into any registration statement or other document filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated by reference. The furnishing of the information under Item 7.01 in this Current Report on Form 8-K is not intended to, and does not, constitute a determination by the Company that the information under Item 7.01 in this Current Report on Form 8-K is complete or that investors should consider this information before making an investment decision with respect to any security of the Company.

Item 9.01 Financial Statements and Exhibits.

(a) Financial Statements of Businesses Acquired.

Not applicable.

(b) Pro Forma Financial Information.

Not applicable.

(c) Shell Company Transactions.

Not applicable.

(d) Exhibits.

99.1 Manitex International, Inc. slide presentation posted on Company website March 9, 2015.

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned thereunder duly authorized.

MANITEX INTERNATIONAL, INC.
By:	/S/ DAVID H. GRANSEE
Name:	David H. Gransee
Title:	VP & CFO

Date: March 9, 2015

EXHIBIT INDEX

Exhibit Number	Description
99.1	Manitex International, Inc. slide presentation posted on company website March 9, 2015.

EX-99.1

Manitex International, Inc.

Corporate Presentation

(NASDAQ: MNTX)

March 2015

Exhibit 99.1

2

Forward Looking Statements & Non-GAAP Measures

Safe Harbor Statement under the U.S. Private Securities Litigation Reform Act of 1995: This presentation contains

statements that are forward-looking in nature which express the beliefs and expectations of management including

statements regarding the Company’s expected results of operations or liquidity; statements concerning projections,

predictions, expectations, estimates or forecasts as to our business, financial and operational results and future economic

performance; and statements of management’s goals and objectives and other similar expressions concerning matters

that are not historical facts.  In some cases, you can identify forward-looking statements by terminology such as

“anticipate,”

“estimate,”

“plan,”

“project,”

“continuing,”

“ongoing,”

“expect,”

“we believe,”

“we intend,”

“may,”

“will,”

“should,”

“could,”

and similar expressions. Such statements are based on current plans, estimates and expectations and

involve a number of known and unknown risks, uncertainties and other factors that could cause the Company's future

results, performance or achievements to differ significantly from the results, performance or achievements expressed or

implied

by

such

forward-looking

statements.

These

factors

and

additional

information

are

discussed

in

the

Company's

filings with the Securities and Exchange Commission and statements in this presentation should be evaluated in light of

these important factors. Although we believe that these statements are based upon reasonable assumptions, we cannot

guarantee future results. Forward-looking statements speak only as of the date on which they are made, and the

Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of

new information, future developments or otherwise.

Non-GAAP

Measures:

Manitex

International

from

time

to

time

refers

to

various

non-GAAP

(generally

accepted

accounting

principles) financial measures in this presentation.  Manitex believes that this information is useful to understanding its

operating results without the impact of special items. See Manitex’s Q4 2014 earnings release on the Investor Relations

section of our website www.manitexinternational.com for a description and/or reconciliation of these measures.

3/6/2015

Nasdaq: MNTX

Global provider of highly

specialized cranes-

straight-mast and

knucklebooms

Materials and container

handling equipment also

sold through

dealerships, globally

Miscellaneous

specialized equipment

Company Snapshot

Manitex

International, Inc.

Niches

Served

Company

Origin

Energy exploration and

field development

Power line construction

Military

Railroads

Ports

Government/agency

Construction-residential

and non-residential

Launched as a private

company in 2003

Publicly traded on

NASDAQ: MNTX

Steady organic growth

Industry consolidator:

consistently adding

branded product lines

through M&A  since

going public in 2006

3

3/6/2015

Nasdaq: MNTX

Company Timeline

4

3/6/2015

Nasdaq: MNTX

July 2013: Acquires

Sabre Manufacturing LLC

December 2009: Acquires

Load King Trailers

July 2009: Acquires

Badger Equipment Co.

November 2006:

Veri-Tek

Acquires LiftKing

July 2007: VCC

acquires Noble

forklift

May 2008: Name changed to Manitex International

and listed on Nasdaq (MNTX)

October 2008:

Crane &

Machinery and

Schaeff Forklift

acquired

July 2006: Manitex

merges into Veri-Tek,

Intl. (VCC)

July 2010: CVS

Operating Agreement

2006

2007

2008

2009

2010

2011

2012

2013

July 2011: Closes

Acquisition of CVS

January 2003:

Manitowoc

divests

Manitex

March 2002:

Manitowoc

(NYSE:MTW)

acquires Grove

November 2013: 

Acquires Valla SpA

of Piacenza, Italy

January 2015: Closes on

PM Group SpA

December 2014:

Closes on JV with

Terex for ASV

2015

2014

•

Leading Italian

manufacturer of truck-

mounted hydraulic knuckle

boom cranes

•

Diverse product lines

ranging up to 108 metric

tonnes in lifting capacity;

sales in 50 countries

•

Engineered lifting equipment

•

Manitex boom trucks

•

SkyCrane aerial platforms

•

Sign cranes

•

RT forklifts

•

Special mission-oriented

vehicles

•

Carriers

•

Heavy material handling

•

Transporters & steel mill

equipment

Product Overview-Our Largest Product Groups

5

3/6/2015

Nasdaq: MNTX

•

Compact track loaders and

skid-steer loaders

•

Commercial and Residential

Markets

•

Generally ideal for pick &

carry and digging

applications, site clearance

Competitive Positioning

6

Core Competencies

Strong brand history

Acknowledged product

development record

International dealers enable us to

follow demand

Focused on specialized equipment

and niche end-markets

Products

Niche markets

Broad end-user base

Highly customized/specialized;

will configure-to-order

Parts and service an important

part of business model

Superior ROI

Lower capital commitment for a boom truck vs.

competitors’

custom cranes of similar lifting capacity

Usually less or no special permitting vs. competitors’

custom cranes of  similar lifting capacity

3/6/2015

Nasdaq: MNTX

Financial Summary-Snapshot

$000,  except %

2010

2011

2012

2013

2014

Revenues

$95,875

$142,291

$205,249

$245,072

$264,081

Gross Margin (%)

24.3%

20.6%

19.7%

19.0%

18.3%

Adjusted EBITDA**

$8,676

$11,120

$17,957

$21,483

$20,864

Adj. EBITDA Margin (%)**

9.0%

7.8%

8.7%

8.8%

7.9%

Net income**

$2,109

$2,780

$8,077

$10,178

$8,816**

Backlog

$39,905

$83,700

$130,352

$77,281

$107,327

Key Statistics

Stock Price

(3/5/15)

$11.70/share

Market Cap (3/5/15)

$186.6M

Total Ent. Value (3/5/15)*

$368M

Ticker / Exchange

MNTX/NasdaqCM

Capitalization

Basic Shares O/S *

15.9M

Diluted Shares O/S

*

15.9M

Est. Total Debt *

$186M

7

3/6/2015

Nasdaq: MNTX

*12/31/14 adjusted to include equity and debt issuance associated with PM-Group

transaction subsequent to 12/31/2014

** Excludes $1.7M in after-tax acquisition and other costs--see                           

reconciliation of non-GAAP items, slide 20)

Key Transactions 2014/2015 -ASV and PM-Group

8

3/6/2015

Nasdaq: MNTX

•

ASV

(closed

12/2014)

is

our

Joint

Venture

with

Terex

Corporation

that

brings

a

broad

product

line

of

rubber-track

crawler

and

skid-steer

loaders

and

accessories

to

the

product

group.

•

ASV,

Inc.

had

trailing

twelve

month

revenues

of

approximately

$130

million.

•

Manitex

contributes

$25M

into

the

Joint

Venture,

with

$20M

in

common

shares

and

debt

securities

being

issued

to

Terex,

as

well

as

$5M

in

cash;

the

JV

has

$44M

in

non-recourse

debt.

•

PM-Group

S.p.A.,

(closed

1/2015)

is

a

leading

Italian

manufacturer

of

truck

mounted

hydraulic

knuckle

boom

cranes

with

a

product

range

spanning

more

than

50

models.

•

PM-Group

had

trailing

twelve

month

revenues

of

approximately

$100

million

.

•

Consideration

was

$91

million,

consisting

of

a

combination

of

debt,

equity,

and

the

assumption

of

$60

million

in

non-recourse

PM-Group

debt

and

liabilities.

A $500 Million+ Enterprise Entering 2015

Consistent Financial Growth

9

Historically

Consistent

EBITDA

Margin of

9.0%

2010-2013

CAGR was

36.7% (pre-

PM Group

and pre-ASV)

*2014 pro

forma bar

includes ASV

and PM

$M

Opportunity

2016E

2015E

Lifting Equipment Market Overview—Straight

Mast

Market Overview

Principal products: boom truck cranes that vary in height

& tonnage capacity

Smaller tonnage cranes (<30 tons) more focused on

general construction markets; larger cranes (30+ tons)

focus on power line construction and energy

Larger tonnage cranes in higher demand since economic

downturn

Boom truck cranes typically less expensive than rough

terrain and all terrain cranes

Manitex Market Position

Broader market: ~65% of cranes shipped in the smaller

tonnage range; ~75% of Manitex shipments have been in

larger tonnage

Focus on being a niche player allows specialization tailored

towards customers’

needs

Production distribution skewed toward larger tonnage

machines

First to launch 50-ton crane (May 2007)

Have developed a series of products around the demand

for larger tonnage cranes

10

3/6/2015

Nasdaq: MNTX

The Knuckle boom Market-

$2.3 Billion Globally

(Management Estimates)

11

3/6/2015

Nasdaq: MNTX

•

Large Market of $2.3 BN is roughly 2X the size of

the straight-mast boom truck market (global)

•

PM has a geographically diverse customer base with

70% of its business outside Europe

•

North American knuckleboom market is growing

•

Opportunity to increase PM Group’s No. American

market presence through Manitex’s distribution

network

Replacement Parts & Service

Consistent Recurring Revenue

12

•

Consistent recurring revenue stream throughout the cycle

–

Typically generates 10%-20% of net sales in a quarter/year (ASV is approx. 25%)

–

Typically carry 2x gross margin of core equipment business

•

Spares relate to swing drives, rotating components, and booms

among others, many of which are proprietary

–

Serve additional brands

–

Service team for crane equipment

–

Automated proprietary system implemented in principal operations

3/6/2015

Nasdaq: MNTX

Investment Highlights

13

•

Niche markets with

solid demand

drivers for products

•

Steadying of

construction

environment and

energy markets

driving demand

•

Diverse end

markets result in

risk mitigation

•

Customer focused

design strategy

•

Diversified product

offering

•

Quickly adaptable

to changes in

demand*

•

Commitment to

innovation,

research, &

product

development

•

Revenue and

earnings growth

have consistently

outpaced market

and industrial peers

since 2009

•

Backlog at $107M 

as of 12/31/2014

•

Manitex dealer

network provides

footprint for on-

going North

American expansion

•

PM Group has little

penetration in US

and has excellent

non-US and non-

Europe customer

base

•

No Customer

represents over 10%

of annual revenues

•

Seasoned senior

management:

over 70 years of

collective industry

experience

•

Successfully

integrated

multiple

acquisitions

•

Significant

management

ownership

Growth in

End Markets

Flexible

Operating

Model

Broad Industry

& Geographic

Distribution

Growth in

Key Financial

Metrics

Experienced

Management

3/6/2015

Nasdaq: MNTX

*In 2009 “Great Recession”

only ONE quarter without positive EBITDA

A consolidator in the lifting and hauling industry, Manitex International serves

addressable markets with an estimated $4 BN in annual sales

14

Financial Overview

Manitex International, Inc.

Q4 2014

3/6/2015

Nasdaq: MNTX

*Q4 2014 Results may contain adjustments, please see reconciliation to GAAP

on Slide 20 and Manitex Full Year and Fourth Quarter 2014 earnings release

Key Figures -

Quarterly

15

USD thousands except as noted

Q4-2014

Q4-2013

Q3-2014

Net sales

$66,909

$65,431

$66,197

Gross profit

12,601

12,779

10,915

Gross margin %

18.8%

19.5%

16.5%

Operating expenses 

10,865

7,759

7,504

Adjusted Net Income

2,185

2,991

1,768

Adjusted EBITDA

5,330

6,225

4,519

EBITDA % of Sales

8.0%

9.5%

6.8%

Backlog ($ million)

107.3

77.3

102.1

3/6/2015

Nasdaq: MNTX

Summary Balance Sheet

16

$000s

31-Dec-14

31-Dec-13

31-Dec-12

31-Dec-11

31-Dec-10

Current Assets

173,502

$121,798

$104,777

$71,209

$54,703

Fixed Assets

28,846

11,143

10,297

11,017

10,659

Other Long-Term Assets

114,960

49,673

36,430

39,365

40,155

Total Assets

$317,308

$182,614

$151,504

$121,591

$105,517

Current Liabilities

84,032

$47,930

$43,351

$30,177

$23,011

Long-Term Liabilities

103,270

49,693

48,620

44,620

39,232

Total Liabilities

187,302

97,623

91,971

74,797

62,243

Shareholders’

Equity

130,006

84,991

59,533

46,794

43,274

Total Liabilities & Shareholders’

Equity

$317,308

$182,614

$151,504

$121,591

$105,517

3/6/2015

Nasdaq: MNTX

17

Working Capital

“Focused

manufacturer of

engineered lifting

equipment”

$000

Q4-2014

Q4-2013

Working Capital

$89,470

$73,868

Days sales outstanding (DSO)

95

53

Days payable outstanding (DPO)

60

45

Inventory turns

2.3

2.9

Current ratio

2.1

2.5

Operating working capital

129,112

86,677

Operating working capital % of annualized LQS

48.2%

33.1%

Working capital ratios skewed by annualized quarters sales and cost of goods sold only include 12 days for ASV from

acquisition.

Excluding impact of ASV transaction, DSO, DPO and inventory turns were 71 days, 43 days, and 3.1 days respectively

18

“Focused

manufacturer of

engineered lifting

equipment”

$000

Dec 31, 2014

Dec 31, 2013

Total Cash

$4,370

$6,091

Total Debt

112,294

54,201

Total Equity

130,006

84,991

Net capitalization

237,930

133,131

Net debt / capitalization

45.4%

36.1%

Trailing 12 month Adjusted EBITDA

20,864

21,483

Debt / Adjusted EBITDA

5.4x

2.5x

•

Net capitalization is the sum of debt plus equity minus cash

•

Net debt is total debt less cash

Debt and Liquidity

Debt at 12/31/14 includes:

Non recourse debt at ASV $43.6 million (term and revolving credit facilities)

Fair value of convertible debt for ASV transaction $6.6 million and $1.6 million note for transaction fees paid by

Terex

Manitex revolving credit facilities and Italian working capital facilities ($53.7 million)

Total

available

liquidity

as

12/31/14

under

credit

facilities

of

approximately

$25

million.

Average Debt Cost approximates 6%

Full year of ASV contribution would have resulted in a Debt/Adjusted EBITDA ratio of approximately 3.2x in 2014

* Non-GAAP Reconciliations

19

3/6/2015

Nasdaq: MNTX

Three Months Ended

Twelve Months Ended

December 31,

2014

December 31,

2013

December 31,

2014

December 31,

2013

Net  income

472

2,991

7,103

10,178

Net loss attributable to noncontrolling

interest

(136)

--

(136)

--

Income tax

393

1,182

3,676

4,269

Interest expense

958

765

3,150

2,946

Foreign currency transaction losses (gain) 

80

23

107

95

Other (income) expense

(31)

59

36

50

Acquisition and other expense

2,356

-

2,356

-

Depreciation & Amortization

1,238

1,205

4,572

3,945

Adjusted Earnings before interest,

taxes, depreciation and amortization

(Adjusted EBITDA)

$5,330

$6,225

$20,864

$21,483

Adjusted EBITDA % to sales

8.0%

9.5%

7.9%

8.8%

Three Months Ended

Twelve Months Ended

December 31,

2014

December 31,

2013

December 31,

2014

December 31,

2013

Net  income as reported

472

2,991

7,103

10,178

Pre –

tax acquisition and other expenses

2,517

--

2,517

-

Tax effect based on jurisdictional blend

(804)

--

(804)

-

Adjusted Net Income

$2,185

$2,991

$8,816

$10,178

Weighted average diluted shares

outstanding

14,029,205

13,821,352

13,904,289

12,717,575

Diluted earnings per share as reported

$0.03

$0.22

$0.51

$0.80

Total EPS Effect

$0.13

--

$0.12

--

Adjusted Diluted earnings per share

$0.16

$0.22

$0.63

$0.80

Reconciliation of GAAP Net Income to Adjusted EBITDA (in thousands)

Reconciliation of GAAP Net Income to Adjusted Net Income (in thousands)  

Experienced Management Team

20

Name & Title

Experience

David Langevin

Chairman & CEO

20+ years principally with Terex

Andrew Rooke

President & COO

20+ years principally with Rolls Royce, GKN Sinter Metals,

Off-Highway & Auto Divisions

David Gransee

CFO & Treasurer

Formerly with Arthur Andersen,  15+ years with Eon Labs

(formerly listed)

Robert Litchev

President –

Manufacturing Operations

10+ years principally with Terex

Scott Rolston

SVP Strategic Planning

13+ years principally with Manitowoc

Bruce Peterson

SVP Sales and Marketing

20+ years principally with Manitowoc

3/6/2015

Nasdaq: MNTX

Operating Companies

21

Brand

Products

End Markets

Drivers

•

Boom trucks and cranes

•

Sign cranes

•

Parts

•

Energy exploration

•

Power transmission

•

Industrial projects

•

Infrastructure development

•

Strong end market demand for specialized,

competitively differentiated products for oil, gas,

and energy sectors

•

Product development

•

Rough terrain cranes

•

Specialized construction

equipment

•

Parts

•

Railroad

•

Construction

•

Refineries

•

Municipality

•

Equipment replacement cycle in small tonnage

flexible cranes for refinery market

•

More efficient product offering across end

markets

•

Rough terrain forklifts

•

Special mission-oriented vehicles

•

Custom specialized carriers

•

Parts

•

Military

•

Utility

•

Ship building

•

Commercial

•

Steady, profitable growth from both commercial

and military application of products

•

Custom trailers

•

Hauling systems for heavy

equipment transport

•

Parts

•

Energy

•

Mining

•

Railroad

•

Commercial construction

•

U.S. energy exploration build-out

•

Oil and gas exploration

•

General infrastructure construction

•

Reach stackers

•

Container handling forklifts

•

Parts

•

Global container market

•

International container market and global trade

•

Re-establishing customer relationships and select

product categories

•

Specialized equipment for liquid

storage & containment

•

8,000-21,000 gallon capacities

•

Large client base in energy sector

•

Petrochemical

•

Waste management

•

Oil & gas drilling 

•

Reputation for quality & innovation

•

Serves a market of over $1B annually

•

At acquisition, TTM (3/31/13) revenues ~ $39.1M,

adjusted EBITDA ~ $4.5M, EBIT ~ $4.2M

3/6/2015

Nasdaq: MNTX

Operating Companies

22

Brand

Products

End Markets

Drivers

•

Precision pick & carry cranes

•

Automotive

•

Chemical / petrochemical

•

Industrial projects

•

Infrastructure development

•

Aerospace

•

Construction

•

Strong end market demand for specialized,

competitively differentiated products

•

Environmental (electric) or hazardous (spark free)

developments

•

Product development

3/6/2015

Nasdaq: MNTX

•

Knuckle boom cranes

•

Truck-mounted Aerial Platforms

•

Energy

•

Construction

•

Infrastructure

•

Utilities

•

Growing acceptance of knucklebooms in North

American markets

•

Oil and gas exploration creating demand

•

Product development

•

Compact track loaders

•

Skid-steer loaders

•

Construction

•

Infrastructure

•

Improving fundamentals in general construction

markets, residential and light commercial