Fiscal Year 2024 Annual Report
Connect Safety to Everything You Do
Take personal responsibility. Care for our people. Build
products everyone can trust.
Be Easy to Do Business With
Focus on the customer. Listen. Simplify.
Deliver On Your Commitments
Aim for greatness. Do your best. Hold yourself accountable.
Think Differently
Be proactive with ideas. Ask questions. Be part of the solution.
Win As a Team
Embrace diversity. Respect each other. Celebrate success.
Act With Integrity
Do the right thing. Extend trust. Appreciate differences.
PURPOSE
Together We Create Intelligent Motion Solutions That Move the
World Forward and Improve Lives
MISSION
We provide expert, professional-grade solutions, and products, building the
trust of customers by solving their high-value problems
VISION
To become the global leader in safe and productive intelligent motion solutions
VALUES
Our values drive everything we do at Columbus McKinnon
“Together our family of trusted brands,
known for superior quality, safety, reliability
and productivity, position us to provide
intelligent motion solutions for our
customers’ unique material handling needs.”
1
2024 Annual Report
Fiscal 2024 was a defining year for Columbus McKinnon,
proving that our platform could once again perform in a dynamic
macroeconomic environment. We delivered record financial
performance and made significant progress advancing our
commercial, operational and transformation initiatives. Our
results are a testament to our business model and the growing
impact of our transformation.
I’m proud of what our talented and diligent team has
accomplished. Grounded in purpose-driven performance, we
are dedicated to improving the lives of our customers, the
communities we serve and the associates who work at
Columbus McKinnon. We are committed to being the leading
and most trusted provider of material handling solutions
focusing on safety, efficiency and productivity. Our team
comes to work every day with one united purpose: creating
intelligent motion solutions that move the world forward and
improve lives.
Over the last year, we acted with speed and agility amid unprecedented conditions. The team excelled, even in
the context of the lingering effects of the pandemic, heightened geopolitical risk, labor shortages, the highest
level of inflation experienced in decades and market fears of recessionary conditions weighing on investors and
customers.
While it’s not possible to know exactly what this next year will hold, we do know that our customers will depend
on us to deliver, both on behalf of themselves and their customers. Our associates, who share my passion for
serving our customers and strive to win each day, position us to deliver after another year of record results.
We are executing on what we can control and have significantly improved our operating performance over the
last year as we have focused on the areas that are most important to our customers. We shortened our lead
times, improved our on-time delivery and reduced our past due backlog to normalized levels. These
accomplishments translate into an improved customer experience and enable us to capture additional share of
wallet with existing customers and grow with new customers.
We took advantage of identified opportunities across our geographies and end markets and invested to position
ourselves for the future. We are making significant strides towards differentiating our business and enhancing our
core capabilities.
We are growing, strategically repositioning our company and generating cash, which provides dry powder to
reinvest into our growth framework where we have multiple levers to drive more scale. We believe that increasing
scale will become a compounding advantage as we execute our strategy over time.
Dear Shareholders and Friends,
David Wilson
Director, President & Chief Executive Officer
Transformation To A Secular Growth Company
Our success and our momentum are years in the making. Four years ago, we believed that implementing our
transformation and growth strategy would further differentiate our business and drive superior results. Building
on a foundation of nearly ı50 years of being a market leader in lifting for material handling, we are transforming
into more holistic provider of intelligent motion solutions for material handling. We’ve embraced change and
innovation while staying true to our roots of excellence and continuous improvement.
Over time, we’ve expanded our platform from lifting to include linear motion, controls and automation, and most
recently precision conveyance. With the addition of the precision conveyance platform, we expanded our total
addressable market (“TAM”) by $5 billion to a total of $20 billion.
Our strategic plan’s core growth framework
defines our balanced and disciplined approach
to prioritizing and delivering organic and
inorganic growth. We're confident that by
leveraging this framework we will deliver
attractive growth, financial performance and
shareholder value over time. montratec® is the
latest example of our M…A strategy, centered
on compelling economics, patented technology
and access to attractive end markets.
The key principles of our strategic framework include being market led, customer-centric and operationally
excellent. At our core, we are a people and values driven organization that embraces innovation. The Columbus
McKinnon Business System (“CMBS”), which incorporates our 80/20 methodology, is key to strengthening core
competencies, driving operational muscle memory, enabling scale and creating competitive advantages.
In fiscal 2024, we continued to make progress on our transformation, delivering on productivity enhancements
and simplifying our business. We are simplifying our portfolio and our footprint, while investing in the best
products to address targeted applications and enable profitable growth in attractive markets. As a reminder, our
simplification efforts are expected to contribute over 200 basis points to gross margin over time.
We are encouraged by the progress we are making and the potential of our transformation. Beyond this material
progress, we have higher ambitions for continued growth and margin expansion over the long-term.
2024 Annual Report
2
ı Non-GAAP financial measure; see definition and reconciliation in the following pages
$650
$907
$936
$1,014
FY21
FY22
FY23
FY24
and reconciliation in the following pages
34.1%
36.1%
36.5%
37.3%
FY21
FY22
FY23
FY24
11.9%
15.4%
15.8%
16.4%
FY21
FY22
FY23
FY24
Adjusted EBITDAMargin1
Adjusted Gross Margin1
Net Sales ($M)
GROWTH FRAMEWORK
CMBS
Deliberately Curated Portfolio
Our products are engineered to help our
customers work smarter while improving the
safety, uptime and productivity of their
operations. Our innovative, intelligent solutions
combine equipment used to lift, move and
position materials with industry-leading control
and automation technology. Working together,
this technology is helping our customers solve
high-value problems that are critical to their
business.
Whether our customers need a hoist, a linear
actuator or a conveyance solution, we can
simplify and automate their materials handling
and intralogistics processes.
The diversification, breadth of our offering and
markets we serve provide a natural balance
and added resilience to our business. That
balance also provides multiple levers to enable
sustained growth and deliver on our operational
and financial objectives.
As we build scale and deepen our offerings, we
expect to realize synergies from bringing our
platforms together:
•
Share of wallet: The ability to serve our
existing customers with more of our solutions
•
Customer growth: Access to new end
markets and geographies
•
Cost savings: Value from product
simplification and supply chain power
•
Margin expansion: Product differentiation
and outsized growth in high margin solutions
We are still in the early innings of harnessing
these capabilities, and the value creation
opportunity ahead gives us further confidence
in our ability to deliver our long-term objectives.
Each platform serves an important role in our
strategy, including delivering strong, consistent
free cash flow or above-market growth.
3
2024 Annual Report
Our Magnetek® digital power and motion
control solutions leverage automation
technology that can be customized to meet
industry-specific demands. These intelligent
solutions are available from ceiling to floor
and can be integrated across our entire
product portfolio. Our solutions include AC
and DC motor controls, radio remote controls,
crane components, collision avoidance,
diagnostic and analytic technology, overhead
crane automation and other custom-
engineered solutions.
Automation
Lifting
Since 1875, our lifting products and
equipment, which are designed for
intelligent motion, have helped people in
industries around the world. Whether loads
need to be lifted or positioned manually or
with power, we offer an extensive range of
solutions to fit the needs of any application.
Products available include manual and
powered chain hoists, wire rope hoists,
enclosed track systems and workstation
cranes, crane kits, below-the hook lifting
devices, chain and rigging.
Precision Conveyance
Our advanced linear motion solutions,
including linear actuators, screw jacks, super
cylinders, rotary unions and control systems,
can meet the most challenging lifting,
positioning and transfer demands. These
technologies are crucial in optimizing
production processes and increasing
efficiency in a variety of industries.
Linear Motion
With a comprehensive portfolio of high-
precision conveyance and accumulation
systems, we offer highly customizable
products that solve intralogistics challenges
faced by customers worldwide, improving
efficiency, reducing labor costs and enhancing
overall productivity. Our conveyance offering
includes fabric belt, flexible chain, sanitary,
and stainless-steel conveyors. We also provide
pallet system conveyors, accumulation
conveyors, transport systems, and interlink
equipment and processes.
Track Record of Strong Financial Results
Our team delivered another record year of performance on a variety of top
and bottom-line metrics, reflecting the solid progress we are making with our
transformation. These results provide another proof point on the path to
achieving our long-term financial objectives. Our team continues to execute
on commercial and operational initiatives to improve productivity, reduce lead
times and enhance customer experience in order to scale our business and
deliver top-tier financial results.
We grew sales by 8% to over $ı billion dollars for the first time in our history.
We delivered high-single to low-double-digit sales growth across each area
of our business, including automation, precision conveyance, lifting and linear
motion in the year. Exiting the year, we delivered order growth of 5% in the
fourth quarter, positioning us to deliver sales growth in fiscal 2025.
We expanded gross margin by 50 basis points to 37.0%, or 80 basis points,
to 37.3% on an adjusted basis,ı benefitting from leverage on our growth and
remaining focused on performance improvement through CMBS and 80/20
actions.
We expanded Adjusted EBITDA Marginı by 60 basis points to ı6.4%, our
highest level ever. These results are a testament to the effectiveness of our
strategy, solid execution by our global CMCO associates and the growing
impact of our transformation.
We generated net cash provided by operating activities of $67.2 million and
Free Cash Flowı of $42.4 million with Free Cash Flow Conversionı of ‹ı%.
We remain focused on using our significant cash flow generation to de-
leverage our business. Our Net Leverage Ratioı was 2.4x as of year end and
we believe we are on track to reduce this ratio to approximately 2.0x by the
end of fiscal 2025.
While we’ve made solid progress, we still have significant opportunities in
front of us to enhance customer experience, optimize our business, grow
profitably and expand our margins.
2024 Annual Report
4
+8%
Sales Growth
+80 bps
Adjusted Gross
Margin Expansion1
+60 bps
Adjusted Operating
Margin Expansion1
+60 bps
Adjusted EBITDA
Margin Expansion1
$67.2
Cash Provided by
Operating Activities
2.4x
Net Leverage Ratio1
ı Adjusted Gross Margin, Adjusted Operating Margin, Adjusted EBITDA Margin, Free Cash Flow, Free Cash Flow Conversion and Net Leverage Ratio
are non-GAAP financial measures. See accompanying discussion and reconciliation tables provided in this Annual Report for reconciliations of these
non-GAAP financial measures to the closest corresponding GAAP financial measures. Net Leverage Ratio is calculated on a credit agreement basis.
Enabling Great People to Achieve Greatness
We believe that our team members are the foundation of our business
and it’s their hard work, passion, commitment and experience that drive
our success. Our 3,500 team members are our greatest resource and key
to implementing our transformation, commercial and operational
initiatives.
We have built an open culture where great people have the opportunity to
achieve their potential. We empower our people to deliver on our purpose
to improve lives, deliver an exceptional customer experience and grow
our business. We encourage candid feedback, a broad range of opinions,
innovative thinking, and, importantly, passion about serving customers.
We strive to create an environment that embraces diverse backgrounds
and perspectives. Our commitment to fostering a diverse, equitable and
inclusive environment begins at the top. We are committed to creating a
culture where associates are encouraged to achieve their career goals
through ongoing development and objective performance management
and promotion processes that recognize results regardless of age,
background, race, ethnicity, ability, religion, gender or sexual orientation.
We embrace six key values to support a transformation-based culture
with a high degree of employee engagement. We focus on not only
rewarding results but delivering those results while embracing our
mission and demonstrating our core values.
We invest resources to attract, develop, engage, reward and retain top
talent. We have defined leadership development programs at a variety of
levels tailored to harness our talent and provide succession planning
opportunities deep into the organization. We believe our global team
members include industry leading talent, bringing together diverse
backgrounds and innovative ideas that fuel our continuous innovation.
5
2024 Annual Report
ENGAGE AND RETAIN
•
Retention Metrics
•
Survey Action Planning
•
Values Awards
REWARD
•
HR Technology Expansion
Project Diamond
•
Salary Structures
ATTRACT
•
Critical Talent
•
Emerging Talent … Branding
•
Recruiting … Selection
Process
DEVELOP
•
Succession Readiness
•
Career Development
•
Rotational Program
The Communities We Serve
We know that when we invest in running a responsible, sustainable company, we make our business stronger,
more agile and more resilient. This encourages good business practices and a focus on safety that enables us
to deliver strong and consistent results over time. Taking care of our team, customers, shareholders and the
communities we serve is essential to support sustained growth. As a global leader in intelligent motion
solutions, we remain focused on positively contributing to the planet we all share.
We launched our sustainability program in 2020 and are made strides in formalizing our program with a
commitment to strong governance and processes. In fiscal 2024, we continued to advance our strategy and
delivered positive change through purpose-driven performance. We are focused on making a tangible impact
on behalf of our customers and are improving lives by providing intelligent motion solutions while achieving
outstanding business results.
Our sustainability program establishes structure and objectives around three key areas employing a double
materiality approach:
Addressing corporate social responsibility in ways that create value for our business and stakeholders is a
hallmark of our strategy. Each of our sustainability priorities seeks to aligns our business with societal objectives
and creates a discrete shared value proposition. We believe sustainable solutions fortify our future, mitigate
risks to our business and support superior financial returns.
With an ever-changing customer environment and intense competition for talent and profitable growth,
investments in a team capable of delivering a best-in-class experience for our customers help us grow,
differentiate and strengthen our business. These investments position us for the long-term, enabling us to grow
and create value for our stakeholders.
While we’re proud of the steps we’ve taken in fiscal 2024, we recognize that this is a journey. As the landscape
around us continues to evolve, we remain steadfast in our view that embracing corporate social responsibility
principles will result in growth and value creation for our business and our shareholders over time.
2024 Annual Report
6
Long-Term Trajectory
This is an exciting time for Columbus McKinnon. As we enter fiscal 2025, our strategic priorities remain
purposefully consistent as we execute on the most important initiatives that position us to achieve our financial
objectives. Specifically, we are prioritizing:
•
Enhancing Customer Experience;
•
Driving Operational Excellence;
•
Executing Simplification plans; and
•
Delivering Profitable Growth
We are delivering improvements in all areas of the business and believe we are just beginning to tap into the
value our platforms can deliver as we integrate our offerings and open those solutions to new end markets
and geographies. Importantly, our deliberately curated portfolio of businesses generates significant cash,
providing the financial flexibility to reinvest in growth with attractive cash-on-cash returns and de-lever the
balance sheet, unlocking further cash flow potential.
Leveraging the power of Columbus McKinnon’s strategy, growing scale and global reach, we’re excited by the
potential of our business. I am humbled and grateful to be on this journey with an incredible team of
colleagues and associates.
Powered by our attractive and improving financial performance and our position as a market leader with
increasing scale and compounding growth, we remain confident in the long-term trajectory of Columbus
McKinnon. We believe our strategy will sustain momentum throughout the next year and enable us to continue
to create value for all of our stakeholders for a long time to come.
.
7
2024 Annual Report
David J. Wilson
Director, President and Chief
Executive Officer
Financial Summary
2024 Annual Report
8
(in thousands, except per share and ratio data)
Year Ended March 31,
2024
2023
2022
2021
Income Statement Data
Net sales
$ ı,0ı3,540
$
‹36,240
$
‹06,555
$
64‹,642
Gross profit
374,838
342,0‹‹
3ı5,730
220,225
Gross margin
37.0%
36.5%
34.8%
33.9%
Adjusted Gross Profitı
378,433
342,0‹‹
327,84‹
22ı,537
Adjusted Gross Marginı
37.3%
36.5%
36.1%
34.1%
Income from operations
ı07,ı48
‹7,84ı
73,78ı
42,255
Operating margin
10.6%
10.5%
8.1%
6.5%
Adjusted Operating Incomeı
ı20,708
ı05,823
‹8,ı48
4‹,045
Adjusted Operating Marginı
11.9%
11.3%
10.8%
7.5%
Net income
46,625
48,42‹
2‹,660
‹,ı06
Net income per diluted share
$
ı.6ı
$
ı.68
$
ı.04
$
0.38
Adjusted Net Incomeı
82,‹‹4
84,5‹7
80,26ı
37,857
Adjusted EPSı
$
2.86
$
2.‹4
$
2.83
$
ı.57
Adjusted EBITDAı
ı66,653
ı47,770
ı40,072
77,ı‹8
Adjusted EBITDA Marginı
16.4%
15.8%
15.4%
11.9%
Average diluted shares outstanding
2‹,026
28,8ı8
28,40ı
24,ı73
Balance Sheet Data
Total assets
$ ı,825,‹45
$ ı,6‹8,455
$ ı,685,707
$ ı,ı50,432
Total liabilities
‹43,882
864,658
‹ı2,‹04
620,283
Total debt
530,236
47ı,5‹2
5ıı,226
248,‹54
Total debt, net of cash
4ı6,ıı0
338,4ı6
3‹5,836
46,827
Total shareholders equity
$
882,063
$
833,7‹7
$
772,803
$
530,ı4‹
Total debt/capitalization
37.5%
36.1%
39.8%
32.0%
Total debt, net of cash/net total capitalization
32.0%
28.9%
33.9%
8.1%
Other Data
Cash provided by operating activities
$
67,ı‹8
$
83,636
$
48,88ı
$
‹8,8‹0
Capital expenditures
(24,8ı3)
(ı2,632)
(ı3,ı04)
(ı2,300)
Free Cash Flowı
42,385
7ı,004
35,777
86,5‹0
Depreciation and amortization
45,‹45
4ı,‹47
4ı,‹24
28,ı53
Working capital (excl. cash and debt)/sales2
ı‹.ı%
ı7.3%
ı5.5%
‹.3%
Days sales outstanding
58.7
54.3
53.0
5ı.5
Inventory turns
3.7
3.6
3.‹
4.4
Employees
3,5ı5
3,3‹2
3,224
2,653
ı Adjusted Gross Profit, Adjusted Gross Margin, Adjusted Operating Income, Adjusted Operating Margin, Adjusted Net Income, Adjusted EPS, Adjusted
EBITDA, Adjusted EBITDA Margin, and Free Cash Flow are non-GAAP financial measures. See accompanying discussion and reconciliation tables
provided in this Annual Report for reconciliations of these non-GAAP financial measures to the closest corresponding GAAP financial measures.
2 March 3ı, 2022, figure excludes the impact of the December ı, 202ı acquisition of Garvey.
Financial Summary
9
Product Mix
10%
Automation
Linear Motion
Conveying Solutions
16%
Lifting Solutions
60%
14%
Geographic Mix
Americas
65%
EMEA
29%
APAC
6%
$1.0B
Net Sales
$107M
Income from Operations
$67M
Net Cash Provided by
Operating Activities
(+16% 3-Year Compound
Annual Growth Rate)
(+36% 3-Year Compound
Annual Growth Rate)
91% Free Cash Flow Conversion1
2024 Annual Report
ı Free Cash Flow Conversion is a non-GAAP financial measures. See accompanying discussion and reconciliation tables provided in this Annual
Report for reconciliations of these non-GAAP financial measures to the closest corresponding GAAP financial measures.
Safe Harbor
2024 Annual Report
10
This Annual Report contains “forward-looking statements” within the meaning of the Private Securities Litigation
Reform Act of ı‹‹5. Such forward-looking statements are generally identified by the use of forward-looking
terminology, including the terms “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “illustrative,”
“intend,” “likely,” “may,” “opportunity,” “plan,” “possible,” “potential,” “predict,” “project,” “shall,” “should,” “target,”
“will,” “would” and, in each case, their negative or other various or comparable terminology. All statements other
than statements of historical facts contained in this document, including, but are not limited to, statements relating
to: (i) our strategy, outlook and growth prospects; (ii) our operational and financial targets and capital distribution
policy; (iii) general economic trend and trends in the industry and markets and our net leverage ratio expectation as
of the end of fiscal 2025; and (iv) the competitive environment in which we operate, are forward-looking statements.
Forward-looking statements are not based on historical facts, but instead represent our current expectations and
assumptions regarding our business, the economy and other future conditions, and involve known and unknown
risks, uncertainties and other factors that could cause the actual results, performance or achievements of the
Company to differ materially from any future results, performance or achievements expressed or implied by the
forward-looking statements. It is not possible to predict or identify all such risks. These risks include, but are not
limited to, the risk factors that are described under the section titled “Risk Factors” in our Annual Report on Form
ı0-K for the fiscal year ended March 3ı, 2024, as well as in our other filings with the Securities and Exchange
Commission, which are available on its website at www.sec.gov. Given these uncertainties, you should not place
undue reliance on these forward-looking statements. Forward-looking statements speak only as of the date they
are made. Columbus McKinnon undertakes no duty to update publicly any such forward-looking statement,
whether as a result of new information, future events or otherwise, except as may be required by applicable law,
regulation or other competent legal authority.
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-K
☒ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the fiscal year ended March 31, 2024
or
☐TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF
1934
Commission file number 001-34362
_________________
COLUMBUS McKINNON CORPORATION
(Exact name of Registrant as specified in its charter)
New York
16-0547600
(State of Incorporation)
(I.R.S. Employer Identification Number)
13320 Ballantyne Corporate Place, Suite D
Charlotte, North Carolina 28277
(Address of principal executive offices, including zip code)
(716) 689-5400
(Registrant’s telephone number, including area code)
_________________
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Common Stock, $0.01 par value per share
CMCO
Nasdaq Global Select Market
Securities registered pursuant to Section 12(g) of the Act: None.
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities
Act. Yes ☒No ☐
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or Section 15(d) of the Exchange
Act. Yes ☐No ☒
Indicate by checkmark 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 every Interactive Data File required to be submitted
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 such files). Yes ☒No ☐
Indicate by checkmark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller
reporting company or an emerging growth company. See definition of “large accelerated filer,” “accelerated filer,” “smaller
reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
1
Large accelerated
filer
☒
Accelerated filer
☐
Non-accelerated
filer
☐
Smaller reporting
company
☐Emerging Growth
Company
☐
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. o
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 (as defined in Rule 12b-2 of the Act).
Yes ☐No ☒
The aggregate market value of the voting common stock held by non-affiliates of the Registrant as of September 30, 2023, the
last business day of the registrant's most recently completed second fiscal quarter, was approximately $1,000 million, based
upon the closing price of the Registrant's common stock as quoted on the Nasdaq Stock Market on such date. The number of
shares of the Registrant’s common stock outstanding as of May 27, 2024 was 28,858,688 shares.
DOCUMENTS INCORPORATED BY REFERENCE
Portions of the Registrant’s definitive proxy statement for its 2024 Annual Meeting of Shareholders (the "2024 Proxy
Statement"), to be filed with the Securities and Exchange Commission ("SEC") pursuant to Regulation 14A not later than 120
days after the end of the Registrant’s fiscal year ended March 31, 2024, are incorporated by reference into Part III of this report
where indicated.
2
TABLE OF CONTENTS
Part I
Item 1.
Business
6
Item 1A. Risk Factors
13
Item 1B. Unresolved Staff Comments
21
Item 1C. Cybersecurity
21
Item 2.
Properties
23
Item 3.
Legal Proceedings
24
Item 4.
Mine Safety Disclosures
24
Part II
Item 5.
Market for Registrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity
Securities
25
Item 6.
[Reserved]
26
Item 7.
Management's Discussion and Analysis of Financial Condition and Results of Operations
27
Item 7A. Quantitative and Qualitative Disclosures About Market Risk
33
Item 8.
Financial Statements and Supplementary Data
35
Item 9.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
91
Item 9A. Controls and Procedures
91
Item 9B. Other Information
93
Item 9C. Disclosure Regarding Foreign Jurisdictions that Prevent Inspections
93
Part III.
Item 10.
Directors, Executive Officers and Corporate Governance
93
Item 11.
Executive Compensation
93
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
93
Item 13.
Certain Relationships and Related Transactions, and Director Independence
93
Item 14.
Principal Accountant Fees and Services
93
Part IV
Item 15.
Exhibit and Financial Statement Schedules
94
Item 16.
Form 10-K Summary
97
3
COLUMBUS McKINNON CORPORATION
2024 Annual Report on Form 10-K
This Annual Report on Form 10-K (this “Form 10-K”) contains forward-looking statements within the meaning of Section 27A
of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as
amended (“the Exchange Act”), and are subject to the safe harbor created thereby under the Private Securities Litigation
Reform Act of 1995. All statements, other than statements of historical or current fact, included in this Form 10-K are forward-
looking statements.
Forward-looking statements reflect our current expectations and projections relating to our financial
condition, results of operations, plans, objectives, future performance and business. These statements can be identified by the
use of forward-looking words, such as “anticipate,” “estimate,” “expect,” “project,” “plan,” “intend,” “believe,” “may,” “will,”
“should,” “can have,” “future,” “likely” and other words and terms of similar meaning (including their negative counterparts or
other various or comparable terminology). For example, all statements we make relating to our plans and objectives for future
operations, growth results, or initiatives, strategies, plans for enhancing shareholder value, the amount of capital expenditures in
fiscal 2025, pending acquisitions, the amount of future dividend payments in fiscal 2025 and beyond or the expected outcome
or impact of pending or threatened litigation are forward-looking statements. All forward-looking statements are subject to
risks and uncertainties that may cause actual results to differ materially from those that we expected, including:
•
the cyclical nature of our business and general macroeconomic conditions;
•
increased competition with respect to our business, including with respect to our material handling and precision
conveyance products;
•
our ability to successfully integrate our acquisitions;
•
price fluctuations and trade tariffs on steel, aluminum, and other raw materials purchased to manufacture our products
and our ability to pass on price increases to our customers;
•
the scarcity or unavailability of the raw materials and critical components we use to manufacture our products and the
impact of such scarcity or unavailability on our ability to operate our business;
•
our ability to successfully manage our backlog;
•
our ability to maintain relationships with the independent distributors we use to sell our products;
•
our ability to continue to attract, develop, engage, and retain qualified employees;
•
our ability to understand our customers' specific preferences and requirements, and to develop, manufacture and
market products that meet customer demand as we expand into additional international markets;
•
our ability to manage our indebtedness, including compliance with debt covenant restrictions in our Term Loan B and
our Amended and Restated Credit Agreement (each as defined herein);
•
our ability to manage the risks of conducting operations outside of the United States, including currency fluctuations,
trade barriers, labor unrest, geopolitical conflicts, more stringent labor regulation, tariffs, political and economic
instability and governmental expropriation;
•
potential product liability, as our products involve risks of personal injury and property damage;
•
compliance with federal, state and local environmental protection laws, including regulatory measures meant to
address climate change, which may be burdensome and lower our margins;
•
our ability to adequately protect our intellectual property and refrain from infringing on the intellectual property of
others;
•
our ability to adequately manage and rely on our subcontractors and suppliers;
•
our ability to adequately protect our information technology systems from cyberattacks or other interruptions;
•
our ability to comply with the U.S. Foreign Corrupt Practices Act and other anti-corruption laws;
•
our ability to retain key members of our management team; and
•
the volatility of our common stock.
While we believe that the forward-looking statements in this Form 10-K are reasonable, we caution that it is very difficult to
predict the effect of known factors, and, it is impossible for us to anticipate all factors that could affect our actual results.
Important factors that could cause actual results to differ materially from our expectations are disclosed under the sections
entitled “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this
Form 10-K. All written and oral forward-looking statements attributable to us, or persons acting on our behalf, are expressly
qualified in their entirety by the cautionary statements as well as other cautionary statements that are made from time to time in
our other filings with the SEC and public communications. You should evaluate all forward-looking statements made in this
Form 10-K in the context of these risks and uncertainties.
We caution you that the important factors referenced above may not contain all of the factors that are important to you. In
addition, we cannot assure you that we will realize the results or developments we expect or anticipate or, even if substantially
realized, that they will result in the outcomes or affect us or our operations in the way we expect. The forward-looking
statements included in this Form 10-K are made only as of the date hereof and are based on our current expectations. We
4
undertake no obligation to publicly update or revise any forward-looking statement as a result of new information, future events
or otherwise except to the extent required by applicable law.
5
PART I
Item 1.
Business
General
Columbus McKinnon Corporation ("Columbus McKinnon" or the "Company") is a leading worldwide designer, manufacturer
and marketer of intelligent motion solutions that move the world forward and improve lives by efficiently and ergonomically
moving, lifting, positioning and securing materials.
Key products include hoists, crane components, precision conveyor
systems, rigging tools, light rail workstations and digital power and motion control systems.
These are highly relevant,
professional-grade solutions that solve our customers’ critical material handling requirements.
The Company is focused on commercial and industrial applications that require the safety, reliability and quality provided by its
superior design and engineering know-how. Our products are used for mission critical applications where we have established,
trusted brands that are well known in the industry. Our targeted market verticals include manufacturing, transportation
including EV production and aerospace, energy and utilities, process industries, industrial automation, construction and
infrastructure, food and beverage, entertainment, life sciences, consumer packaged goods and e-commerce/supply chain/
warehousing.
In fiscal 2022, the Company initiated a new long-term strategy to transform from a legacy cyclical industrial company to a high
growth, high margin secular growth company. The Company expanded into the precision conveyance sector with its
acquisitions of Dorner Mfg. Corp. ("Dorner") and Garvey Corporation ("Garvey"). Dorner is a leading automation solutions
company providing unique, patented technologies in the design, application, manufacturing and integration of high-precision
conveying systems. Dorner is a leading supplier to the stable life sciences, food processing, and consumer packaged goods
markets as well as the higher growth industrial automation and e-commerce sectors. The addition of Dorner has provided
attractive complementary adjacencies to the Company. Dorner offers a broad range of precision conveying systems to our
product offerings, which include low profile, flexible chain, large scale, sanitary and vertical elevation conveyor systems, as
well as pallet system conveyors. The Garvey acquisition added additional product capabilities as it is a leading accumulation
systems solutions company providing unique, patented systems for the automation of production processes whose products
complement those of Dorner.
The Company added asynchronous conveying technology in the precision conveyance sector in fiscal 2024 with its acquisition
of montratec GmbH ("montratec"), a leading automation solutions company that designs and develops intelligent automation
and transport systems for interlinking industrial production and logistics processes. montratec product offerings compliment the
previous acquisitions of both Dorner and Garvey.
Together, our acquisitions within the precision conveyance industry
established a platform for growth organically as well as through further acquisitions as the industry is highly fragmented and
offers complementary adjacencies, which we believe will enable further growth.
In the United States, we are the market leader for hoists, material handling digital power control systems and precision
conveyors, our principal lines of products, and have strong market positions with certain chain, forged fittings, and actuator
products. Additionally, in Europe, we believe we are the market leader for manual hoists and a market leader in linear actuators
used for heavy load, rail and niche custom applications for actuation.
We have achieved this leadership position through
strategic acquisitions, our extensive, diverse, and well-established distribution channels and our commitment to product
innovation and quality. We believe the substantial breadth of our product offerings and broad distribution channels in the
United States and Europe provide us a strategic advantage in our markets. The acquisition of STAHL CraneSystems
("STAHL") in fiscal 2017, which is well-known for its custom engineering lifting solutions and hoisting technology, advanced
our position as a global leader in the production of explosion-protected hoists. STAHL serves independent crane builders and
Engineering Procurement and Construction ("EPC") firms, providing products to a variety of end markets including automotive,
general manufacturing, oil and gas, steel and concrete, power generation, as well as process industries such as chemical and
pharmaceuticals.
We are continuing our transformation from a legacy cyclical industrial company to a top-tier, secular growth, intelligent motion
solutions company. In accordance with our strategic framework, we are building out the Columbus McKinnon Business System
("CMBS") and growth framework to be market-led, customer-centric and operationally excellent with our people and values at
the core.
With CMBS as the foundation, we are well positioned to execute our Core Growth Framework (Framework) strategy. The
Framework defines four parallel paths for Columbus McKinnon’s growth and provides clear organic and strategic initiatives.
Our Framework includes:
6
•
Strengthening the Core which is a foundational path focused on initiatives that will strengthen competencies and
improve our competitive position within our existing share of our Serviceable Addressable Market (”SAM”).
Initiatives include further developing commercial and product management competencies and improving our digital
tools for a better, more efficient customer experience.
•
Growing the Core is a path that is focused on taking greater market share, both organically and through acquisitions,
within our SAM. We are making progress on this path with product localization, new product development and
advancements in automation and aftermarket support for our distributors.
•
Expanding the Core is a path that is focused on improved channel access and geographic expansion. Here we expand
beyond our SAM into the broader Total Addressable Market (“TAM”). This involves building out our presence both
geographically and in new verticals with expanded offerings, which we expect to be accomplished organically as well
as with selective acquisitions.
•
Reimagining the Core is a more transformational path that rethinks our TAM and targets strategic expansion beyond
our existing TAM. As we think more broadly about material handling and increasing trends in intelligent motion, not
just lifting, but solutions for how materials move throughout customer environments, there are some compelling ideas
that emerge. The acquisitions of our conveyor businesses is an example of reimagining Columbus McKinnon’s core,
which added approximately $5 billion to our TAM, with the specialty conveying microsegment growing at an
estimated 6% to 8% rate annually.
Business Description
We design, manufacture, and distribute a broad range of material handling products for various applications. Products include a
wide variety of electric, air-powered, lever, and hand hoists, hoist trolleys, explosion-protected hoists, winches, and aluminum
work stations; alloy and carbon steel chain; forged attachments, such as hooks, shackles, textile slings, clamps, and load
binders; mechanical and electromechanical actuators and rotary unions; below-the-hook special purpose lifters; and power and
motion control systems, such as AC and DC drive systems, radio remote controls, push button pendant stations, brakes, and
collision avoidance and power delivery subsystems. Our legacy Lifting business is cyclical in nature and sensitive to changes in
general macro economic conditions, including changes in industrial capacity utilization, industrial production, and general
macro economic activity indicators, like GDP growth.
Our products are typically manufactured for stock or assembled to order from standard components and are sold primarily
through a variety of commercial distributors and, to a lesser extent, directly to end-users. Our STAHL subsidiary brings market
leadership with independent crane builders and EPC firms. The diverse end-users of our products are in a variety of industries
including manufacturing, power generation and distribution, utilities, wind power, warehouses, commercial construction, oil
and gas exploration and refining, petrochemical, marine, ship building, transportation and heavy-duty trucking, agriculture,
logging and mining. We also serve a niche market for the entertainment industry, including permanent and traveling concerts,
live theater, and sporting venues.
Our precision conveyance acquisitions expanded our product offerings to include a broad range of highly engineered, precision
conveying solutions. The acquisitions of Dorner and Garvey expand the Company's reach to include the stable life sciences,
food processing and consumer packaged goods markets and high growth industrial automation and e-commerce sectors.
montratec’s principal markets include aerospace and electric vehicle production amongst others.
7
Products
Of our fiscal 2024 sales, $574,843,000, or 57%, were U.S. and $438,697,000 or 43% were non-U.S. The following table sets
forth certain sales data for our products, expressed as a percentage of net sales for fiscal 2024 and 2023:
Fiscal Years Ended
March 31,
2024
2023
Hoists
49 %
49 %
High-precision conveying systems
16
16
Digital power control and delivery systems
12
11
Actuators and rotary unions
10
9
Chain and rigging tools
7
8
Industrial cranes
4
4
Elevator application drive systems
2
3
100 %
100 %
Hoists - We manufacture a wide variety of electric chain hoists, electric wire rope hoists, hand-operated hoists, winches, lever
tools, and air-powered hoists. Load capacities for our hoist product lines range from one-eighth of a ton to nearly 275 tons.
These products are sold under our Budgit, Chester, CM, Coffing, Little Mule, Pfaff, Shaw-Box, STAHL, Yale, and other
recognized brands. Our hoists are sold for use in numerous general industrial applications, as well as for use in the construction,
energy and utilities, steel and metals processing, mining, transportation, entertainment, and other markets. We also supply hoist
trolleys, driven manually or by electric motors, which are used in conjunction with hoists.
We also offer several lines of standard and custom-designed, below-the-hook tooling, clamps, and textile strappings. Below-
the-hook tooling, textile, and chain slings and associated forgings, and clamps are specialized lifting apparatus used in a variety
of lifting activities performed in conjunction with hoisting or lifting applications.
We recently announced that along with a strategic partner we have developed a cutting-edge battery hoist. Combining our
industry-leading hoist design with our partner's expertise in lithium-ion battery and brushless motor technology, the innovative
BatteryStar™hoist provides the lifting strength and speed of an electric chain hoist and the portability of a manual hoist
without the need for time-consuming manual operation or access to a power source. The BatteryStar hoist has a 1-metric-ton
lifting capacity with 20 feet of lift as standard and lifting speeds of 8 feet per minute. The hoist will be available for sale
beginning in fiscal 2025.
We also manufacture explosion-protected hoists and custom engineered hoists, including wire rope and manual and electric
chain hoists. These branded products are sold to a variety of end markets including automotive, general manufacturing, oil and
gas, steel and concrete, power generation as well as process industries such as chemical and pharmaceuticals.
High-precision conveying systems – Dorner and Garvey expanded our product offerings to include high-precision, specialty
conveyor system solutions. These conveyor systems range from build to order modular standard systems to highly engineered
custom solutions. These products offer customers high quality and reliable solutions that enhance productivity and profitability.
The Company’s most recent acquisition, montratec, provides asynchronous conveying solutions, which complements both
Dorner and Garvey product offerings. This furthers our shift to intelligent motion solutions and provides capabilities in
advanced, higher technology automation solutions.
Digital Power Control and Delivery Systems - Through our Magnetek brand, we are a leading provider of innovative power
control and delivery systems and solutions for overhead material handling applications used in a number of diverse industries,
including aerospace, automotive, steel, aluminum, paper, logging, mining, ship loading, nuclear power plants, and heavy
movable structures. We are a major supplier in North America of power and motion control systems, which include AC and DC
drive systems, radio remote controls, push button pendant stations, brakes, and collision avoidance and power delivery
subsystems. While we sell primarily to original equipment manufacturers ("OEMs") of overhead cranes and hoists, we engage
with end users to understand their needs and gain specification. We can combine our products with engineered services to
provide complete customer-specific system solutions.
We are also a leading independent supplier of AC and DC digital motion control systems for underground coal mining
equipment. Our systems are used in coal hauling vehicles, shuttle cars, scoops, and other heavy mining equipment.
8
Actuators and Rotary Unions - Through our Duff-Norton and Pfaff brands, we design and manufacture industrial components
such as mechanical and electromechanical actuators and rotary unions. Actuators are linear motion devices used in a variety of
industries, including the transportation, paper, steel, energy, aerospace, and many other commercial industries. Rotary unions
are devices that transfer a liquid or gas from a fixed pipe or hose to a rotating drum, cylinder or other device. Rotary unions are
used in a variety of industries including pulp and paper, printing, textile and fabric manufacturing, rubber, and plastic.
Chain and Rigging Tools - We manufacture alloy and carbon steel chain for various industrial and consumer applications. U.S.
federal regulations require the use of alloy chain for overhead lifting applications because of its strength and wear
characteristics. A line of our alloy chain is sold under the Herc-AlloyTM brand name for use in overhead lifting, pulling, and
restraining applications. In addition, we also sell specialized load chain for use in hoists, as well as three grades and multiple
sizes of carbon steel welded-link chain for various load securing and other non-overhead lifting applications.
We produce a broad line of alloy and carbon steel closed-die forged chain attachments, including hooks, shackles,
HammerloksTM, and master links. These forged attachments are used in chain, wire rope, and textile rigging applications in a
variety of industries, including transportation, mining, construction, marine, logging, petrochemical, and agriculture.
In addition, we manufacture carbon steel forged and stamped products, such as load binders, logging tools, and other securing
devices, for sale to the industrial and logging markets through industrial distributors, hardware distributors, mass merchandiser
outlets, and OEMs.
Industrial Cranes - We manufacture and market under our Unified Industries brand overhead aluminum light rail workstations
primarily used in automotive and other industrial applications. We also manufacture crane components and crane kits through
our STAHL branded products.
Elevator Application Drive Systems - Through our Magnetek brand we also design, build, sell, and support elevator
application-specific drive products that efficiently deliver power used to control motion, primarily in high-rise, high-speed
elevator applications. We are recognized as an industry leader for DC high-performance elevator drives, as well as for AC
drives used with low- and high-performance traction elevators, due to our extensive application expertise and product
reliability. Our elevator product offerings are comprised of highly integrated subsystems and drives, sold mainly to elevator
OEMs. In addition, our product options include a number of regenerative controls for both new building installations and
elevator modernization projects that help building owners save energy.
Distribution and Markets
We sell our products and solutions through various distribution channels and direct to certain end users. The following
describes our global distribution channels:
General Distribution Channels - Our global general distribution channels consist of:
—
Industrial distributors that serve local or regional industrial markets and sell a variety of products for
maintenance repair, operating, and production, or MROP, applications through their own direct sales
force.
—
Rigging shops that are distributors with expertise in rigging, lifting, positioning, and load securing. Most
rigging shops assemble and distribute chain, wire rope and synthetic slings, and distribute manual hoists
and attachments, chain slings, and other products.
—
Independent crane builders that design, build, install, and service overhead crane and light-rail systems
for general industry and also distribute a wide variety of hoists and crane components. We sell electric
wire rope hoists and chain hoists as well as crane components, such as end trucks, trolleys, drives, and
electrification systems to crane builders.
Specialty Distribution Channels - Our global specialty distribution channels consist of:
—
National and regional distributors that market a variety of MROP supplies, including material handling
products, either exclusively through large, nationally distributed catalogs, or through a combination of
catalog, internet, and branch sales and a field sales force.
9
—
Material handling specialists and integrators that design and assemble systems incorporating hoists,
overhead rail systems, trolleys, scissor lift tables, manipulators, air balancers, jib arms, and other material
handling products to provide end-users with solutions to their material handling problems.
—
Entertainment equipment distributors that design, supply, and install a variety of material handling and
rigging equipment for concerts, theaters, ice shows, sporting events, convention centers, and night clubs.
Service-After-Sale Distribution Channel - Service-after-sale distributors include our authorized network of 22 chain
repair service stations and over 229 certified hoist service and repair stations globally. This service network is
designed for easy parts and service access for our large installed base of hoists and related equipment in that region.
OEM/Government Distribution Channels - This channel consists of:
—
OEMs that supply various component parts directly to other industrial manufacturers as well as private
branding and packaging of our traditional products for material handling, lifting, positioning, and special
purpose applications.
—
Government agencies, including the U.S. and Canadian Navies and Coast Guards, that primarily
purchase load securing chain and forged attachments. We also provide our products to the U.S. and other
governments for a variety of military applications.
Independent Crane Builders and EPC firms - In addition to the Distribution Channels mentioned above, we sell explosion-
protected hoists and custom engineered non-standard hoists to independent crane builders and EPC firms. Independent crane
builders are lifting solution developers and final crane assemblers that source hoists as components. EPC firms are responsible
for project management or construction management of production facilities that purchase lifting solutions from crane and hoist
builders.
Backlog
Our backlog of orders at March 31, 2024 was approximately $280,824,000 compared to approximately $308,717,000 at
March 31, 2023.
Our orders for standard products are generally shipped within one week. Orders for products that are
manufactured to customer specifications are generally shipped within four to twelve weeks. In fiscal 2024, the Company made
significant progress reducing past-due backlog to more normal levels. In addition, fluctuations in backlog can reflect the
project-oriented nature of certain aspects of our business.
Competitive Conditions
The material handling and precision conveyance industries remains fragmented. We face competition from a wide range of
regional, national, and international manufacturers globally. In addition, we often compete with individual operating units of
larger, highly diversified companies.
The principal competitive factors affecting our business include customer service and support as well as product availability,
performance, functionality, brand reputation, reliability, and price. Other important factors include distributor relationships and
territory coverage as well as the robustness of our digital tools which impacts the customer experience.
Major competitors for hoists are Konecranes, and Kito (and its U.S. subsidiary Harrington) which recently merged with the
Crosby Group; for chain are Campbell Chain, Peerless Chain Company (a U.S. subsidiary of Kito), and American Chain and
Cable Company; for digital power control systems are Konecranes, Power Electronics International, Inc., Cattron Holdings (a
division of Harbour Group), Conductix-Wampfler (a division of Delachaux Group), Control Techniques (a division of Nidec
Corporation), OMRON Corporation, KEB GmbH, and Fujitec; for forged attachments are The Crosby Group, Brewer Tichner
Company and Chicago Hardware and Fixture Company; for actuators and rotary unions are Deublin, Joyce-Dayton, and Nook
Industries, a division of Altra Industrial Motion Corp., which was acquired by Regal Rexnord; and for precision conveyors and
accumulators are FlexLink, Bosch Rexroth AG, MK North America, Inc., Duravant, Nercon Eng. & Mfg. Inc and Arrowhead
Systems, which was acquired by Regal Rexnord.
Human Capital Management
Headquartered in Charlotte, North Carolina, Columbus McKinnon’s global footprint includes offices, warehouses and
manufacturing facilities in 25 countries across North America, Latin America, Europe, the Middle East, Africa and Asia. At
March 31, 2024, we had 3,515 employees globally. Approximately 6% of our employees are represented under two separate
U.S. collective bargaining agreements that expire in September 2024 and May 2027. We also have various labor agreements
10
with our non-U.S. employees that we negotiate from time to time. We have good relationships with our employees and positive,
productive relationships with our unions. We believe the risk of employee or union led disruption in production is remote.
Successful execution of our strategy is dependent on attracting, developing, and retaining key employees and members of
our management team, which we achieve through the following:
•
We always begin with people and values at the center of all that we do and at the heart of our corporate social
responsibility efforts. The Company’s people and the behaviors they display define our success, including integrity,
respect and teamwork. Many of our Human Capital Management priorities, including Occupational Health and Safety,
Succession and People Development, Diversity and Equal Opportunity, and Local Communities, are directly
connected to our commitment to people and values. Our people enable us to grow, and our values ensure we grow
responsibly and sustainably.
•
The Company places the highest priority on workplace safety. We believe it is critical to ensure that our most valuable
assets, our employees, have a safe environment to work in every day. Our first value, “Connect safety to everything
you do” highlights the importance of safety to our culture. As a permanent agenda item at all management meetings,
safety comes first. For fiscal 2024 and 2023, the Company had an overall safety incident rate of 0.71 and 0.69,
respectively (number of injuries and illnesses multiplied by 200,000, divided by hours worked).
•
We are committed to embracing diversity, equity and inclusion and integrating it into our business. We know the
positive impact diverse and inclusive teams have on our business, employees, customers, and communities around the
world. We are dedicated to building a company that future generations can be proud of and a team that embraces
diversity and appreciates differences across the enterprise. We have embedded diversity, equity and inclusion into the
People and Values framework of the CMBS. We are committed to ensuring that we have an environment of inclusion.
We launched a series of virtual training modules for employees that provides education around diversity, inclusion and
unconscious bias. One of our core values is “Win as a team” to specifically address embracing diversity.
We also recognize our corporate responsibility to advance our Environmental Social and Governance (“ESG”) efforts and to be
accountable for making progress. We are making investments in our people, processes and systems to enable meaningful
progress in areas including, but not limited to, environmental stewardship, employee safety, workplace diversity and inclusion,
connecting with our communities, and ensuring a strong governance and risk management culture. We are taking deliberate
steps to fully integrate ESG into our enterprise strategy, our business system, and our daily actions.
In addition, we set the following objectives for fiscal 2024:
•
Drive a people-first culture through engagement, training and development opportunities;
•
Perform extensive data collection and analysis to identify areas for improvement;
•
Build upon our progress toward ESG targets and goals;
•
Further align with global reporting standards and increasing global regulatory requirements; and
•
Be more transparent with internal and external stakeholders through communications and public disclosures.
As we look forward to fiscal 2025 and beyond, we have additional plans that will continue to move our ESG initiatives forward.
We continue to collect and analyze data to set realistic, yet challenging goals and be transparent about our progress against our
commitments.
Raw Materials and Components
Our principal raw material and component purchases aggregated to approximately $396 million in fiscal 2024 (or 62% of Cost
of product sold in fiscal 2024) and included steel, consisting of rod, wire, bar, structural, and other forms of steel; electric
motors; bearings; gear reducers; castings; steel and aluminum enclosures and wire harnesses; electro-mechanical components;
and standard variable drives. We purchase most of these raw materials and components from a limited number of strategic and
preferred suppliers under agreements that are negotiated on a Company-wide basis through our global purchasing group.
Generally, as we experience fluctuations in our costs, we are able to reflect these increases in costs with additional price
increases to our customers with the goal of being margin neutral.
Trademarks
We own or have the rights to use certain trademarks, service marks and trade names that are registered with the U.S. Patent and
Trademark Office. Trademarks that are important in identifying and distinguishing our products include, but are not limited to,
Hammerloks™and Herc-Alloy™. We also own domain names, including our website, www.cmco.com.
11
Environmental and Other Governmental Regulation
Like most manufacturing companies, we are subject to various federal, state, and local laws relating to the protection of the
environment. To address the requirements of such laws, we have adopted a corporate environmental protection policy which
provides that all of our owned or leased facilities must comply, and all of our employees have the duty to comply, with all
applicable environmental regulatory standards, and we have initiated an environmental auditing program for our facilities to
ensure compliance with such regulatory standards. We have also established managerial responsibilities and internal
communication channels for dealing with environmental compliance issues that may arise in the course of our business. We
have made, and could be required to continue to make, significant expenditures to comply with environmental requirements.
Because of the complexity and changing nature of environmental regulatory standards, it is possible that situations will arise
from time to time requiring us to incur additional expenditures to ensure environmental regulatory compliance. However, we
are not aware of any environmental condition or any operation at any of our facilities, either individually or in the aggregate,
which would cause expenditures to have a material adverse effect on our results of operations, financial condition or cash flows.
Our operations are also governed by many other laws and regulations, including those relating to workplace safety and worker
health, principally the Occupational Health and Safety Administration ("OSHA") in the U.S. and others outside the U.S. and
regulations thereunder. The penalties for any breach of these regulations can vary and may be substantial. We believe that we
are in substantial compliance with these laws and regulations and do not believe that future compliance with such laws and
regulations will have a material adverse effect on our operating results, financial condition, or liquidity.
See Note 16 to our March 31, 2024 consolidated financial statements included in Item 8, Financial Statements and
Supplementary Data, of this Form 10-K for more information on our matters involving litigation.
Available Information
Our internet address is www.cmco.com. We make available free of charge through our website our Annual Reports on Form
10-K, Quarterly Reports on Form 10-Q, Current Reports on Form 8-K and amendments to those reports filed or furnished
pursuant to Section 13(a) or 15(d) of the Exchange Act, as soon as reasonably practicable after such documents are
electronically filed with, or furnished to, the SEC. The content on any website referred to in this Form 10-K is not incorporated
by reference into this Form 10-K, and such content should not be considered part of this Form 10-K, unless expressly noted
otherwise.
12
Item 1A.
Risk Factors
Columbus McKinnon is subject to a number of risks that could negatively affect our business, financial condition or results
from business operations or cause our actual results to differ materially from those projected or indicated in any forward-
looking statement. You should carefully consider the risks described below, as well as the other information contained in this
Form 10-K in evaluating your investment in us. The risks and uncertainties described below are those that we have identified as
material, but are not the only risks or uncertainties facing Columbus McKinnon. This list is not all-inclusive or necessarily in
order of importance. Our business could also be affected by additional risks that are not presently known to us or that we
currently consider to be immaterial.
Business Risks
Our business is cyclical and is affected by industrial economic and macroeconomic conditions.
Many of the end-users of our products are in highly cyclical industries, such as manufacturing, power generation and
distribution, commercial construction, oil and gas exploration and refining, transportation, agriculture, logging, and mining that
are sensitive to changes in general macroeconomic conditions. Their demand for our products, and thus our results of
operations, is cyclical and directly related to the level of production in their facilities, which changes as a result of changes in
general macroeconomic conditions, including, among others, movements in interest rates, inflation, changes in currency
exchange rates and higher fuel and other energy costs, and other factors beyond our control, and is vulnerable to economic
downturns. Decreased capital and maintenance spending by these customers has in the past and could in the future have a
material adverse effect on the demand for our products and our business, financial condition, and results of operations. In
particular, higher interest rates could result in decreased demand for our products from end-users, which would have a material
adverse effect on our business and results of operations, and concurrently result in higher interest expense related to borrowings
under our credit facilities. In addition, inflation can also result in higher interest rates and negatively impact our results of
operation. During an inflationary period, the cost of capital will often increase, and the purchasing power of our end users’ cash
resources will decline, which can negatively affect demand from our customers. Current or future efforts by the government to
stimulate the economy may increase the risk of significant inflation, which could have a direct and indirect adverse impact on
our business and results of operations. If there is deterioration in the general economy or in the industries we serve, our
business, results of operations, and financial condition could be materially adversely affected. Furthermore, even if demand for
our products improves, it is difficult to predict whether any improvement represents a long-term improving trend or the extent
or timing of improvement. There can be no assurance that historically improving cycles are representative of actual future
demand. In addition, the cyclical nature of our business could at times also adversely affect our liquidity and ability to borrow
under our Amended and Restated Revolving Credit Facility (as defined herein) and limits our ability to make accurate long-
term predictions about the performance of the Company.
Our business, particularly with respect to our material handling and precision conveyance products, is highly competitive and
subject to consolidation of competitors. Increased competition could reduce our sales, earnings, and profitability.
The principal markets that we serve within the material handling and precision conveyance industries are fragmented and highly
competitive. Competition is based primarily on customer service and support as well as product availability, performance,
functionality, brand reputation, reliability, and price. Our competition in the markets in which we participate comes from
companies of various sizes, some of which have greater financial and other resources than we do. Increased competition could
force us to lower our prices or to offer additional services at a higher cost to us, which could reduce our gross margins and net
income.
The greater financial resources or the lower amount of debt of certain of our competitors may enable them to commit larger
amounts of capital in response to changing market conditions. Certain competitors may also have the ability to develop product
or service innovations that could put us at a disadvantage. In addition to the general competitive challenges we face,
international trade policies could negatively affect the demand for our products and services and reduce our competitive
position in such markets. In addition, through consolidation, some of our competitors have achieved substantially greater
market penetration in certain of the markets in which we operate than we have been able to achieve. If we are unable to
compete successfully against other manufacturers of material handling equipment and precision conveyors, we could lose
customers and our revenues may decline. There can also be no assurance that customers will continue to regard our products
favorably, that we will be able to develop new products or product developments that appeal to customers, that we will be able
to improve or maintain our profit margins on sales to our customers or that we will be able to continue to compete successfully
in our core markets.
13
Our growth strategy depends on successful integration of acquisitions.
Acquisitions are a key part of our growth strategy. Our historical growth has depended, and our future growth is likely to
depend, on our ability to successfully execute our acquisition strategy, and the successful integration of acquired businesses into
our existing business. Such a strategy involves the potential risks inherent in assessing the value, strengths, weaknesses,
contingent or other liabilities, and potential profitability of acquisition candidates and in integrating the operations of acquired
companies. Furthermore, the price we pay for any business acquired may overstate the value of that business or otherwise be
too high. In addition, any acquisitions of businesses with foreign operations or sales may increase our exposure to risks inherent
in doing business outside the U.S.
We intend to continue to seek additional acquisition opportunities in accordance with our acquisition strategy, both to expand
into new markets and to enhance our position in existing markets throughout the world. If we are unable to successfully
integrate acquired businesses into our existing business or expand into new markets, our sales and earnings growth could be
reduced. Inherent in connection with any acquisition is the risk of transitioning company cultures and facilities and the
corresponding risk of management and employee turnover. In addition, the focus on the integration of operations of acquired
entities may divert management’s attention from the day-to-day operation of our businesses. The failure to efficiently and
effectively achieve such transitions could increase our costs and decrease our profitability. Furthermore, the failure to achieve
the anticipated synergies of our recent significant acquisitions or recognize the anticipated market opportunities or integration
from our recent acquisitions, could have a material adverse effect on our business, financial condition and results of operations.
Our future operating results may be affected by price fluctuations and trade tariffs on steel, aluminum, and other raw materials
purchased to manufacture our products. We may not be able to pass on increases in raw material costs to our customers.
The primary raw materials used in our chain, forging and crane building operations are steel, aluminum, and other raw materials
such as motors, electrical and electronic components, castings and machined parts and components. The industries that produce
these critical components and materials are also themselves highly cyclical and at times pricing and availability can be volatile
due to a number of factors beyond our control, including general macroeconomic conditions, inflation, labor costs, competition,
import duties, tariffs, and currency exchange rates. This volatility can significantly affect our raw material costs. In an
environment of increasing raw material prices and trade tariffs, competitive conditions will determine how much of the price
increases we can pass on to our customers. In the future, to the extent we are unable to pass on any steel, aluminum, or other
raw material price increases to our customers, our profitability could be adversely affected.
Our results of operations could be materially adversely affected if we are unable to obtain sufficient pricing for our products
and service to meet our profitability expectations.
If we are unable to obtain favorable pricing for our products and services in a timely manner, our revenues and profitability
could be materially adversely affected. For example, current conditions in our supply chain have resulted in rapid increases in
the prices for the raw materials we use. Furthermore, the prices we are able to charge for our products and services are affected
by a number of other factors, including:
•
general macroeconomic and political conditions;
•
our customers' desires to reduce their costs;
•
the competitive environment in our industry;
•
our ability to accurately estimate our costs, including our ability to estimate the impact of inflation on our costs over
long-term contracts; and
•
the procurement practices of our customers.
Our inability to pass increased prices along to our customers in a timely manner could have a material adverse effect on our
business, financial condition or results of operations.
If critical components or raw materials used to manufacture our products become scarce or unavailable, then we may incur
delays in manufacturing and delivery of our products, which has damaged, and could continue to damage, our business, results
of operations and financial condition.
Due to increased demand across a range of industries, the global supply chain for certain critical components and raw materials
used in the manufacture of our products has experienced significant constraints in recent periods. Particularly, the markets for
motors, computer chips, and other components are experiencing increased demand, creating substantial uncertainty regarding
the availability of key components and raw materials used to manufacture our products. This constrained supply environment
has materially adversely affected, and could further materially adversely affect, availability, lead times and cost of components
and raw material, and has materially impacted, and could continue to materially impact, our ability to respond to accelerated or
14
quick-turn delivery requests from customers, or meet customer demand and product delivery dates for our end customers where
we cannot timely secure adequate supply of these components and raw materials. Moreover, if any of our suppliers become
financially unstable, or otherwise unable or unwilling to provide us with raw materials or components, we may have to find new
suppliers. It may take several months to locate alternative suppliers, if required, or to redesign our products to accommodate
components from different suppliers. We cannot predict if we will be able to obtain replacement components within the
timeframes that we require at an acceptable cost, if at all. In addition, we have experienced, and may continue to experience,
significant delays in receiving shipments of key component and raw materials and in shipping our completed products to
customers. We have incurred, and may continue to incur, additional shipping and delivery costs to seek to expedite the delivery
of critical components and raw materials.
In an effort to mitigate these risks, in some cases, we have incurred higher costs to secure available inventory, or have extended
or placed non-cancellable purchase commitments with suppliers, which introduces inventory risk if our forecasts and
assumptions prove inaccurate. While we may attempt to recover the increased costs through price increases to our customers,
we may be unable to mitigate the effect on our results of operations. We also have multi-sourced and pre-ordered components
and raw materials inventory in some cases in an effort to reduce the impact of the adverse supply chain conditions we have
experienced. Despite our attempts to mitigate the impact on our business, these constrained supply conditions are expected to
adversely impact our costs of goods sold. Limits on manufacturing availability or capacity or delays in production or delivery of
components or raw materials for our suppliers could further delay or inhibit our ability to obtain supply of components and raw
materials and produce finished goods. These supply chain constraints and their related challenges could result in shortages,
increased material costs or use of cash, engineering design changes, and delays in new product introductions, each of which
could adversely impact our growth, gross margins and financial results. These types of negative financial impacts on our
business may become more acute as supply chain pressures increase.
Our backlog is subject to modification, termination or reduction of orders, which could negatively impact our sales.
Our backlog is comprised of the portion of firm signed purchase orders or other written contractual commitments received from
customers that we have not recognized as sales. The dollar amount of backlog as of March 31, 2024 was $281 million. Our
backlog can be significantly affected by the timing of orders for large projects, and the amount of our backlog at March 31,
2024 is not necessarily indicative of future backlog levels or the rate at which backlog will be recognized as sales. Although
modifications and terminations of our orders may be partially offset by cancellation fees, customers can, and sometimes do,
terminate or modify these orders. We cannot predict whether cancellations will accelerate or diminish in the future.
Cancellations of purchase orders, indications that the customers will not perform under their existing purchase orders or
contracts or reductions of product quantities in existing contracts could substantially and materially reduce our backlog and,
consequently, our future sales. Our failure to replace canceled orders could negatively impact our sales and results of
operations.
We rely in large part on independent distributors for sales of our products.
We depend on independent distributors to sell our products and provide service and aftermarket support to our end-user
customers. Distributors play a significant role in determining which of our products are stocked at their locations, and hence are
most readily accessible to aftermarket buyers, and the price at which these products are sold. Almost all of the distributors with
whom we transact business offer competitive products and services to our end-user customers. For the most part, we do not
have written agreements with our distributors. The loss of a substantial number of these distributors or an increase in the
distributors' sales of our competitors' products to our ultimate customers could materially reduce our sales and profits.
Our future success depends, in part, on our ability to continue to attract, develop, engage and retain qualified employees.
Because of the complex nature of many of our products and services, we are generally dependent on an educated and highly
skilled workforce, including our engineering talent and our sales professionals. Failure to attract, develop, engage and retain
qualified employees, whether as a result of an insufficient number of qualified applicants, difficulty in recruiting new
employees, or inadequate resources to train, integrate and retain qualified employees, could impair our ability to execute our
business strategy, and could adversely affect our business, financial condition, results of operations or cash flows. Low rates of
unemployment in key geographic areas in which we operate may lead to high rates of turnover and loss of critical talent, which
could lead to higher labor costs.
15
Our ability to understand our customers’ specific preferences and requirements, and to develop, manufacture and market
products that meet customer demand as we expand into additional international markets, could significantly affect our business
results.
Our ability to match new product offerings to diverse global customers’ anticipated preferences for different types and sizes of
equipment and various equipment features and functionality, at affordable prices, is critical to our success. This requires a
thorough understanding of our existing and potential customers on a global basis. Failure to deliver quality products that meet
customer needs at competitive prices ahead of competitors could have a significant adverse effect on our business.
Financial Risks
In connection with the completion of the Precision Conveyance acquisitions, our indebtedness has increased significantly. Our
indebtedness could limit our cash flow available for operations and our flexibility.
In connection with the montratec acquisition, the Company entered into an Amended and Restated Credit Agreement increasing
the size of the Revolving Credit Facility by $75,000,000 to a total of $175,000,000. The Company subsequently borrowed
additional funds in accordance with the Accordion feature under its existing Term Loan B facility to increase the principal
amount of the Term Loan B facility by $75,000,000 in both fiscal years 2022 and 2024. The Company also borrowed an
additional $45,000,000 under a new credit agreement secured by the Company's U.S. accounts receivable balances (the "AR
Securitization Facility"). As of March 31, 2024, the outstanding principal balance of the Term Loan B facility was
$477,560,000, which includes $75,000,000 in principal balance from the Accordion exercised in the first quarter of fiscal 2024
as described above. We had $175,000,000 available for borrowing under the Amended and Restated Revolving Credit Facility
(before deducting approximately $15,368,000 of letters of credit outstanding as of March 31, 2024).
The degree to which we are leveraged could have important consequences to our shareholders, including the following:
•
we may have greater difficulty satisfying our obligations with respect to our indebtedness;
•
we must dedicate a substantial portion of our cash flow from operations to the payment of principal and interest on our
indebtedness, reducing the funds available for our operations;
•
our ability to obtain additional financing in the future for working capital, capital expenditures, acquisitions or other
purposes may be impaired;
•
we may be limited in our ability to make additional acquisitions or pay dividends on our common stock;
•
our flexibility in planning for, or reacting to, changes in the markets in which we compete may be limited;
•
we may be at a competitive disadvantage relative to our competitors with less indebtedness; our inability to comply
with covenants in, and potential for default under, our debt instruments
•
we may be rendered more vulnerable to general adverse economic and industry conditions;
•
we may be unable to pay off in full or refinance any of our indebtedness at maturity;
•
our credit ratings may be downgraded; and
•
we are exposed to increased interest rate risk given that a portion of our indebtedness obligations are at variable
interest rates.
If our cash flows and capital resources are insufficient to fund our debt service obligations, we may be forced to sell assets, seek
additional capital or seek to restructure or refinance our indebtedness. These alternative measures may not be successful and
may not permit us to meet our scheduled debt service obligations. We may be unable to consummate those asset sales to raise
capital or sell assets at prices that we believe are fair and proceeds that we do receive may be inadequate to meet any debt
service obligations then due.
Furthermore, we may be able to incur substantial additional indebtedness in the future. The terms of our debt instruments do not
fully prohibit us from doing so. This could further exacerbate the risks that we face.
Our operations outside the U.S. pose certain risks that may adversely impact sales and earnings.
We have operations and assets located outside of the U.S., primarily in Germany, the United Kingdom, Hungary, Russia, China,
Malaysia and Mexico, including our new facility in Monterrey, Mexico. In addition, we import a portion of our hoist product
line from Asia and sell our products to distributors located in approximately 50 countries. In our fiscal year ended March 31,
2024, approximately 43% of our net sales were derived from non-U.S. markets. These non-U.S. operations are subject to a
number of special risks, in addition to the risks of our U.S. business, including but not limited to differing protections of
intellectual property, trade barriers, labor unrest, geopolitical conflicts, exchange controls, regional economic uncertainty,
differing (and possibly more stringent) labor regulation, risk of governmental expropriation, U.S. and foreign customs and
tariffs, political and economic instability in the jurisdictions in which we operate, foreign receivables collection risk, current
and changing regulatory environments, difficulty in obtaining distribution support, difficulty in staffing and managing
16
widespread operations, differences in the availability, and terms of financing, political instability and risks of increases in taxes.
Any of these factors, individually or together, could have a material adverse effect on our business, financial condition, results
of operations and cash flows. Also, in some foreign jurisdictions, we may be subject to laws limiting the right and ability of
entities organized or operating therein to pay dividends or remit earnings to affiliated companies unless specified conditions are
met. These factors may adversely affect our future profits.
Part of our strategy is to expand our worldwide market share and reduce costs by strengthening our international distribution
capabilities and sourcing components in lower cost countries, such as China, Mexico, Hungary and Malaysia, including through
the use of our new facility in Monterey, Mexico. Implementation of this strategy may increase the impact of the risks described
above, and we cannot assure you that such risks will not have a material adverse effect on our business, results of operations or
financial condition.
Other risks of doing business in international markets include the increased risks and burdens of complying with different legal
and regulatory standards, difficulties in managing and staffing foreign operations, recruiting and retaining talented direct sales
personnel, limitations on the repatriation of funds and fluctuations of foreign exchange rates, varying levels of internet
technology adoption and infrastructure and our ability to enforce contracts and our intellectual property rights in foreign
jurisdictions. Additionally, there are risks associated with fundamental changes to international markets, such as those that may
occur as a result of the Russian invasion of Ukraine.
In addition, in connection with Russia’s invasion of Ukraine, the U.S. has imposed, and is likely to impose material additional,
financial and economic sanctions and export controls against Russia and certain Russian organizations and individuals, with
similar actions either implemented or planned by the European Union and the U.K. and other jurisdictions. While the
Company’s business operations relating to Russia constitute an immaterial part of the Company’s overall business, we may
decide to, or be required to, exit from our operations in Russia in their entirety, which could result in a loss of revenues from
our Russian operations (approximately $1,311,000 for the fiscal year ended March 31, 2024) or may necessitate the need to
incur a bad debt reserve or an asset write-off related to our Russian operations. Furthermore, there is no guarantee that the
current Russian invasion of Ukraine will not draw military intervention from other countries or further retaliation from Russia,
which, in turn, could lead to a much larger conflict beyond its current geographic, political and economic scope. If such
escalation should occur, supply chain, trade routes and markets currently served by the Company could be adversely affected
and other risks discussed in this Form 10-K may be exacerbated. In addition, a further escalation could disrupt the supply of oil
and natural gas in Europe, impacting our ability to operate our European manufacturing facilities, which, in turn, could
materially adversely affect the Company’s business operations and financial performance.
In addition, our success in international expansion could be limited by barriers to international expansion such as adverse tax
consequences and export controls. If we cannot manage these risks effectively, the costs of doing business in some international
markets may be prohibitive or our costs may increase disproportionately to our revenue.
We are subject to currency fluctuations from our sales outside the U.S.
Our products are sold in many countries around the world. Thus, a portion of our revenues (approximately $438,697,000 in our
fiscal year ended March 31, 2024) are generated in foreign currencies, including principally the Euro, the British Pound, the
Canadian Dollar, the South African Rand, the Brazilian Real, the Mexican Peso, and the Chinese Yuan, and while much of the
costs incurred to generate those revenues are incurred in the same currency, a portion is incurred in other currencies. Since our
financial statements are denominated in U.S. dollars, changes in currency exchange rates between the U.S. dollar and other
currencies have had, and will continue to have, a currency translation impact on our earnings. Currency fluctuations may impact
our financial performance in the future.
We are subject to debt covenant restrictions.
Each of our Term Loan B and Amended and Restated Revolving Credit Facility contains a financial leverage covenant, which
will only be tested if any extensions of credit (other than letters of credit) are outstanding under the Amended and Restated
Revolving Credit Facility at the end of any fiscal quarter, and other restrictive covenants. A significant decline in our operating
income or cash generating ability could cause us to violate our leverage covenant in our bank credit facilities. Other material
adverse changes in our business could also cause us to be in default of our debt covenants. Any breach of any such covenants or
restrictions would result in a default under such agreement that could result in our being unable to borrow under our bank credit
facilities and would permit the lenders to declare all borrowings under such agreement to be immediately due and payable and,
through cross-default provisions, could entitle other lenders to accelerate their loans to us. In such an event, the Company
would need to modify or restructure all or a portion of its indebtedness. Depending on prevailing economic conditions at the
time, the Company might find it difficult to modify or restructure the debt on attractive terms, or at all.
17
Legal Risks
Our products involve risks of personal injury and property damage, which exposes us to potential liability.
Our business exposes us to possible claims for personal injury or death, property damage or economic loss resulting from the
products that we sell and to potential warranty, contractual or other claims. These product liability risks are inherent in the
design, manufacture and sale of our products. Our products are complex and may contain defects, errors, or experience failures
or unsatisfactory performance, due to any number of issues, including issues in materials, design, fabrication, packaging and/or
use within a system or item of equipment. Further, because of the complexity of our products, defects or errors might only be
detected when the products are in use. As a result, we could experience material product liability or warranty costs in the future
and incur significant costs to defend ourselves against associated claims. Development of new products increases complexity
and adds risk to manufacturing reliability, and increases the likelihood of product defects or errors. In addition, defects in our
products could result in failure to achieve market acceptance, a shifting of business to our competitors, and litigation or
regulatory action against us, and could harm our reputation or the reputation of the various brands under which we sell our
products, our relationships with customers and our ability to attract new customers, as well as the perceptions of our brands.
Other potential adverse impacts of product defects include shipment delays, write-offs of property, plant and equipment and
intangible assets, and losses on unfavorable purchase commitments.
We maintain insurance through a combination of self-insurance retentions and excess insurance coverage. We monitor claims
and potential claims of which we become aware and establish accrued liability reserves for the self-insurance amounts based on
our liability estimates for such claims. We cannot give any assurance that existing or future claims will not exceed our estimates
for self-insurance or the amount of our excess insurance coverage. In addition, we cannot give any assurance that insurance will
continue to be available to us on economically reasonable terms or that our insurers would not require us to increase our self-
insurance amounts. Claims brought against us that are not covered by insurance or that are in excess of insurance coverage
could have a material adverse effect on our results, financial condition, or liquidity. In addition, warranty and certain other
claims are not typically covered by insurance.
In addition, like many industrial manufacturers, we are also involved in asbestos-related litigation. In continually evaluating
costs relating to our estimated asbestos-related liability, we review, among other things, the incidence of past and recent claims,
the historical case dismissal rate, the mix of the claimed illnesses and occupations of the plaintiffs, our recent and historical
resolution of the cases, the number of cases pending against us, the status and results of broad-based settlement discussions, and
the number of years such activity might continue. Based on this review, we estimate our share of liability to defend and resolve
probable asbestos related personal injury claims. This estimate is highly uncertain due to the limitations of the available data
and the difficulty of forecasting with any certainty the numerous variables that can affect the range of the liability. We continue
to study the variables in light of additional information in order to identify trends that may become evident and to assess their
impact on the range of liability that is probable and estimable. We believe that the potential additional costs for claims will not
have a material effect on the financial condition of the Company or its liquidity, although the effect of any future liabilities
recorded could be material to earnings in a future period. See Note 16 to our March 31, 2024 consolidated financial statements
included in Item 8, Financial Statements and Supplementary Data, of this Form 10-K.
As indicated above, our self-insurance coverage is provided through our captive insurance subsidiary. The reserves of our
captive insurance subsidiary are subject to periodic adjustments based upon actuarial evaluations, which adjustments impact our
overall results of operations and financial condition. These periodic adjustments can be favorable or unfavorable.
We are subject to various environmental laws, which may require us to expend significant capital, incur substantial cost and
could lower our margins.
Our operations and facilities are subject to various federal, state, local, and foreign requirements relating to the protection of the
environment, including those governing the discharges of pollutants in the air and water, the generation, management and
disposal of hazardous substances and wastes, and the cleanup of contaminated sites. Increased public awareness and concern
regarding climate change and other ESG matters at numerous levels of government in various jurisdictions may lead to
additional international, national, regional and local legislative and regulatory responses, and compliance with any new rules
could be difficult and costly. We have made, and will continue to make, expenditures to comply with such requirements.
Violations of, or liabilities under, environmental laws and regulations, or changes in such laws and regulations (such as the
imposition of more stringent standards for discharges into the environment), could result in substantial costs to us, including
operating costs and capital expenditures, fines and civil and criminal sanctions, third party claims for property damage or
personal injury, clean-up costs, or costs relating to the temporary or permanent discontinuance of operations. Certain of our
facilities have been in operation for many years, and we have remediated contamination at some of our facilities. Over time, we
and other predecessor operators of such facilities have generated, used, handled, and disposed of hazardous and other regulated
wastes. Additional environmental liabilities could exist, including clean-up obligations at these locations or other sites at which
materials from our operations were disposed, which could result in substantial future expenditures that cannot be currently
18
quantified and which could reduce our profits or have a material adverse effect on our financial condition, operations, or
liquidity.
We may face claims of infringement on the intellectual property of others, or others may infringe upon our intellectual
property.
Our future success depends in part on our ability to prevent others from infringing on our proprietary rights, as well as our
ability to operate without infringing upon the proprietary rights of others. Our efforts to protect our intellectual property through
patents, trademarks, service marks, domain names, copyrights, trade secrets and confidentiality agreements may not adequately
protect us against infringements, and pending patent or trademark applications may not result in issued patents or trademarks.
Our patents, registered trademarks and patent applications, if any, may not be upheld if challenged, and competitors may
develop similar or superior methods or products outside the protection of our patents. This could reduce demand for our
products, reduce our market share and materially decrease our revenues. We may need to spend significant resources
monitoring and enforcing our intellectual property rights and we may not be aware of or able to detect or prove infringement by
third parties. We may be required at times to take legal action to protect our proprietary rights and, despite our best efforts, we
may be sued for infringing on the intellectual property rights of others. Intellectual property-related litigation is costly and, even
if we prevail, the cost of such litigation could adversely affect our financial condition. The protection and enforceability of our
intellectual property rights is also subject to uncertainty in certain countries where we operate that have less rigorous
intellectual property protection laws than the U.S. In addition, we could be adversely affected financially should we be judged
to have infringed upon the intellectual property of others, and we could be required to modify the design of our products,
change the name of our products or obtain a license for the use of some of the technologies used in our products.
We rely on subcontractors or suppliers to perform their contractual obligations.
Some of our contracts involve subcontracts with other companies upon which we rely to perform a portion of the services we
must provide to our customers. There is a risk that we may have disputes with our subcontractors, including disputes regarding
the quality and timeliness of work performed by our subcontractor or customer concerns about the subcontractor. Failure by our
subcontractors to satisfactorily provide on a timely basis the agreed-upon supplies or perform the agreed upon services may
materially and adversely impact our ability to perform our obligations as the prime contractor. A delay in our ability to obtain
components and equipment parts from our suppliers may affect our ability to meet our customers' needs and may have a
material adverse effect upon our profitability.
General Risks
Adverse changes in global economic conditions may negatively affect our industry, business, and results of operations.
Our industry is affected by changes in economic conditions outside our control, which can result in a general decrease in
product demand from our customers. Such economic developments, like inflationary pressures in the U.S. and elsewhere, the
China trade wars, the war between Russia and Ukraine may affect our business in a number of ways. Reduced demand may
drive us and our competitors to offer products at promotional prices, which would have a negative impact on our profitability.
In addition, the tightening of credit in financial markets may adversely affect the ability of our customers and suppliers to obtain
financing for significant purchases and operations and could result in a decrease in, or cancellation of, orders for our products.
If demand for our products slows down or decreases, we will not be able to maintain our revenue and we may run the risk of
failing to satisfy the financial and other restrictive covenants to which we are subject under our existing indebtedness. Reduced
revenue as a result of decreased demand may also reduce our planned growth and otherwise hinder our ability to improve our
performance in connection with our long-term business strategy.
Climate change, or legal, regulatory or market measures to address climate change, may materially adversely affect our
financial condition and business operations.
Climate change resulting from increased concentrations of greenhouse gases in the atmosphere could present risks to our future
operations from natural disasters and extreme weather conditions, such as hurricanes, tornadoes, earthquakes, wildfires,
droughts or flooding. Such extreme weather conditions could pose physical risks to our facilities and disrupt operation of our
supply chain and may impact operational costs. The impacts of climate change on global water resources may result in water
scarcity, which could in the future impact our ability to access sufficient quantities of water in certain locations and result in
increased costs. Furthermore, the potential physical impacts of climate change on our customers, and therefore on our
operations, are speculative and highly uncertain, and would be particular to the circumstances developing in various
geographical regions.
Concern over climate change will likely result in new legal or regulatory requirements designed to reduce greenhouse gas
emissions and mitigate the effects of climate change. For example, the SEC has adopted new climate change disclosure rules
aimed at enhancing and standardizing climate change-related disclosures by public companies. If these new rules are
19
successfully implemented, our compliance costs could be significant. Further, our customers and the markets we serve may
impose emissions reduction or other environmental standards and requirements. These requirements could result in a need to
change our manufacturing processes or product offerings, or undertake other activities which may require us to incur additional
expense. In addition, we may experience increased compliance burdens and operational costs and raw material sourcing,
manufacturing operations and the distribution of our products may be adversely affected. Moreover, we may not be able to
timely meet these requirements due to the required level of capital investment or technological advancement. While we have
been committed to continuous improvements to meet anticipated regulations and preferences, there can be no assurance that our
commitments will be successful, that our products will be accepted by the market, that proposed regulations will not have a
negative competitive impact or that economic returns will reflect our investments in new product development. There also
continues to be a lack of consistent climate legislation, which creates economic and regulatory uncertainty. These factors may
impact the demand for our products, obsolescence of certain products and adversely affect our results of operations. A failure,
or perceived failure, to respond to investor or customer expectations related to ESG concerns in areas such as climate change
and supply chain management could materially adversely affect our business and reputation.
Our business operations may be adversely affected by information technology systems interruptions or intrusion.
We depend on various information technology systems throughout the Company to administer, store, and support multiple
business activities, including to process the data we collect, store and use in connection with our business. If these systems are
damaged, cease to function properly, or are subject to cyber-security attacks, such as those involving unauthorized access,
malicious software and/or other intrusions, we could experience production downtimes, operational delays, other detrimental
impacts on our operations or ability to provide products and services to our customers, the compromising of confidential or
otherwise protected information, destruction or corruption of data, security breaches, other manipulation or improper use of our
systems or networks, financial losses from remedial actions, loss of business or potential liability, and/or damage to our
reputation. Our information technology systems may be damaged or cease to function properly due to any number of causes,
such as catastrophic events, power outages and security breaches (including destructive malware such as ransomware) resulting
in unauthorized access or cyber-security attacks. As the breadth and complexity of our information technology systems
continue to grow, including as a result of the increasing reliance on, and use of, mobile technologies and cloud-based services,
the risk of security incidents and cyber-security attacks has increased. While we attempt to mitigate these risks by employing a
number of measures, including employee training, technical security controls, and maintenance of backup and protective
systems, our systems, networks, products, and services remain potentially vulnerable to known or unknown cybersecurity
threats, any of which could have a material adverse effect on our business, financial condition or results of operations.
Furthermore, cybersecurity threats are constantly expanding and evolving and becoming increasingly sophisticated and
complex, including attacks from highly organized adversaries such as nation state actors, thereby increasing the costs associated
with our cyber-security defense measures and procedures and increasing the difficulty of detecting and defending against them
and maintaining effective security measures and protocols.
We are also subject to a variety of laws and regulations in the U.S., Europe and around the world, as well as contractual
obligations, regarding data privacy, security and protection. For example, in 2023, the SEC adopted new cybersecurity rules
requiring disclosure of material cybersecurity incidents and processes assessing, identifying, and managing material
cybersecurity risks and the corporate governance structure designed to address such risks. These laws and regulations continue
to evolve, are increasing in complexity and number and increasingly conflict among the various countries in which we operate,
which has resulted in greater compliance risk for us. In addition, the costs of compliance with, and other burdens imposed by,
such data privacy laws and regulations, including those of the European Union (“EU”) and the UK which are, in some respects,
more stringent than U.S. standards, could be significant. Any failure or perceived failure by us, or any third parties with which
we do business, to comply with our posted privacy policies, changing consumer expectations, evolving laws, rules and
regulations, industry standards, or contractual obligations to which we or such third parties are or may become subject, may
result in actions or other claims against us by governmental entities or private actors, the expenditure of substantial costs, time
and other resources or the incurrence of significant fines, penalties or other liabilities. In addition, any such action, particularly
to the extent we were found to be guilty of violations or otherwise liable for damages, could damage our reputation and
adversely affect our business, financial condition and results of operations. In addition, our liability insurance, which includes
cyber insurance, might not be sufficient in type or amount to cover us against claims related to security incidents, cyber-security
attacks and other related incidents.
We operate in many different jurisdictions, and we could be adversely affected by violations of the U.S. Foreign Corrupt
Practices Act and similar worldwide anti-corruption laws.
The U.S. Foreign Corrupt Practices Act (“FCPA”) and similar worldwide anti-corruption laws generally prohibit companies
and their intermediaries from making improper payments for the purpose of obtaining or retaining business. Our internal
policies mandate compliance with these anti-corruption laws, and we incur meaningful costs complying with these laws. We
operate in many parts of the world that have experienced corruption to some degree, and in certain circumstances, strict
compliance with anti-corruption laws may conflict with local customs and practices. Despite our training and compliance
programs, we cannot assure you that our internal control policies and procedures always will protect us from reckless or
criminal acts committed by our employees or agents. In the event that we believe or have reason to believe that our employees
20
or agents have or may have violated applicable anti-corruption laws, including the FCPA, we may be required to investigate or
have outside counsel investigate the relevant facts and circumstances. In addition, we are subject to and must comply with all
applicable export controls and economic sanctions laws and embargoes imposed by the U.S. and certain other governments.
Changes in export control or trade sanctions laws may restrict our business practices, including cessation of business activities
in sanctioned countries or with sanctioned entities, and may result in modifications to compliance programs and increase
compliance costs, and violations of these laws or regulations may subject us to fines, penalties and other sanctions, such as loss
of authorizations needed to conduct aspects of our international business or debarments from export privileges. Violations of
the FCPA or export controls or sanctions laws and regulations may result in severe criminal or civil sanctions, and we may be
subject to other liabilities, which could negatively affect our business, financial condition, results of operations, and cash flows.
Our continued expansion outside the U.S., including in developing countries, could increase these risks in the future.
We depend on our management team and the loss of any member could adversely affect our operations.
Our success is dependent on the management and leadership skills of our management team, including our senior team. The
loss of any of these individuals or an inability to attract, retain, and maintain additional personnel could prevent us from
implementing our business strategy. We cannot assure you that we will be able to retain our existing management personnel or
to attract additional qualified personnel when needed.
The market price of our common stock may be volatile.
The market price of our common stock is volatile and could fluctuate significantly for many reasons, including in response to
the risks described in this section and elsewhere in this Form 10-K or for reasons unrelated to our operations, such as reports by
industry analysts, investor perceptions or negative announcements by our customers, competitors or suppliers regarding their
own performance, as well as industry conditions and general financial, economic and political instability.
Item 1B.
Unresolved Staff Comments
None.
Item 1C.
Cybersecurity
Risk Management and Strategy
In connection with our enterprise risk management process, we identify, prioritize, monitor and seek to ameliorate key risks that
may affect the Company, including risks from or relating to cyber threats. We have enterprise-wide security policies, standards
and controls that seek to incorporate best practices in security engineering, technology architecture and data protection.Our
policies and controls include security measures designed to protect our systems against unauthorized access. We also maintain
cybersecurity protection measures with respect to our information technology systems, including with respect to the protection
of our customer data, vendor data and employee information. We have also implemented specialized training and education
programs to seek to guard against cybersecurity events, such as enterprise-wide communications, presentations, phishing
simulations and focused training for specific roles, as well as a general cybersecurity training program required for all
employees. We also engage third parties to perform regular reviews of our security framework controls to promote objectivity.
Our processes to identify, assess and manage material risks relating to cyber threats include risks associated with third party
service providers, including cloud-based platforms. We believe that these policies and controls provide us with an appropriate
comprehensive assessment of potential cyber threats.
To date, risks from cybersecurity threats have not materially affected the Company, and we do not believe these threats are
reasonably likely to materially affect the Company, including its business strategy, financial condition or results of operations.
However, the risks from cybersecurity threats and incidents continues to increase, and the preventative actions we have taken
and continue to take to reduce the risk of cybersecurity threats and incidents may not successfully protect our systems against
all such threats and incidents. Refer to Item 1A – Risk Factors under the heading “Our business operations may be adversely
affected by information technology systems interruptions or intrusion" for additional information.
Governance
Our cybersecurity program is overseen by a cross-functional committee of senior business leaders and is led by our Senior Vice
President of Information Services and Chief Digital Officer (CDO).
This management committee meets regularly and is
charged with overseeing our cybersecurity strategy, seeking to ensure that cyber risks relating to the Company and its
operations are managed, and that the program is aligned with the Company's business goals and objectives. The CDO has a
formal education in information technology as well as extensive experience working in the Company’s information and
technology function; and receives periodic training and education on cybersecurity-related topics.
21
The Board of Directors has delegated to the Audit Committee to assist the Board of Directors in fulfilling its oversight
responsibilities on cybersecurity matters.
The Audit Committee oversees a number of the Company’s risk management
practices, including those relating to cybersecurity risks.
Our CDO provides updates on cybersecurity risks, threats, key
developments in Company policies and practices, and related risk exposures to the Audit Committee regularly. A member of
the Audit Committee will then brief the full Board of Directors on items discussed within the Audit Committee, including
cybersecurity risks and related matters. Additionally, management provides an update to the full Board of Directors on
cybersecurity matters at least once a year, and more often as needed. The Board of Directors annually reviews and approves the
capital and operating budgets, ultimately reviewing and approving the amount spent by the Company on cybersecurity
measures.
22
Item 2.
Properties
We maintain our corporate headquarters in Charlotte, NC (a leased property) and, as of March 31, 2024, conducted our
principal manufacturing at the following facilities:
Location
Products/Operations
Square
Footage
Owned or
Leased
1
Künzelsau, Germany
Hoists
345,000
Leased
2
Wadesboro, NC
Hoists
180,000
Owned
3
Monterrey, Mexico
Hoists
165,000
Leased
4
Lexington, TN
Chain
164,000
Owned
5
Charlotte, NC
Actuators and Rotary Unions
146,000
Leased
6
Menomonee Falls, WI
Power control systems
144,000
Leased
Tennessee forging operation:
7
Chattanooga, TN
Forged attachments
81,000
Owned
8
Chattanooga, TN
Forged attachments
59,000
Owned
9
Hartland, WI
Precision Conveyors
125,000
Leased
10
Wuppertal, Germany
Hoists and Precision Conveyors
124,000
Leased
11
Kissing, Germany
Hoists, winches, and actuators
107,000
Leased
12
Dauchingen, Germany
Automation Solutions
103,000
Leased
13
Damascus, VA
Hoists
97,000
Owned
14
Hangzhou, China
Hoists
82,000
Owned
15
Brighton, MI
Overhead light rail workstations
71,000
Leased
16
Hammonton, NJ
Accumulation Tables
58,000
Leased
17
Chester, England
Plate clamps
56,000
Owned
18
Bayan Lepas, Malaysia
Precision Conveyors
40,000
Leased
19
Szekesfehervar, Hungary
Textiles and textile strappings
24,000
Leased
20
Zapopan, Mexico
Precision Conveyors
20,000
Leased
In addition, we have a total of 46 sales offices, distribution centers, and warehouses. We believe that our properties have been
adequately maintained, are in generally good condition and are suitable for our business as presently conducted. We also
believe our existing facilities provide sufficient production capacity for our present needs and for our anticipated needs in the
foreseeable future. Upon the expiration of our current leases, we believe that either we will be able to secure renewal terms or
enter into leases for alternative locations at market terms.
23
Item 3.
Legal Proceedings
From time to time, we are named a defendant in legal actions arising out of the normal course of business. We are not a party to
any pending legal proceeding other than ordinary, routine litigation incidental to our business. In April of fiscal 2025, a trial
involving a product liability claim against us resulted in a jury verdict demanding us to pay approximately $3,000,000 in
damages.
We along with our attorneys believe we will be successful in overturning this verdict and that payment of the
damages is not probable. As such we have not accrued the damages at March 31, 2024. We do not believe that any of our
pending litigation will have a material impact on our business. We maintain comprehensive general product liability insurance
against risks arising out of the use of our products sold to customers through our wholly owned New York State captive
insurance subsidiary of which we are the sole policy holder. The per occurrence limits on the self-insurance for general and
product liability coverage were $2,000,000 from inception through fiscal 2003 and $3,000,000 for fiscal 2004 and thereafter. In
addition to the per occurrence limits, our coverage is also subject to an annual aggregate limit, applicable to losses only. These
limits range from $2,000,000 to $6,000,000 for each policy year from inception through fiscal 2024. We obtain additional
insurance coverage from independent insurers to cover potential losses in excess of these limits.
Like many industrial manufacturers, we are also involved in asbestos-related litigation. In continually evaluating costs relating
to our estimated asbestos-related liability, we review, among other things, the incidence of past and recent claims, the historical
case dismissal rate, the mix of the claimed illnesses and occupations of the plaintiffs, our recent and historical resolution of the
cases, the number of cases pending against us, the status and results of broad-based settlement discussions, and the number of
years such activity might continue. Because this liability is likely to extend over many years, management believes that the
potential additional costs for claims will not have a material effect on the financial condition of the Company or its liquidity,
although the effect of any future liabilities recorded could be material to earnings in a future period.
See Note 16 to our March 31, 2024 consolidated financial statements included in Item 8, Financial Statements and
Supplementary Data, of this Form 10-K for more information on our matters involving litigation.
Item 4.
Mine Safety Disclosures
Not Applicable.
24
PART II
Item 5.
Market for Registrant’s Common Equity, Related Security Holder Matters and Issuer Purchases of
Equity Securities
Our common stock is traded on the Nasdaq Global Select Market under the symbol "CMCO." As of April 30, 2024, there were
330 holders of record of our common stock.
During fiscal 2024, the Company declared quarterly cash dividends totaling $8,055,000. On March 18, 2024, the Company's
Board of Directors declared a regular quarterly dividend of $0.07 per common share. The dividend was paid on May 13, 2024
to shareholders of record as of May 3, 2024 and totaled approximately $2,020,000.
Our Amended and Restated Credit Agreement allows for the declaration and payment of dividends, subject to specified
limitation as set forth in our Amended and Restated Credit Agreement. We expect to continue to pay dividends in fiscal 2025
consistent with our historical amounts.
Issuer Purchases of Equity Securities
The following table presents information with respect to purchases of common stock of the Company made during the three
months ended March 31, 2024 by the Company:
Period
Total Number of
Shares Purchased
Average Price Paid
per Share
Total Number of
Shares Purchased as
Part of Publicly
Announced Program
Approximate Dollar
Value of Shares that
May Yet be
Purchased under the
Program (in
thousands)1
January 1 - 31, 2024
— $
—
—
February 1 - 29, 2024
— $
—
—
March 1 - 31, 2024
— $
—
—
Total
— $
—
— $
19,000
1The Company publicly announced on March 26, 2019 that its Board of Directors approved a share repurchase authorization for
up to $20 million of shares of common stock of Columbus McKinnon Corporation, with no expiration. As of March 31, 2024,
approximately $19 million of shares of common stock of the Company remains available repurchase under the current
authorization plan. There were no repurchases made in the quarter ended March 31, 2024.
25
PERFORMANCE GRAPH
The Performance Graph shown below compares the cumulative total shareholder return on our common stock based on its
market price, with the total return of the S&P SmallCap 600 Index, and the Dow Jones U.S. Diversified Industrials Index. The
comparison of total return assumes that a fixed investment of $100 was invested on March 31, 2019 in our common stock and
in each of the foregoing indices and further assumes the reinvestment of dividends. The stock price performance shown on the
graph is not necessarily indicative of future price performance.
This Performance Graph shall not be deemed "filed" with the SEC for purposes of Section 18 of the Exchange Act or
incorporate by reference into any of our filings under the Securities Act or the Exchange Act.
Item 6.
[Reserved]
26
Item 7.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
This section should be read in conjunction with our consolidated financial statements included in Item 8, Financial Statements
and Supplementary Data, of this Form 10-K.
EXECUTIVE OVERVIEW
Columbus McKinnon Corporation ("Columbus McKinnon" or the "Company") is a leading worldwide designer, manufacturer
and marketer of intelligent motion solutions that move the world forward and improve lives by efficiently and ergonomically
moving, lifting, positioning and securing materials. Key products include hoists, crane components, precision conveyor
systems, rigging tools, light rail workstations and digital power and motion control systems. These are highly relevant,
professional-grade solutions that solve our customers’ critical material handling requirements.
Founded in 1875, we have grown to our current size and leadership position through organic growth and acquisitions. We
developed our leading market position over our 149-year history by emphasizing technological innovation, manufacturing
excellence and superior customer service. In accordance with our strategic framework, we are building out our business system
("CMBS") and growth framework to be market-led, customer-centric, and operationally excellent with our people and values at
the core. We believe this will transform Columbus McKinnon into a top-tier intelligent motion solutions company. We expect
our strategy will enhance shareholder value by growing sales, expanding EBITDA margins and increasing our return on
invested capital ("ROIC").
Our revenue base is geographically diverse with approximately 43% derived from customers outside the U.S. for the year ended
March 31, 2024. We believe this diversity balances the impact of changes that occur in local economies, as well as benefits the
Company by providing access to growing emerging markets. We monitor both U.S. and Eurozone Industrial Capacity
Utilization statistics as well as the ISM Production Index as indicators of anticipated demand for our products. In addition, we
continue to monitor the potential impact of other global and U.S. trends including, industrial production, trade tariffs, raw
material cost inflation, interest rates, foreign currency exchange rates, and activity of end-user markets around the globe.
From a strategic perspective, we are investing in new products as we focus on our greatest opportunities for growth. We
maintain a strong North American market share with significant leading market positions in hoists, lifting and sling chain,
forged attachments, actuators, precision conveyors and digital power and motion control systems for the material handling
industry. We seek to maintain and enhance our market share by focusing our sales and marketing activities toward select North
American and global market sectors including general industrial, energy, automotive, heavy OEM, entertainment, construction
and infrastructure, life sciences food and beverage, e-commerce and consumer products.
On May 31, 2023, the Company completed its acquisition of montratec GmbH ("montratec"), a leading automation solutions
company that designs and develops intelligent automation and transport systems for interlinking industrial production and
logistics processes. montratec product offerings compliment the previous acquisitions of both Dorner and Garvey, and these
acquisitions are collectively expected to accelerate the Company’s shift to intelligent motion solutions and serve as a platform
to expand capabilities in advanced, higher technology automation solutions.
Regardless of the economic climate and point in the economic cycle, we constantly explore ways to increase operating margins
as well as further improve our productivity and competitiveness. We have specific initiatives to reduce lead-times, improve on-
time deliveries, reduce warranty costs, and improve material and factory productivity. The initiatives are being driven by the
implementation of our business operating system, CMBS. We are working to achieve these strategic initiatives through business
simplification, operational excellence, and profitable growth initiatives. We believe these initiatives will enhance future
operating margins.
Our principal raw materials and components purchases were approximately $396 million in fiscal 2024 (or 62% of Cost of
product sold) and include steel, consisting of rod, wire, bar, structural, and other forms of steel; electric motors; bearings; gear
reducers; castings; steel and aluminum enclosures and wire harnesses; electro-mechanical components; and standard variable
drives and controls. These commodities are all available from multiple sources. We purchase most of these raw materials and
components from a limited number of strategic and preferred suppliers under agreements which are negotiated on a company-
wide basis through our global purchasing group. Currently, as a result of global inflation, we are experiencing higher raw
material costs and availability issues for select raw materials and components. To date, we have raised prices to our customers
to cover these increased raw material costs and are working with our supply base to prioritize shipments and improve
availability of key components.
27
We operate in a highly competitive and global business environment. We see a variety of opportunities in our markets and
geographies, including trends toward automation and increasing labor productivity and the expansion of market opportunities in
Asia and other emerging markets. While we execute our long-term growth strategy, we are supported by our strong free cash
flow as well as our liquidity position and flexible debt structure.
RESULTS OF OPERATIONS
The following discussion is a comparison between fiscal 2024 and fiscal 2023 results. For a discussion of our results of
operations for fiscal 2023 compared to fiscal 2022, please refer to Item 7 of Part II, “Management’s Discussion and Analysis of
Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the fiscal year ended March 31, 2023,
which was filed with the SEC on May 25, 2023.
Fiscal 2024 Compared to Fiscal 2023
Fiscal 2024 sales were $1,013,540,000, an increase of 8.3%, or $77,300,000 compared with fiscal 2023 sales of $936,240,000.
Sales for the fiscal year were positively impacted by price increases of $33,837,000 as well as $32,584,000 of incremental sales
from the montratec acquisition. Offsetting these increases was $469,000 in decreased sales volume. The translation of foreign
currency had a favorable impact of $11,348,000.
Gross profit was $374,838,000 and $342,099,000 or 37.0% and 36.5% of net sales in fiscal 2024 and 2023, respectively. The
fiscal 2024 increase in gross profit of $32,739,000 or 9.6% is the result of the $28,987,000 of price increases net of material
inflation, $13,828,000 in gross profit as a result of the acquisition of montratec, $946,000 due to favorable sales mix and
$904,000 of decreased product liability costs offset by $12,087,000 of other manufacturing cost changes, $3,294,000 of start up
costs for our new Monterrey, Mexico facility and $346,000 of current year business realignment costs. The translation of
foreign currencies had a $3,756,000 favorable impact on gross profit for the year ended March 31, 2024.
Selling expenses were $105,341,000 and $102,528,000, or 10.4% and 11.0% of net sales in fiscal years 2024 and 2023,
respectively. Selling expenses increased $6,426,000 as a result of the montratec acquisition offset by a decreases in net business
realignment costs, which did not recur for $3,807,000, and lower employee costs of $1,157,000 as a result of the prior year
business realignment. Foreign currency translation had a $1,055,000 unfavorable impact on selling expenses.
General and administrative expenses were $106,760,000 and $94,794,000 or 10.5% and 10.1% of net sales in fiscal 2024 and
2023, respectively. The increase in general and administrative expenses was due to the acquisition of montratec which added
$3,586,000 in expenses, net increases of $2,595,000 for acquisition and deal integration costs, an increase in stock-based
compensation of $2,171,000, an increase of $1,596,000 for the new Monterrey, Mexico facility and an increase in net business
realignment costs of $1,084,000. These increases were offset by a $1,230,000 adjustment in the prior year for the Garvey
acquisition contingent consideration which did not recur. Foreign currency translation had a $711,000 unfavorable impact on
general and administrative expenses for the year ended March 31, 2024.
Research and development expenses were $26,193,000 and $20,935,000 in fiscal 2024 and 2023, respectively. As a percentage
of consolidated net sales, research and development expenses were 2.6% and 2.2% in fiscal 2024 and 2023, respectively. The
increase in research and development expenses was due to additional spending to achieve strategic goals related to new product
development.
Amortization of intangibles were $29,396,000 and $26,001,000 in fiscal 2024 and 2023, respectively, with the increase related
to amortization of new intangible assets acquired in the montratec acquisition.
Interest and debt expense was $37,957,000 and $27,942,000 in fiscal 2024 and 2023, respectively. The increase is related to
higher interest rates, as well as increased borrowings to finance the montratec acquisition.
Investment income of $1,759,000 and $315,000, in fiscal 2024 and 2023, respectively, related to earnings on marketable
securities held in the Company’s wholly owned captive insurance subsidiary and the Company's equity method investment in
EMC, described in Note 7 to our March 31, 2024 consolidated financial statements.
Foreign currency exchange resulted in a loss of $1,826,000 and a gain $2,189,000 in fiscal 2024 and 2023, respectively. This
unfavorable change was due to the strengthening of the U.S. Dollar in comparison to the Euro and other currencies where our
businesses operates.
Other expense was $7,597,000 in fiscal 2024 and other income was $2,072,000 in fiscal 2023. During fiscal 2024, the Company
terminated both of its Canadian pension plans and began the process to terminate one of its U.S. pension plans. For the U.S.
28
plan, lump sum payments were made to eligible participants who elected to receive them. Both of these actions resulted in a
settlement charge of $4,984,000. Further as discussed in Note 17, the increase in expense is also related to an income tax refund
which will be paid to the former owners of STAHL, as agreed to in a tax indemnification agreement, as it relates to a tax period
prior to the acquisition date.
Income tax expense as a percentage of income from continuing operations before income tax expense was 24.2% and 35.0% in
fiscal 2024 and 2023, respectively.
Typically these percentages vary from the U.S. statutory rate of 21% due to varying
effective tax rates at the Company's foreign subsidiaries and the jurisdictional mix of income for these subsidiaries.
In fiscal 2023, the rate was unfavorably impacted 3 percentage points due to settlement of income tax assessments related to tax
periods prior to the Company’s acquisition of Stahl Cranesystems GmbH (“STAHL"). In accordance with the tax
indemnification clause of the share purchase agreement, the Company received full reimbursement from STAHL’s prior owner
which was recorded as a gain in Other (income) expense, net on the Consolidated Statements of Operations. The tax rate also
reflects an unfavorable impact of 2 percentage points due to the recording of a U.S. state tax valuation allowance. The valuation
allowance primarily relates to changes in the Company’s expectations regarding its ability to more likely than not utilize certain
U.S. state net operating losses prior to their expiration. The tax rate was also unfavorably affected by non-deductible
compensation and U.S. taxes on foreign earnings, which increased the rate by 2 percentage points each.
LIQUIDITY AND CAPITAL RESOURCES
Cash, cash equivalents, and restricted cash totaled $114,376,000 and $133,426,000, at March 31, 2024 and 2023, respectively.
Cash flow from operating activities
Net cash provided by operating activities was $67,198,000 and $83,636,000 in fiscal 2024 and 2023, respectively. In fiscal
2024, net income of $46,625,000 and non-cash adjustments to net income of $57,928,000 were the largest contributors. Of the
non-cash adjustments, $45,945,000 was depreciation and amortization and $12,039,000 was stock-based compensation offset
by $15,285,000 of deferred income taxes and related valuation allowance. Net working capital increases reduced operating cash
flows by $29,132,000, which included an increase of $14,428,000 in accounts receivable, a $9,583,000 decrease in accrued
liabilities and an increase in prepaid expenses and other of $8,555,000. This was partially offset by a decrease in trade payables
of $4,748,000. In addition, non-current liabilities decreased by $8,760,000. The decrease in non-current liabilities primarily
consists of $9,454,000 in cash paid for amounts included in the measurement of operating lease liabilities in fiscal 2024.
Cash flow from investing activities
Net cash used for investing activities was $133,364,000 and $13,932,000 in fiscal 2024 and 2023, respectively. In fiscal 2024,
the most significant uses of cash in investing activities was $108,145,000 of cash used for the purchase of montratec on May
31, 2023. Additionally, the Company used $24,813,000 in capital expenditures.
Cash flow from financing activities
Net cash provided by financing activities was $48,201,000 in fiscal 2024 compared to net cash used for financing activities of
$49,987,000 in fiscal 2023. The most significant source of cash was $120,000,000 in gross proceeds from the issuance of long-
term debt, which was used to fund the montratec acquisition. This was offset by $60,604,000 in debt repayments, $8,044,000 in
dividend payments and $2,859,000 in fees paid to secure the new debt borrowings. Associated cash flows from hedging
activities are classified as financing activities in the Statement of Cash Flows, which resulted in a net cash inflow of
$1,370,000.
We believe that our cash on hand, cash flows, and borrowing capacity under our Amended and Restated Credit Agreement will
be sufficient to fund our ongoing operations and debt obligations, and capital expenditures for at least the next twelve months.
This belief is dependent upon successful execution of our current business plan and effective working capital utilization. No
material restrictions exist in accessing cash held by our non-U.S. subsidiaries. We expect to meet our funding needs with cash
provided by our U.S. operations, as well as by repatriating non-U.S. cash. We do not expect to incur significant incremental
U.S. taxes as we repatriate funds. As of March 31, 2024, $64,103,000 of cash and cash equivalents were held by foreign
subsidiaries.
CAPITAL EXPENDITURES
In addition to keeping our current equipment and plants properly maintained, we are committed to replacing, enhancing and
upgrading our property, plant and equipment to support new product development, improve productivity and customer
29
responsiveness, reduce production costs, increase flexibility to respond effectively to market fluctuations and changes, meet
environmental requirements, enhance safety and promote ergonomically correct work stations. Our capital expenditures for
fiscal 2024 and 2023 were $24,813,000 and $12,632,000, respectively. This increase in capital expenditures during fiscal 2024
was related to the establishment of a machining center of excellence in Mexico. Excluded from fiscal 2024 capital expenditures
is $690,000 and $624,000, in property, plant and equipment purchases included in accounts payable at March 31, 2024 and
2023, respectively. We expect capital expenditure spending in fiscal 2025 to range from $20,000,000 to $30,000,000.
INFLATION AND OTHER MARKET CONDITIONS
Our costs are affected by inflation in the U.S. economy and, to a lesser extent, in non-U.S. economies including those of
Europe, Canada, Mexico, South America, and Asia-Pacific. We do not believe that general inflation has had a material effect on
our results of operations over the periods presented despite rising inflation due to our ability to pass on rising costs through
price increases. We are currently experiencing higher raw material, freight, and logistics costs than we have seen in recent
years, which we have been able to recover with pricing actions.
In the future, we may not be able to pass on these cost
increases to our customers.
SEASONALITY AND QUARTERLY RESULTS
Quarterly results may be materially affected by the timing of large customer orders, periods of high vacation and holiday
concentrations, legal settlements, gains or losses in our portfolio of marketable securities, restructuring charges, favorable or
unfavorable foreign currency translation, divestitures and acquisitions. Therefore, the operating results for any particular fiscal
quarter are not necessarily indicative of results for any subsequent fiscal quarter or for the full fiscal year.
CRITICAL ACCOUNTING POLICIES AND ESTIMATES
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires us to make
estimates and assumptions that affect the amounts reported in our consolidated financial statements and accompanying notes.
We continually evaluate the estimates and their underlying assumptions, which form the basis for making judgments about the
carrying value of our assets and liabilities. Actual results inevitably will differ from those estimates. If interpreted differently
under different conditions or circumstances, changes in our estimates could result in material changes to our reported
results. We have identified below the accounting policies involving estimates that are critical to our financial statements. Other
accounting policies are more fully described in Note 2 of our consolidated financial statements.
Insurance Reserves.
Our accrued general and product liability reserves as described in Note 16 to consolidated financial
statements involve actuarial techniques including the methods selected to estimate ultimate claims, and assumptions including
emergence patterns, payment patterns, initial expected losses, and increased limit factors. These actuarial estimates are subject
to a high degree of uncertainty due to a variety of factors, including extended lag time in the reporting and resolution of claims,
trends or changes in claim settlement patterns, insurance industry practices, and legal interpretations. Changes to these estimates
could result in material changes to the amount of expense and liabilities recorded in our financial statements. Further, actual
costs could differ significantly from the estimated amounts. Adjustments to estimated reserves are recorded in the period in
which the change in estimate occurs. Other insurance reserves such as workers compensation and group health insurance are
based on actual historical and current claim data provided by third party administrators or internally maintained.
Goodwill and indefinite-lived intangible asset impairment testing. Our goodwill balance of $710,334,000 as of March 31, 2024
is subject to impairment testing. We test goodwill for impairment at least annually, as of the end of February, and more
frequently whenever events occur or circumstances change that indicate there may be impairment. These events or
circumstances could include a significant long-term adverse change in the business climate, poor indicators of operating
performance, or a sale or disposition of a significant portion of a reporting unit.
We test goodwill at the reporting unit level, which is one level below our operating segment. We identify our reporting units by
assessing whether the components of our operating segment constitute businesses for which discrete financial information is
available and segment management regularly reviews the operating results of those components.
We also aggregate
components that have similar economic characteristics into single reporting units (for example, similar products and / or
services, similar long-term financial results, product processes, classes of customers, or in circumstances where the components
share assets or other resources and have other economic interdependencies). We have three reporting units, Linear Motion
Products (formerly referred to as Duff-Norton), Rest of Products and Precision Conveyance, and have goodwill totaling
$9,699,000, $304,760,000, and 395,875,000, respectively, at March 31, 2024. montratec, which was acquired in fiscal 2024 has
been included in the Precision Conveyance reporting unit.
30
Annual Goodwill Impairment Test
When we evaluate the potential for goodwill impairment, we assess a range of qualitative factors including, but not limited to,
macroeconomic conditions, industry conditions, the competitive environment, changes in the market for our products and
services, regulatory and political developments, entity specific factors such as strategy, and changes in key personnel and
overall financial performance. If, after completing this assessment, it is determined that it is more likely than not that the fair
value of a reporting unit is less than its carrying value, we proceed to a quantitative impairment test. We also proceed to the
quantitative model when economic or other business factors indicate that the fair value of our reporting units may have declined
since our last quantitative impairment test. We performed the qualitative assessment as of February 29, 2024 and determined
the quantitative test should be performed for the Precision Conveyance reporting unit as the businesses in this reporting unit
were recently acquired resulting in a relatively small difference between the reporting unit's book and fair value. We performed
sensitivities and other analysis and determined that goodwill is not impaired as of March 31, 2024 for the Precision Conveyance
reporting unit.
The qualitative assessment as of February 29, 2024 for the Rest of Products and Linear Motion Products reporting units
determined it was not more likely than not that the fair value of the reporting units were less than their applicable carrying
value. Accordingly, we did not perform the quantitative goodwill impairment test for the Rest of Products and Linear Motion
Products reporting units during fiscal 2024.
Quantitative Test for the Precision Conveyance Group
In order to perform the quantitative impairment test for the Precision Conveyance reporting unit, we used the discounted cash
flow method to estimate fair value. The discounted cash flow method incorporates various assumptions, the most significant
being projected revenue growth rates, EBITDA margins and cash flows, and the weighted-average cost of capital. Management
projects discounted cash flows based on the reporting unit's current business, expected developments and operational strategies
over a seven-year period. In estimating the terminal growth rate, we consider our historical and projected results, as well as the
economic environment in which the reporting unit operates. The weighted-average cost of capital utilized for the reporting unit
reflects management’s assumptions of marketplace participants’ cost of capital and risk assumptions, both specific to the
reporting unit and overall in the economy.
Testing goodwill for impairment under the quantitative method described above requires us to estimate fair value of the
reporting unit using significant estimates and judgmental factors. The compound annual growth rate for revenue during the first
seven years of our projections was approximately 13.0% for the Precision Conveyance reporting unit. This reflects the higher
expected growth rates on our precision conveyor business compared to our other businesses. The terminal value was calculated
assuming a projected growth rate of 3.0% after seven years. These rates reflect our estimate of long-term growth into perpetuity
and approximate the long-term gross domestic product growth expected on a global basis as well as our normal annual price
increases. The estimated weighted-average cost of capital was determined to be 13.2% for the Precision Conveyance reporting
unit. This was estimated based upon an analysis of similar companies and their debt to equity mix, their related volatility and
the size of their market capitalization. We also consider any additional risk of the Precision Conveyance reporting unit
achieving its forecast, and adjust the weighted-average cost of capital applied when determining the reporting unit’s estimated
fair value. The quantitative test results indicate that the Precision Conveyance reporting unit is not impaired as its fair value
exceeds its book value by 6%.
Future changes in these estimates and assumptions could materially affect the results of our goodwill impairment tests. For
example, a decline in the terminal growth rate by 100 basis points would decrease fair market value by $24,800,000, an increase
in the weighted-average cost of capital by 75 basis points would result in a decrease in fair market value by $33,500,000, and an
annual decrease in gross profit of 200 basis points would result in a decrease in fair value of $23,100,000 for the Precision
Conveyance reporting unit. Even with such changes, the fair value of the reporting unit would be greater than its net book value
as of February 29, 2024, therefore indicating no impairment.
We further test our indefinite-lived intangible asset balance of $46,254,000 consisting of trademarks for acquisitions prior to
fiscal 2024. Similar to goodwill, we first assess various qualitative factors in the analysis. If, after completing this assessment, it
is determined that it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying
value, we proceed to a quantitative impairment test. We performed the qualitative assessment as of February 29, 2024 and
determined that it was not more likely than not that the fair value of each of our indefinite-lived intangible assets was less than
its applicable carrying value.
31
Effects of New Accounting Pronouncements
Information regarding the effects of new accounting pronouncements is included in Note 21 to the accompanying consolidated
financial statements included in Item 8, Financial Statements and Supplementary Data, of this Form 10-K.
32
Item 7A.
Quantitative and Qualitative Disclosures About Market Risk
Market risk is the potential loss arising from adverse changes in market rates and prices, such as interest rates. We are exposed
to various market risks, including commodity prices for raw materials, foreign currency exchange rates, and changes in interest
rates. We may enter into financial instrument transactions, which attempt to manage and reduce the impact of such changes. We
do not enter into derivatives or other financial instruments for trading or speculative purposes.
Commodity Price Risk
Our costs are affected by inflation in the U.S. economy and, to a lesser extent, in non-U.S. economies including those of
Europe, Canada, Mexico, South America, and Asia-Pacific. Generally, as we experience fluctuations in our costs, we reflect
these increases in costs as price increases to our customers with the goal of being margin neutral. We are currently experiencing
higher raw material, freight, and logistics costs than we have seen in recent years, which we have been able to recover with
pricing actions. Further, increases in U.S. employee benefits costs such as health insurance and workers compensation
insurance have exceeded general inflation levels. In the future, we may be further affected by inflation that we may not be able
to pass these increased costs on as price increases to our customers. However, we have been successful in the past, and we
expect to be successful in the future, in instituting price increases to pass on these material cost increases. The Company is
exposed to trade tariffs with China. The Company monitors the impact of tariffs and actively works to mitigate this impact
through material productivity actions and pricing strategies.
Foreign Currency Exchange Risk
In fiscal 2024, 43% of our net sales were from manufacturing plants and sales offices in foreign jurisdictions. We manufacture
our products in the United States, China, Germany, United Kingdom, Hungary, Mexico, and Malaysia and sell our products in
over 100 countries. Our results of operations could be affected by factors such as changes in foreign currency rates or weak
economic conditions in foreign markets. With our fiscal year 2017 acquisition of STAHL, we have an increased presence in the
United Arab Emirates, with total assets of approximately $6,280,000. Our operating results are exposed to fluctuations between
the U.S. Dollar and the Canadian Dollar, European currencies, the South African Rand, the Mexican Peso, the Brazilian Real,
and the Chinese Yuan. For example, when the U.S. dollar weakens against the Euro, the value of our net sales and net income
denominated in Euros increases when translated into U.S. dollars for inclusion in our consolidated results. We are also exposed
to foreign currency fluctuations in relation to purchases denominated in foreign currencies. Our foreign currency risk is
mitigated since the majority of our foreign operations’ net sales and the related expense transactions are denominated in the
same currency, which reduces the impact of a significant change in foreign exchange rates on net income. For example, a 10%
change in the value of the U.S. dollar in relation to our most significant foreign currency exposures would have had an impact
of approximately $6,450,000 on our income from operations. In addition, the majority of our export sale transactions are
denominated in U.S. dollars.
The Company has a cross currency swap agreement that is designated as a cash flow hedge to hedge changes in the value of an
intercompany loan to a foreign subsidiary due to changes in foreign exchange rates. This intercompany loan is related to the
acquisition of STAHL.
As of March 31, 2024, the notional amount of this derivative was $93,910,000, and the contract
matures on March 31, 2028. During fiscal 2022, the Company modified the cross currency swap by extending it to fiscal year
2028, matching the intercompany loan. The Company has concluded that the transaction to modify the cross currency swap, as
well as the modified swap, maintained hedge accounting. The modified cross currency swap is considered to have an other than
insignificant financing element. As such, its cash flows are classified within financing activities in the Statement of Cash Flows.
From its March 31, 2024 balance of AOCL, the Company expects to reclassify approximately $148,000 out of AOCL, and into
foreign currency exchange loss (gain), during the next 12 months based on the contractual payments due under this
intercompany loan.
The Company has foreign currency forward agreements that are designated as cash flow hedges to hedge a portion of forecasted
inventory purchases denominated in foreign currencies. As of March 31, 2024, the notional amount of these derivatives was
$7,590,000, and all contracts mature by March 31, 2025. From its March 31, 2024 balance of AOCL, the Company expects to
reclassify approximately $71,000 out of AOCL during the next 12 months based on the expected sales of the goods purchased.
Interest Rate Risk
The Company's policy is to maintain a capital structure that is comprised of 50-70% of fixed rate long-term debt and 30-50% of
variable rate long-term debt. The Company has two interest rate swap agreements currently outstanding in which the Company
receives interest at a variable rate and pays interest at a fixed rate. These interest rate swap agreements are designated as cash
flow hedges to hedge changes in interest expense due to changes in the variable interest rate of the senior secured term loan.
The amortizing interest rate swaps mature by February 28, 2025 and April 30, 2028 had a total notional amount of
33
$346,434,000 as of March 31, 2024. The effective portion of the changes in fair values of the interest rate swaps is reported in
AOCL and will be reclassified to interest expense over the life of the swap agreements. From its March 31, 2024 balance of
AOCL, the Company expects to reclassify approximately $5,644,000 out of AOCL, and into interest expense, during the next
12 months.
34
Item 8.
Financial Statements and Supplementary Data.
INDEX TO CONSOLIDATED FINANCIAL STATEMENTS
Columbus McKinnon Corporation
Audited Consolidated Financial Statements as of March 31, 2024:
Report of Independent Registered Public Accounting Firm
36
Consolidated Balance Sheets
39
Consolidated Statements of Operations
40
Consolidated Statements of Comprehensive Income
41
Consolidated Statements of Shareholders’ Equity
42
Consolidated Statements of Cash Flows
43
Notes to Consolidated Financial Statements
1
Description of Business
44
2
Accounting Principles and Practices
44
3
Acquisitions & Disposals
48
4
Revenue & Receivables
49
5
Fair Value Measurements
53
6
Inventories
56
7
Marketable Securities and Other Investments
56
8
Property, Plant, and Equipment
57
9
Goodwill and Intangible Assets
57
10
Derivative Instruments
59
11
Accrued Liabilities and Other Non-current Liabilities
62
12
Debt
62
13
Pensions and Other Benefit Plans
65
14
Employee Stock Ownership Plan ("ESOP")
70
15
Earnings per Share and Stock Plans
70
16
Loss Contingencies
75
17
Income Taxes
80
18
Leases
83
19
Business Segment Information
85
20
Accumulated Other Comprehensive Loss
86
21
Effects of New Accounting Pronouncements
89
Schedule II – Valuation and Qualifying Accounts.
90
35
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Columbus McKinnon Corporation
Opinion on the Financial Statements
We have audited the accompanying consolidated balance sheets of Columbus McKinnon Corporation (the Company) as of
March 31, 2024 and 2023, the related consolidated statements of operations, comprehensive income, shareholders' equity and
cash flows for each of the three years in the period ended March 31, 2024, and the related notes and financial statement
schedule listed in the Index at Item 15(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 at March 31,
2024 and 2023, and the results of its operations and its cash flows for each of the three years in the period ended March 31,
2024, in conformity with U.S. generally accepted accounting principles.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the Company's internal control over financial reporting as of March 31, 2024, based on criteria established in
Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission
(2013 framework), and our report dated May 29, 2024 expressed an unqualified opinion thereon.
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. 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 Securities and Exchange Commission and the PCAOB.
We conducted our audits 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 audits 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 audits 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 audits provide a reasonable basis for our opinion.
Critical Audit Matters
The critical audit matters communicated below are matters arising from the current period audit of the financial statements that
were communicated or required to be communicated to the audit committee and that: (1) relate 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 consolidated financial statements, taken as
a whole, and we are not, by communicating the critical audit matters below, providing separate opinions on the critical audit
matters or on the accounts or disclosures to which they relate.
36
Valuation of Goodwill for the Precision Conveyance Reporting Unit
Description of
the Matter
At March 31, 2024, the Company’s goodwill was $710.3 million. The goodwill associated with the
Precision Conveyance reporting unit amounted to $395.9 million as of March 31, 2024. As discussed in
Notes 2 and 9 of the consolidated financial statements, goodwill is quantitatively tested, for impairment
at least annually, or more frequently if circumstances warrant, at the reporting unit level. In its
quantitative test, the Company applied a discounted cash flow method to estimate the fair value of its
reporting unit which incorporated various assumptions, the most significant being projected revenue
growth rates, EBITDA margins, and the discount rate.
Auditing management’s annual goodwill impairment assessment was complex and highly judgmental
due to the significant estimation required to determine the fair value of the Precision Conveyance
reporting unit. The fair value estimate for the Precision Conveyance reporting unit was sensitive to
significant assumptions inherent in the Company’s discounted estimated future cash flows, in particular
changes in the projected revenue growth rates, EBITDA margins, and the discount rate, which are
affected by expectations about future market or economic conditions.
How We
Addressed the
Matter in Our
Audit
We obtained an understanding, evaluated the design and tested the operating effectiveness of controls
over the Company’s goodwill impairment review process, including controls over management’s
review of the significant assumptions described above.
To test the estimated fair value of the Company’s Precision Conveyance reporting unit, we performed
audit procedures with the assistance of our valuation professionals that included, among others,
assessing the methodology used and testing the significant assumptions discussed above and the
underlying data used in the impairment analysis. We compared the significant assumptions used by
management to current industry and economic trends and evaluated the effects of expanding into new
markets and other factors on the significant assumptions. We assessed the historical accuracy of
management’s revenue forecasts and performed sensitivity analyses of significant assumptions to
evaluate the changes in the fair value of the reporting unit that would result from changes in the
assumptions.
Product Liabilities and Related Legal Costs
Description of
the Matter
At March 31, 2024, the Company’s liability for asbestos-related product liability claims and related
legal costs was $14.2 million. As discussed in Note 16 to the consolidated financial statements, the
Company is involved in asbestos-related litigation the cost of which is paid through a wholly-owned
captive insurance company.
Auditing management's estimate of its reserves for asbestos-related product liabilities is complex and
highly judgmental due to the significant estimation and judgment required in determining the ultimate
outcomes of the cases asserted against the Company and in determining the ultimate costs for the
Company to defend against such claims. In particular, the estimated asbestos-related product liability
reserve is sensitive to significant assumptions such as case dismissal rates, the number of years case
activity might continue, legal and other costs to defend claims. The cost to defend claims takes into
consideration the extent to which insurance carriers, under pre-existing insurance policies and pursuant
to a legal settlement, are covering future indemnity payments and sharing in payment of future legal
defense costs.
How We
Addressed the
Matter in Our
Audit
We obtained an understanding, evaluated the design and tested the operating effectiveness of controls
over the Company’s asbestos-related product liability estimation process. Our procedures included,
among others, testing management’s review of significant assumptions used for purposes of calculating
the estimated liability.
To test the estimated liability for asbestos-related product liability claims, we performed audit
procedures that included, among others, testing the completeness and accuracy of the asbestos-related
claims data underlying the estimated liability. We compared forecasts of legal defense costs and
dismissal ratios utilized by management in prior year reserve estimates to actual defense costs incurred
and the actual ratios of asbestos claims asserted to claims dismissed. We inspected analyses prepared by
the Company to support the current forecasts of defense costs and dismissal ratios. We inspected
correspondence from the Company’s internal counsel as to the number and status of outstanding claims
asserted and correspondence from external counsel to corroborate the information provided by
management. We involved a specialist to assist with our procedures and to develop an independent
range of asbestos-related product liability reserves, which we compared to the Company’s recorded
amount.
37
/s/ Ernst & Young LLP
We have served as the Company’s auditor since at least 1917, but we are unable to determine the specific year.
Charlotte, North Carolina
May 29, 2024
38
COLUMBUS McKINNON CORPORATION
CONSOLIDATED BALANCE SHEETS
March 31,
2024
2023
(In thousands, except
share data)
ASSETS
Current assets:
Cash and cash equivalents
$
114,126
$
133,176
Trade accounts receivable, less allowance for doubtful accounts ($3,827 and $3,620,
respectively)
171,186
151,451
Inventories
186,091
179,359
Prepaid expenses and other
42,752
32,254
Total current assets
514,155
496,240
Net property, plant, and equipment
106,395
94,360
Goodwill
710,334
644,629
Other intangibles, net
385,634
362,537
Marketable securities
11,447
10,368
Deferred taxes on income
1,797
2,035
Other assets
96,183
88,286
Total assets
$ 1,825,945
$ 1,698,455
LIABILITIES AND SHAREHOLDERS’ EQUITY
Current liabilities:
Trade accounts payable
$
83,118
$
76,736
Accrued liabilities
127,973
124,317
Current portion of long-term debt and finance lease obligations
50,670
40,604
Total current liabilities
261,761
241,657
Term loan, AR securitization facility and finance lease obligations
479,566
430,988
Other non-current liabilities
202,555
192,013
Total liabilities
943,882
864,658
Shareholders’ equity:
Voting common stock: 50,000,000 shares authorized; 28,799,110 and 28,611,721 shares issued
and outstanding
288
286
Treasury Stock
(1,001)
(1,001)
Additional paid-in capital
527,125
515,797
Retained earnings
395,328
356,758
Accumulated other comprehensive loss
(39,677)
(38,043)
Total shareholders’ equity
882,063
833,797
Total liabilities and shareholders’ equity
$ 1,825,945
$ 1,698,455
See accompanying notes.
39
COLUMBUS McKINNON CORPORATION
CONSOLIDATED STATEMENTS OF OPERATIONS
Year Ended March 31,
2024
2023
2022
(In thousands, except per share data)
Net sales
$ 1,013,540
$
936,240
$
906,555
Cost of products sold
638,702
594,141
590,825
Gross profit
374,838
342,099
315,730
Selling expenses
105,341
102,528
99,187
General and administrative expenses
106,760
94,794
102,128
Research and development expenses
26,193
20,935
15,351
Amortization of intangibles
29,396
26,001
25,283
Income from operations
107,148
97,841
73,781
Interest and debt expense
37,957
27,942
20,126
Cost of debt refinancing
—
—
14,803
Investment (income) loss, net
(1,759)
(315)
(46)
Foreign currency exchange loss (gain), net
1,826
(2,189)
1,574
Other (income) expense, net
7,597
(2,072)
(1,122)
Income before income tax expense
61,527
74,475
38,446
Income tax expense
14,902
26,046
8,786
Net income
$
46,625
$
48,429
$
29,660
Average basic shares outstanding
28,728
28,600
28,040
Average diluted shares outstanding
29,026
28,818
28,401
Basic income per share
$
1.62
$
1.69
$
1.06
Diluted income per share
$
1.61
$
1.68
$
1.04
Dividends declared per common share
$
0.28
$
0.28
$
0.25
See accompanying notes.
40
COLUMBUS McKINNON CORPORATION
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
March 31,
2024
2023
2022
(In thousands)
Net income
$ 46,625
$ 48,429
$
29,660
Other comprehensive income (loss), net of tax:
Foreign currency translation adjustments
(433)
(4,273)
(6,303)
Pension liability adjustments, net of taxes of $(71), $(3,678) and $(5,282)
812
8,058
16,286
Other post retirement obligations adjustments, net of taxes of $22, $16, and $48
(94)
(66)
(153)
Split-dollar life insurance arrangement adjustments, net of taxes of $(426), $(73), and
$(45)
1,386
251
180
Change in derivatives qualifying as hedges, net of taxes of $1,111, $(2,636), and $(39)
(3,305)
7,886
77
Total other comprehensive income (loss)
(1,634)
11,856
10,087
Comprehensive income
$ 44,991
$ 60,285
$
39,747
See accompanying notes.
41
COLUMBUS McKINNON CORPORATION
CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY
(In thousands, except share data)
Common
Stock
($0.01 par
value)
Treasury
Stock
Additional
Paid-in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Loss
Total
Shareholders’
Equity
Balance at April 1, 2021
$
240
$
—
$
296,093
$ 293,802
$
(59,986)
$
530,149
Net income 2022
—
—
—
29,660
—
29,660
Dividends declared
—
—
—
(7,119)
—
(7,119)
Change in foreign currency translation adjustment
—
—
—
—
(6,302)
(6,302)
Change in derivatives qualifying as hedges, net of tax of $(39)
—
—
—
—
77
77
Change in pension liability and postretirement obligations, net of
tax of $(5,279)
—
—
—
—
16,312
16,312
Issuance of 4,312,500 shares of common stock in May 2021
offering at $48.00 per share, net of issuance costs of $8,340
43
—
198,662
—
—
198,705
Stock compensation - directors
—
—
959
—
—
959
Stock options exercised, 105,132 shares
1
—
2,654
—
—
2,655
Stock compensation expense
—
—
10,287
—
—
10,287
Restricted stock units released, 115,402 shares, net of shares
withheld for minimum statutory tax obligation
1
—
(2,581)
—
—
(2,580)
Balance, March 31, 2022
$
285
$
—
$
506,074
$ 316,343
$
(49,899)
$
772,803
Net income 2023
—
—
—
48,429
—
48,429
Dividends declared
—
—
—
(8,014)
—
(8,014)
Change in foreign currency translation adjustment
—
—
—
—
(4,273)
(4,273)
Change in derivatives qualifying as hedges, net of tax of
$(2,636)
—
—
—
—
7,886
7,886
Change in pension liability and postretirement obligations, net of
tax of $(3,735)
—
—
—
—
8,243
8,243
Stock compensation - directors
—
—
1,194
—
—
1,194
Stock options exercised, 32,158 shares
—
—
713
—
—
713
Stock compensation expense
—
—
9,231
—
—
9,231
Treasury stock purchased, 31,085 shares
—
(1,001)
—
—
—
(1,001)
Restricted stock units released, 93,315 shares, net of shares
withheld for minimum statutory tax obligation
1
—
(1,415)
—
—
(1,414)
Balance, March 31, 2023
$
286
$
(1,001)
$
515,797
$ 356,758
$
(38,043)
$
833,797
Net income 2024
—
—
—
46,625
—
46,625
Dividends declared
—
—
—
(8,055)
—
(8,055)
Change in foreign currency translation adjustment
—
—
—
—
(433)
(433)
Change in derivatives qualifying as hedges, net of tax of $1,111
—
—
—
—
(3,305)
(3,305)
Change in pension liability and postretirement obligations, net of
tax of $(475)
—
—
—
—
2,104
2,104
Stock compensation - directors
—
—
1,174
—
—
1,174
Stock options exercised, 62,060 shares
1
—
1,596
—
—
1,597
Stock compensation expense
—
—
10,865
—
—
10,865
Restricted stock units released, 125,329 shares, net of shares
withheld for minimum statutory tax obligation
1
—
(2,307)
—
—
(2,306)
Balance, March 31, 2024
$
288
$
(1,001)
$
527,125
$ 395,328
$
(39,677)
$
882,063
See accompanying notes.
42
COLUMBUS McKINNON CORPORATION
CONSOLIDATED STATEMENTS OF CASH FLOWS
Year ended March 31,
2024
2023
2022
Operating activities:
(In thousands)
Net income
$
46,625
$
48,429
$
29,660
Adjustments to reconcile net income to net cash provided by (used for) operating activities:
Depreciation and amortization
45,945
41,947
41,924
Deferred income taxes and related valuation allowance
(15,285)
(300)
(1,969)
Net loss (gain) on sale of real estate, investments and other
(1,431)
(54)
136
Stock-based compensation
12,039
10,425
11,246
Amortization of deferred financing costs
2,349
1,721
1,703
Loss (gain) on hedging instruments
(1,366)
(438)
853
Cost of debt refinancing
—
—
14,803
Cost of debt repricing
958
—
—
Loss on retirement of fixed asset
—
175
—
Non-cash pension settlement expense (See Note 13)
4,984
—
—
Gain on sale of building (See Note 3)
—
(232)
(375)
Non-cash lease expense
9,735
7,867
7,945
Changes in operating assets and liabilities, net of effects of business acquisitions and divestitures:
Trade accounts receivable
(14,428)
(4,858)
(18,988)
Inventories
(1,314)
(9,087)
(40,201)
Prepaid expenses and other
(8,555)
6,667
(47)
Other assets
537
(123)
25
Trade accounts payable
4,748
(13,964)
12,681
Accrued liabilities
(9,583)
9,150
696
Non-current liabilities
(8,760)
(13,689)
(11,211)
Net cash provided by (used for) operating activities
67,198
83,636
48,881
Investing activities:
Proceeds from sales of marketable securities
3,526
3,651
4,434
Purchases of marketable securities
(4,076)
(4,021)
(7,130)
Capital expenditures
(24,813)
(12,632)
(13,104)
Proceeds from sale of building, net of transaction costs
—
373
461
Proceeds from insurance reimbursement
—
—
482
Dividend received from equity method investment
144
313
324
Purchase of businesses, net of cash acquired (See Note 3)
(108,145)
(1,616)
(539,778)
Net cash provided by (used for) investing activities
(133,364)
(13,932)
(554,311)
Financing activities:
Proceeds from issuance of common stock
1,600
713
2,655
Fees paid for debt repricing
(958)
—
—
Purchases of treasury stock
—
(1,001)
—
Repayment of debt
(60,604)
(40,550)
(477,846)
Fees paid for borrowing on long-term debt
(2,859)
—
—
Proceeds from issuance of long-term debt
120,000
—
725,000
Proceeds from equity offering
—
—
207,000
Fees related to debt and equity offering
—
—
(26,184)
Cash inflows from hedging activities
24,057
24,495
19,417
Cash outflows from hedging activities
(22,687)
(24,221)
(20,206)
Payment of dividends
(8,044)
(8,008)
(6,562)
Other
(2,304)
(1,415)
(2,574)
Net cash provided by (used for) financing activities
48,201
(49,987)
420,700
Effect of exchange rate changes on cash
(1,085)
(1,931)
(2,007)
Net change in cash and cash equivalents
(19,050)
17,786
(86,737)
Cash, cash equivalents, and restricted cash at beginning of year
133,426
115,640
202,377
Cash, cash equivalents, and restricted cash at end of year
$
114,376
$
133,426
$
115,640
Supplementary cash flows data:
Interest paid
$
34,983
$
26,089
$
18,823
Income taxes paid, net of refunds
$
28,369
$
22,032
$
9,767
Property, plant and equipment purchases included in trade accounts payable
$
690
$
624
$
329
Restricted cash presented in Other assets
$
250
$
250
$
250
See accompanying notes.
43
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(tabular amounts in thousands, except share data)
1.
Description of Business
Columbus McKinnon Corporation (the "Company") is a leading worldwide designer, manufacturer, and marketer of intelligent
motion solutions that efficiently and ergonomically move, lift, position, and secure materials. Key products include hoists,
crane components, precision conveyor systems, accumulation tables, rigging tools, light rail workstations, and digital power and
motion control systems. The Company is focused on commercial and industrial applications that require the safety and quality
provided by its superior design and engineering know-how. The Company’s targeted market verticals include general industrial,
construction and infrastructure, mining, oil & gas, energy, aerospace, transportation, automotive, heavy equipment
manufacturing, and entertainment.
The Company’s products are sold globally, principally to third party distributors and crane builders through diverse distribution
channels and, to a lesser extent, directly to end-users. During fiscal 2024, approximately 57% of sales were to customers in the
United States.
2.
Accounting Principles and Practices
Advertising
Costs associated with advertising are expensed as incurred and are included in Selling expense in the Consolidated Statements
of Operations. Advertising expenses were $2,659,000, $2,342,000, and $2,410,000 in fiscal 2024, 2023, and 2022, respectively.
Cash and Cash Equivalents
The Company considers as cash equivalents all highly liquid investments with an original maturity of three months or less.
Concentrations of Labor
Approximately 6% of the Company’s employees are represented by two separate U.S. collective bargaining agreements which
expire in September 2024 and May 2027. We also have various labor agreements with our non-U.S. employees that we
negotiate from time to time.
Consolidation
These consolidated financial statements include the accounts of the Company and its global subsidiaries; all significant
intercompany accounts and transactions have been eliminated.
Equity Method Investment
The Company has an investment in Eastern Morris Cranes Company Limited ("EMC"), a limited liability company organized
and existing under the laws and regulations of the Kingdom of Saudi Arabia, whose principal activity is to manufacture various
electrical overhead traveling cranes. This investment represents a minority ownership interest that is accounted for under the
equity method of accounting since the Company has significant influence over the investee. As a result, the Company records
its portion of the gains and losses incurred by this entity in Investment (income) loss in the Consolidated Statements of
Operations.
Foreign Currency Translations
The Company translates foreign currency financial statements as described in Financial Accounting Standards Board ("FASB")
Accounting Standards Codification ("ASC") Topic 830, “Foreign Currency Matters.” Under this method, all items of income
and expense are translated to U.S. dollars at average exchange rates during the year. All assets and liabilities are translated to
44
U.S. dollars at the year-end exchange rate. Gains or losses on translations are recorded in accumulated other comprehensive loss
in the shareholders’ equity section of the balance sheet. The functional currency is the foreign currency in which the foreign
subsidiaries conduct their business.
Gains and losses from foreign currency transactions are reported in foreign currency
exchange loss (gain).
Goodwill
Goodwill is not amortized but is tested for impairment at least annually, or more frequently if indicators of impairment exist, in
accordance with the provisions of ASC Topic 350-20-35-1. Goodwill impairment is deemed to exist if the net book value of a
reporting unit exceeds its estimated fair value. The fair value of a reporting unit is determined using a discounted cash flow
methodology. The Company’s reporting units are determined based upon whether discrete financial information is available and
reviewed regularly, whether those units constitute a business, and the extent of economic similarities and interdependencies
between those reporting units for purposes of aggregation.
The Company’s reporting units identified under ASC Topic
350-20-35-33 are at the component level, or one level below the reporting segment level as defined under ASC Topic
280-10-50-10 “Segment Reporting – Disclosure.” As of March 31, 2024, the Company’s one segment is subdivided into three
reporting units. An impairment charge is recorded if the carrying value is greater than the reporting unit's fair value.
When the Company evaluates the potential for goodwill impairment, it assesses a range of qualitative factors including, but not
limited to, macroeconomic conditions, industry conditions, the competitive environment, changes in the market for its products
and services, regulatory and political developments, entity specific factors such as strategy and changes in key personnel, and
overall financial performance. If, after completing this assessment, it is determined that it is more likely than not that the fair
value of a reporting unit is less than its carrying value or if economic or other business factors indicate that the fair value of our
reporting units may have declined since our last quantitative test, the Company performs a quantitative test.
In order to perform the quantitative impairment tests for the Rest of Products, Precision Conveyance and Linear Motion
Products reporting units, the Company uses the discounted cash flow method to estimate fair value. The discounted cash flow
method incorporates various assumptions, the most significant being projected revenue growth rates, EBITDA margins and
cash flows, the terminal growth rate, and the weighted-average cost of capital. The Company projects discounted cash flows
based on each reporting unit's current business, expected developments, and operational strategies over a five to seven-year
period. In estimating the terminal growth rates, the Company considers its historical and projected results, as well as the
economic environment in which its reporting units operate. The weighted-average cost of capital utilized for each reporting unit
reflect the Company's assumptions of marketplace participants' cost of capital and risk assumptions, both specific to the
reporting unit and overall in the economy.
The Company performed its qualitative assessment as of February 29, 2024 for all three reporting units and determined that a
quantitative goodwill impairment test was required for the Precision Conveyance reporting unit. Based on results of both the
qualitative and quantitative impairment test for the reporting units, the Company determined the fair value was not less than its
carrying value. Refer to Note 5 for valuation techniques and significant inputs and Note 9 for further discussion of goodwill and
intangibles.and intangible assets.
Impairment of Long-Lived Assets
The Company assesses impairment of its long-lived assets in accordance with the provisions of ASC Topic 360 “Property,
Plant, and Equipment.” This statement requires long-lived assets, such as property and equipment and purchased intangibles
subject to amortization, to be reviewed for impairment whenever events or changes in circumstances indicate that the carrying
amount of an asset group may not be recoverable. Recoverability of assets to be held and used is measured by a comparison of
the carrying amount of an asset group to estimated undiscounted future cash flows expected to be generated by the asset group
over its remaining useful life. If the carrying amount of an asset group exceeds its estimated future cash flows, an impairment
charge is recognized equal to the amount by which the carrying amount of the asset group exceeds the fair value of the asset
group. The fair values are determined in accordance with ASC 820.
In assessing long-lived assets for an impairment loss, assets are grouped with other assets and liabilities at the lowest level for
which identifiable cash flows are largely independent of the cash flows of other assets and liabilities. Asset grouping requires a
significant amount of judgment. Accordingly, facts and circumstances will influence how asset groups are determined for
impairment testing. In assessing long-lived assets for impairment, management considered the Company’s product line
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
45
portfolio, customers and related commercial agreements, labor agreements and other factors in grouping assets and liabilities at
the lowest level for which identifiable cash flows are independent. The Company considers projected future undiscounted cash
flows, trends and other factors in its assessment of whether impairment conditions exist. While the Company believes that its
estimates of future cash flows are reasonable, different assumptions regarding such factors as future production volumes,
customer pricing, economics, and productivity and cost initiatives, could significantly affect its estimates. In determining fair
value of long-lived assets, management uses management estimates, discounted cash flow calculations, and appraisals where
necessary. There were no indicators of impairment related to long-lived assets in the current year.
Intangible Assets
At acquisition, the Company estimates and records the fair value of purchased intangible assets which primarily consist of trade
names, customer relationships, and technology. The fair values are estimated based on management’s assessment as well as
independent third party appraisals. Such valuations may include a discounted cash flow of anticipated revenues resulting from
the acquired intangible asset.
Amortization of intangible assets with finite lives is recognized over their estimated useful lives using an amortization method
that reflects the pattern in which the economic benefits of the intangible assets are consumed or otherwise realized. The straight
line method is used for customer relationships. As a result of the negligible attrition rate in our customer base, the difference
between the straight line method and attrition method is not considered significant.
The estimated useful lives for our
intangible assets range from 1 to 25 years.
Similar to goodwill, indefinite-lived intangible assets (including trademarks on our acquisitions) are tested for impairment on an
annual basis. When the Company evaluates the potential for impairment of intangible assets, it assesses a range of qualitative
factors including, but not limited to, macroeconomic conditions, industry conditions, the competitive environment, changes in
the market for its products and services, regulatory and political developments, entity specific factors such as strategy and
changes in key personnel, and overall financial performance. If, after completing this assessment, it is determined that it is more
likely than not that the fair value of an indefinite-lived intangible asset is greater than its carrying value, we conclude that the
indefinite-lived intangible asset is not impaired. If, after completing this assessment, it is determined that it is more likely than
not that the fair value of an indefinite-lived intangible asset is less than its carrying value or if economic or other business
factors indicate that the fair value of our indefinite-lived intangible assets may have declined since our last quantitative test, the
Company performs a new quantitative test. The methodology used to value trademarks is the relief from royalty method. The
recorded book value of these trademarks in excess of the calculated fair value triggers an impairment. The key estimate used in
this calculation consists of an overall royalty rate applied to the sales covered by the trademark. After performing a qualitative
assessment as of February 29, 2024, it was determined that the trademarks were not impaired.
Inventories
Inventories are valued at the lower of cost and net realizable value. Cost of approximately 40% of inventories at March 31,
2024 and 37% at March 31, 2023 have been determined using the LIFO (last-in, first-out) method. Costs of other inventories
have been determined using the FIFO (first-in, first-out) or average cost method. FIFO cost approximates replacement cost.
Costs in inventory include components for direct labor and overhead costs.
Marketable Securities
The Company’s marketable securities, which consist of equity and fixed income securities, are recorded at fair value. Under
ASU 2016-01 all equity investments (including certain fixed income securities) in unconsolidated entities are measured at fair
value through earnings. Therefore, gains and losses on marketable securities are realized within Investment (income) loss on the
Consolidated Statements of Operations. Estimated fair value is based on published trading values at the balance sheet dates. The
cost of securities sold is based on the specific identification method. Interest and dividend income are also included in
Investment (income) loss on the Consolidated Statements of Operations.
The marketable securities are carried as long-term assets since they are held for the settlement of the Company’s general and
products liability insurance claims filed through CM Insurance Company, Inc., a wholly owned captive insurance
subsidiary. The marketable securities are not available for general working capital purposes.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
46
Property, Plant, and Equipment
Property, plant, and equipment are stated at cost and depreciated principally using the straight-line method over their respective
estimated useful lives (buildings and building equipment—15 to 40 years; machinery and equipment—3 to 18 years). When
depreciable assets are retired, or otherwise disposed of, the cost and related accumulated depreciation are removed from the
accounts and any resulting gain or loss is reflected in operating results.
Research and Development
Consistent with prior periods, the Company continues to account for research and development expenses in accordance with the
provisions of ASC 730 and are expensed as incurred.
Revenue Recognition, Accounts Receivable, and Concentration of Credit Risk
Revenue from contracts with customers for standard products is recognized when legal title and significant risk and rewards has
transferred to the customer, which is generally at the time of shipment. This is the point in time when control is deemed to
transfer to the customer. The Company also sells custom engineered products and services which are contracts that are typically
completed within one quarter but can extend beyond one year in duration. The Company generally recognizes revenue for
customer engineered products upon satisfaction of its performance obligation under the contract which typically coincides with
project completion which is when the products and services are controlled by the customer. Control is typically achieved at the
later of when legal title and significant risk and rewards have transferred to the customer or the customer has accepted the asset.
For both standard products and custom engineered products, the transaction price is based upon the price stated in either the
purchase order or contract. Refer to Note 4 for further details.
Additionally, the Company performs ongoing credit evaluations of its customers’ financial condition, but generally does not
require collateral to support customer receivables. The credit risk is controlled through credit approvals, limits, and monitoring
procedures. Accounts receivables are reported at net realizable value and do not accrue interest. The Company establishes an
allowance for doubtful accounts based upon factors surrounding the credit risk of specific customers, historical trends, and
other factors. Accounts receivable are charged against the allowance for doubtful accounts once all collection efforts have been
exhausted.
The Company does not routinely permit customers to return product. However, sales returns are permitted in
specific situations and typically include a restocking charge or the purchase of additional product. As a result of ASU No.
2016-13, “Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments,"
effective in fiscal 2021, the Company has updated its existing allowance for doubtful accounts policy to comply with the new
standard.
Shipping and Handling Costs
Shipping and handling costs are a component of cost of products sold.
Stock-Based Compensation
The Company records stock-based compensation in accordance with ASC Topic 718, “Compensation – Stock Compensation.”
This standard requires all equity-based payments to employees, including grants of employee stock options, to be recognized in
the Consolidated Statements of Operations based on the grant date fair value of the award. Stock compensation expense is
included in Cost of products sold, Selling, and General and administrative expense depending on the nature of the service of the
employee receiving the award.
The Company uses a straight-line method of attributing the value of stock compensation
expense, subject to minimum levels of expense, based on vesting. See Note 15 for further discussion of stock-based
compensation.
Leases
All leases are reviewed for operating or finance classification at their inception. As described in Note 18, the Company records
leases in accordance with ASC 842, "Leases," effective April 1, 2019 whereas leases with terms greater than twelve months are
recorded on the balance sheet as a right-of-use ("ROU") asset and corresponding lease liability. Refer to Note 18 for further
details.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
47
Use of Estimates
The preparation of financial statements in conformity with U.S. generally accepted accounting principles requires management
to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying notes. Actual
results could differ from those estimates.
Warranties
The Company offers warranties for certain products it sells. The specific terms and conditions of those warranties vary
depending upon the product sold and the country in which the Company sold the product. As noted in Note 4 to the financial
statements, the Company offers standard warranties which are typically 12 months in duration for standard products and 24 to
36 months for custom engineered products. These are assurance-type warranties that do not qualify as separate performance
obligations under ASC 606. The Company estimates the costs that may be incurred under its standard warranties, based largely
upon actual warranty repair costs history, and records a liability in the amount of such costs in the month that revenue is
recognized. The resulting accrual balance is reviewed during the year. Factors that affect the Company’s warranty liability
include the number of units sold, historical and anticipated rate of warranty claims, and cost per claim. Changes in the
Company’s product warranty accrual are as follows:
March 31,
2024
2023
Balance at beginning of year
$
1,827
$
2,173
Accrual for warranties issued
999
1,199
Warranties settled
(842)
(1,489)
Foreign currency translation
(60)
(56)
Balance at end of year
$
1,924
$
1,827
3.
Acquisitions & Disposals
Acquisitions
On May 31, 2023, the Company completed its acquisition of montratec GmbH ("montratec") for $115,721,000, including
$7,576,000 in cash acquired, a $540,000 working capital settlement, and a contingent payment that becomes payable if a certain
EBITDA level for the twelve-month period ended December 31, 2023 is achieved as set forth in the purchase agreement for
montratec. As of March 31, 2024, the company determined the contingent liability to be $6,680,000, a decrease of $11,675,000
from the prior quarter as the amount expected to be paid in fiscal 2025 has been finalized with the prior owners. This liability
has been established in the opening balance sheet for montratec. The Company initially financed the acquisition by borrowing
$117,000,000 on its Amended and Restated Revolving Credit Facility, but later repaid the amount borrowed on the Amended
and Restated Revolving Credit Facility by borrowing an additional $120,000,000. Utilizing the Accordion feature under the
Company's existing Term Loan B, the Company borrowed $75,000,000 and another $45,000,000 was borrowed through a new
credit agreement secured by the Company's U.S. accounts receivable balances. Refer to Note 12 for additional details on the
Company's debt agreements.
montratec is a leading automation solutions Company that designs and develops intelligent automation and transport systems
for interlinking industrial production and logistics processes. montratec product offerings complement the Company's previous
acquisitions of both Dorner Mfg. Corp. ("Dorner") and Garvey Corporation ("Garvey"), and furthers the Company's shift to
intelligent motion and serves as a platform to expand capabilities in advanced, higher technology automation solutions. As the
Company determined that the acquisition is not material to its existing operations, certain disclosures, including pro forma
financial information, have not been included. montratec results have been included in the Company's results of operations from
the acquisition date and the Company incurred and $3,211,000 of acquisition and deal related costs classified as part of General
and administrative expenses in the year ended March 31, 2024.
The purchase price has been preliminarily allocated to the assets acquired and liabilities assumed as of the date of acquisition.
The excess consideration of $66,566,000 has been recorded as goodwill, a decrease of $12,377,000 from the amount
preliminarily allocated to goodwill as of December 31, 2023 due to a decrease of $11,675,000 for the contingent liability
described above. Other assets as well as Other current and non current liabilities increased as lease adjustments were finalized
for $1,535,000. Additionally, other current and non current liabilities changed $702,000 related to a refinement in the
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
48
calculation of deferred taxes. The identifiable intangible assets acquired include customer relationships valued at $33,470,000, a
trade name valued at $2,915,000, and technology valued at $16,196,000. The weighted average life of the acquired identifiable
intangible assets subject to amortization was estimated at 14 years at the time of acquisition. Of the $66,566,000 goodwill
recorded from the acquisition, $7,531,000 is deductible for tax purposes.
The preliminary assignment of purchase consideration to the assets acquired and liabilities assumed is as follows (in
thousands):
Cash
$
7,576
Working capital
4,523
Property, plant, and equipment, net
2,157
Intangible assets
52,581
Contingent liability (see above)
(6,680)
Other assets
7,239
Other non current liabilities
(18,241)
Goodwill
66,566
Total
$
115,721
4.
Revenue & Receivables
Revenue Recognition:
The core principle under ASC 606 is for revenue to be recognized when a customer obtains control of promised goods or
services in an amount that reflects the consideration we expect to receive in exchange for those goods or services. To achieve
this core principle, the Company applies the following five steps:
1) Identifying contracts with customers
A contract with a customer exists when (i) the Company enters into an enforceable contract with a customer that defines each
party’s rights regarding the goods or services to be transferred and identifies the related payment terms, (ii) the contract has
commercial substance, and (iii) the Company determines that collection of substantially all consideration for goods and services
that are transferred is probable based on the customer’s intent and ability to pay the promised consideration.
2) Identify the performance obligations in the contract
Performance obligations promised in a contract are identified based on the products and services that will be transferred to the
customer that are both capable of being distinct, whereby the customer can benefit from the good or service either on its own or
together with other available resources, and are distinct in the context of the contract, whereby the transfer of the good or
service is separately identifiable from other promises in the contract. To the extent a contract includes multiple promised goods
and services, the Company must apply judgment to determine whether promised goods and services are capable of being
distinct and distinct in the context of the contract. If these criteria are not met, the promised goods and services are accounted
for as a combined performance obligation.
3) Determine the transaction price
The transaction price is determined based on the consideration to which the Company will be entitled in exchange for
transferring products and services to the customer. To the extent the transaction price includes variable consideration, the
Company estimates the amount of variable consideration that should be included in the transaction price utilizing either the
expected value method or the most likely amount method depending on the nature of the variable consideration. Variable
consideration is included in the transaction price if, in the Company’s judgment, it is probable that a significant future reversal
of cumulative revenue under the contract will not occur. Any estimates, including the effect of the constraint on variable
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
49
consideration, are evaluated at each reporting period for any changes. In applying this guidance, the Company also considers
whether any significant financing components exist.
4) Allocate the transaction price to the performance obligations in the contract
If the contract contains a single performance obligation, the entire transaction price is allocated to the single performance
obligation. Contracts that contain multiple performance obligations require an allocation of the transaction price to each
performance obligation on a relative standalone selling price basis unless the transaction price is variable and meets the criteria
to be allocated entirely to a performance obligation or to a distinct service that forms part of a single performance obligation.
5) Recognize revenue when or as the Company satisfies a performance obligation
The Company determines whether it satisfies performance obligations either over time or at a point in time. Revenue is
recognized over time if either 1) the customer simultaneously receives and consumes the benefits provided by the entity’s
performance, 2) the entity’s performance creates or enhances an asset that the customer controls as the asset is created or
enhanced, or 3) the entity’s performance does not create an asset with an alternative use to the entity and the entity has an
enforceable right to payment for performance completed to date. If the entity does not satisfy a performance obligation over
time, the related performance obligation is satisfied at a point in time by transferring the control of a promised good or service
to a customer. Examples of control are using the asset to produce goods or services, enhancing the value of other assets, settling
liabilities, and holding or selling the asset. For over time recognition, ASC 606 requires the Company to select a single revenue
recognition method for the performance obligation that faithfully depicts the Company’s performance in transferring control of
the goods and services. The guidance allows entities to choose between either an input method or an output method to measure
progress toward complete satisfaction of a performance obligation.
Performance obligations
The Company has contracts with customers for standard products and custom engineered products and determines when and
how to recognize revenue for each performance obligation based on the nature and type of contract following the five steps
above.
Revenue from contracts with customers for standard products is recognized when legal title and significant risk and rewards has
transferred to the customer, which is generally at the time of shipment. This is the point in time when control is deemed to
transfer to the customer. The Company sells standard products to customers utilizing purchase orders. Payment terms for these
types of contracts generally require payment within 30 to 60 days. Each standard product is deemed to be a single performance
obligation and the amount of revenue recognized is based on the negotiated price. The transaction price for standard products is
based on the price reflected in each purchase order. Sales incentives are offered to customers who purchase standard products
and include offers such as volume-based discounts, rebates for priority customers, and discounts for early cash payments. These
sales incentives are accounted for as variable consideration included in the transaction price. Accordingly, the Company
reduces revenue for these incentives in the period which the sale occurs and is based on the most likely amount method for
estimating the amount of consideration the Company expects to receive. These sales incentive estimates are updated each
reporting information as additional information becomes available.
The Company also sells custom engineered products and services which are contracts that are typically completed within one
quarter but can extend beyond one year in duration. For custom engineered products, the transaction price is based upon the
price stated in the contract. Variable consideration has not been identified as a significant component of transaction price for
custom engineered products and services. The Company generally recognizes revenue for custom engineered products upon
satisfaction of its performance obligation under the contract which typically coincides with project completion which is when
the products and services are controlled by the customer. Control is typically achieved at the later of when legal title and
significant risk and rewards have transferred to the customer or the customer has accepted the asset. These contracts often
require either up front or installment payments. These types of contracts are generally accounted for as one performance
obligation as the products and services are not separately identifiable. The promised services (such as inspection,
commissioning, and installation) are essential in order for the delivered product to operate as intended on the customer’s site
and the services are therefore highly interrelated with product functionality.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
50
For most custom engineered products contracts, the Company determined that while there is no alternative use for the custom
engineered products, the Company does not have an enforceable right to payment (which must include a reasonable profit
margin) for performance completed to date in order to meet the over time revenue recognition criteria. Therefore, revenue is
recognized at a point in time (when the contract is complete). For custom engineered products contracts that contain an
enforceable right to payment (including reasonable profit margin) the Company satisfies the performance obligation over time
and recognizes revenue based on the extent of progress towards completion of the performance obligation. The cost-to-cost
measure of progress is an appropriate measure of progress toward satisfaction of performance obligations as this measure most
accurately depicts the progress of work performed and transfer of control to the customers. Under the cost-to-cost measure of
progress, the extent of progress toward completion is measured based on the ratio of costs incurred to date to the total estimated
costs at completion of the performance obligation. Revenues are recognized proportionally as costs are incurred.
Sales and other taxes collected with revenue are excluded from revenue, consistent with the previous revenue standard.
Shipping and handling costs incurred prior to shipment are considered activities required to fulfill the Company’s promise to
transfer goods, and do not qualify as a separate performance obligation. Additionally, the Company offers standard warranties
which are typically 12 months in duration for standard products and 24 to 36 months for custom engineered products. These
types of warranties are included in the purchase price of the product and are deemed to be assurance-type warranties which are
not accounted for as a separate performance obligation. Other performance obligations included in a contract (such as drawings,
owner’s manuals, and training services) are immaterial in the context of the contract and are not recognized as a separate
performance obligation.
Reconciliation of contract balances
The Company records a contract liability when cash is received prior to recording revenue. Some standard contracts require a
down payment while most custom engineered contracts require installment payments. Installment payments for the custom
engineered contracts typically require a portion due at inception while the remaining payments are due upon completion of
certain performance milestones. For both types of contracts, these contract liabilities, referred to as customer advances, are
recorded at the time payment is received and are included in Accrued liabilities on the Consolidated Balance Sheets. When the
related performance obligation is satisfied, the contract liability is released into revenue.
The following table illustrates the balance and related activity for customer advances in fiscal 2024 and 2023 (in thousands):
Customer advances (contract liabilities)
March 31,
2024
2023
Beginning balance
$
27,003
$
22,453
Additional customer advances received
68,040
67,721
Revenue recognized from customer advances included in the beginning balance
(27,003)
(22,453)
Other revenue recognized from customer advances
(55,311)
(40,444)
Customer advances recorded from acquisition
3,866
—
Other (1)
(7)
(274)
Ending balance
$
16,588
$
27,003
(1) Other includes the impact of foreign currency translation
Revenue was recognized prior to the right to invoice the customer which resulted in a contract asset balance in the amount of
$2,541,000 and $2,944,000 as of March 31, 2024 and March 31, 2023, respectively. Contract assets are included in Prepaid
expenses and other assets on the Consolidated Balance Sheets.
Remaining Performance Obligations
As of March 31, 2024, the aggregate amount of the transaction price allocated to the performance obligations that are
unsatisfied (or partially unsatisfied) was approximately $15,950,000. We expect to recognize approximately 53% of these sales
over the next twelve months.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
51
Disaggregated revenue
In accordance with ASC 606, the Company is required to disaggregate revenue into categories that depict how economic factors
affect the nature, amount, timing and uncertainty of revenue and cash flows. The following table illustrates the disaggregation
of revenue by product grouping for the years ending March 31, 2024, 2023 and 2022 (in thousands):
Year Ended March 31,
Net Sales by Product Grouping
2024
2023
2022
Industrial Products
$
344,190 $
330,295 $
334,866
Crane Solutions
412,076
366,277
339,400
Precision Conveyors Products
163,463
149,586
144,587
Engineered Products
93,728
89,963
87,604
All other
83
119
98
Total
$
1,013,540 $
936,240 $
906,555
Industrial products include: manual chain hoists, electrical chain hoists, rigging/clamps, industrial winches, hooks, shackles,
and other forged attachments. Crane solutions products include: wire rope hoists, drives and controls, crane kits and
components, and workstations. Engineered products include: linear and mechanical actuators, lifting tables, rail projects, and
actuations systems. Precision conveyor products include: low profile, flexible chain, large scale, sanitary and vertical elevation
conveyor systems, as well as pallet system conveyors and accumulation systems. The All other product grouping includes
miscellaneous revenue.
Practical expedients
Incremental costs to obtain a contract incurred by the Company primarily relate to sales commissions for contracts with a
duration of one year or less. Therefore, these costs are expensed as incurred and are recorded in Selling Expenses on the
Consolidated Statements of Operations.
Unsatisfied performance obligations for contracts with an expected length of one year or less are not disclosed. Further, revenue
from contracts with customers do not include a significant financing component as payment is generally expected within one
year from when the performance obligation is controlled by the customer.
Accounts Receivable:
The Company records credit losses in accordance with “Financial Instruments - Credit Losses (Topic 326): Measurement of
Credit Losses on Financial Instruments” (“ASU 2016-13”). Under ASU 2016-13, the Company is required to remeasure
expected credit losses for financial instruments held at the reporting date based on historical experience, current conditions and
reasonable forecasts. In addition to these factors, the Company establishes an allowance for doubtful accounts based upon the
credit risk of specific customers, historical trends, and other factors. Accounts receivable are charged against the allowance for
doubtful accounts once all collection efforts have been exhausted. Due to the short-term nature of such accounts receivable, the
estimated amount of accounts receivable that may not be collected is based on aging of the accounts receivable balances.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
52
The following table illustrates the balance and related activity for the allowance for doubtful accounts that is deducted from
accounts receivable to present the net amount expected to be collected in the year ending March 31, 2024 and March 31, 2023
(in thousands):
March 31,
Allowance for doubtful accounts
2024
2023
April 1, beginning balance
$
3,620
$
5,717
Bad debt expense
1,225
1,055
Less uncollectible accounts written off, net of recoveries
(1,079)
(3,056)
Allowance recorded from acquisition
64
—
Other (1)
(3)
(96)
March 31, ending balance
$
3,827
$
3,620
(1) Other includes the impact of foreign currency translation
5.
Fair Value Measurements
ASC Topic 820 “Fair Value Measurements and Disclosures” establishes the standards for reporting financial assets and
liabilities and nonfinancial assets and liabilities that are recognized or disclosed at fair value on a recurring basis (at least
annually). Under these standards, fair value is defined as the price that would be received to sell an asset or paid to transfer a
liability (i.e. the "exit price") in an orderly transaction between market participants at the measurement date.
ASC Topic 820-10-35-37 establishes a hierarchy for inputs used in measuring fair value that maximizes the use of observable
inputs and minimizes the use of unobservable inputs by requiring that the most observable inputs be used when available.
Observable inputs are inputs that market participants would use in pricing the asset or liability developed based on market data
obtained from sources independent of the Company. Unobservable inputs are inputs that reflect the Company's assumptions
about the valuation techniques that market participants would use in pricing the asset or liability developed based on the best
information available in the circumstances. The hierarchy is separated into three levels based on the reliability of inputs as
follows:
Level 1 - Valuations based on quoted prices in active markets for identical assets or liabilities that the Company has
the ability to access. Since valuations are based on quoted prices that are readily and regularly available in an active
market, valuation of these products does not entail a significant degree of judgment.
Level 2 - Valuations based on quoted prices in markets that are not active or for which all significant inputs are
observable, either directly or indirectly, involving some degree of judgment.
Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The
degree of judgment exercised in determining fair value is greatest for instruments categorized in Level 3.
The availability of observable inputs can vary and is affected by a wide variety of factors, including the type of asset/liability,
whether the asset/liability is established in the marketplace, and other characteristics particular to the transaction. To the extent
that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair
value requires more judgment. In certain cases, the inputs used to measure fair value may fall into different levels of the fair
value hierarchy. In such cases, for disclosure purposes the level in the fair value hierarchy within which the fair value
measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement
in its entirety.
Fair value is a market-based measure considered from the perspective of a market participant rather than an entity-specific
measure. Therefore, even when market assumptions are not readily available, assumptions are required to reflect those that
market participants would use in pricing the asset or liability at the measurement date.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
53
The Company primarily uses readily observable market data in conjunction with internally developed discounted cash flow
valuation models when valuing its derivative portfolio and, consequently, the fair value of the Company’s derivatives is based
on Level 2 inputs. The carrying amount of the Company's annuity contract is recorded at net asset value of the contract and,
consequently, its fair value is based on Level 2 inputs and is included in other assets on the Company's Consolidated Balance
Sheet. The Company uses quoted prices in an inactive market when valuing its Term Loan and, consequently, the fair value is
based on Level 2 inputs.
The following table provides information regarding financial assets and liabilities measured or disclosed at fair value on a
recurring basis:
Fair value measurements at reporting date using
Quoted prices in
active markets for
identical assets
Significant
other observable
inputs
Significant
unobservable
inputs
Description
At March
31, 2024
(Level 1)
(Level 2)
(Level 3)
Assets/(Liabilities)
Measured at fair value:
Marketable securities
$
11,447
$
11,447
$
—
$
—
Annuity contract
1,390
—
1,390
—
Derivative assets (liabilities):
Foreign exchange contracts
(77)
—
(77)
—
Interest rate swap
7,122
—
7,122
—
Cross currency swap
(2,342)
—
(2,342)
—
Disclosed at fair value:
Term loan
$ (479,351) $
—
$
(479,351) $
—
AR Securitization facility
$
(45,000) $
—
$
(45,000) $
—
Fair value measurements at reporting date using
Quoted prices in
active markets for
identical assets
Significant
other observable
inputs
Significant
unobservable
inputs
Description
At March
31, 2023
(Level 1)
(Level 2)
(Level 3)
Assets/(Liabilities)
Measured at fair value:
Marketable securities
10,368
$
10,368
$
—
$
—
Annuity contract
1,612
—
1,612
—
Derivative assets (liabilities):
Foreign exchange contracts
97
—
97
—
Interest rate swap
10,475
—
10,475
—
Cross currency swap
(2,102)
—
(2,102)
—
Disclosed at fair value:
Term loan
$
(460,825) $
—
$
(460,825) $
—
The Company did not have any non-financial assets and liabilities that are recognized at fair value on a recurring basis.
At March 31, 2024, the Term Loan and Amended and Restated Revolving Credit Facility have been recorded at carrying value
which approximates fair value.
In fiscal 2024, the Company also borrowed an additional $45,000,000 under a new credit
agreement secured by the Company's U.S. accounts receivable balances (the "AR Securitization Facility"). The AR
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
54
Securitization Facility has been recorded at carrying value which approximates fair value. Refer to Note 12 for additional
information regarding the Company's long-term debt.
Market gains, interest, and dividend income on marketable securities are recorded in investment (income) loss. Changes in the
fair value of derivatives are recorded in foreign currency exchange (gain) loss or other comprehensive income (loss), to the
extent that the derivative qualifies as a hedge under the provisions of ASC Topic 815. Interest and dividend income on
marketable securities are measured based upon amounts earned on their respective declaration dates.
Fiscal 2024 Non-Recurring Measurements
As described in Note 9, the fair value of the net assets of the Company’s Precision Conveyor reporting unit was calculated on a
non-recurring basis in Fiscal 2024. These measurements have been used to test goodwill for impairment on an annual basis
under the provisions of ASC Topic 350-20-35-1 “Intangibles, Goodwill and Other – Goodwill Subsequent Measurement.”
The Fiscal 2024 goodwill impairment test consisted of determining the fair value of the Precision Conveyor reporting unit on a
quantitative basis. The fair value for the Company’s reporting units cannot be determined using readily available quoted Level 1
inputs or Level 2 inputs that are observable in active markets. Therefore, the Company used a weighted discounted cash flow
and market-based valuation model to estimate the fair value using Level 3 inputs. To estimate the fair value of the Precision
Conveyor reporting unit, the Company used significant estimates and judgmental factors. The key estimates and factors used in
the discounted cash flow valuation include revenue growth rates, EBITDA margins and cash flows based on internal forecasts
and the weighted-average cost of capital used to discount future cash flows. The estimates used are disclosed below:
Precision Conveyor
Reporting Unit
Compound annual growth rate
13.0%
Terminal value growth rate
3.0%
Weighted-average cost of capital
13.2%
In addition to the Company's quantitative goodwill test, assets and liabilities were preliminarily recorded at fair value on a non-
recurring basis in Fiscal 2024 in connection with the acquisition of montratec described in Note 3. The estimated fair values
allocated to the assets acquired and liabilities assumed relied upon fair value measurements based primarily on Level 3 inputs.
The valuation techniques used to allocate fair values to working capital items; property, plant, and equipment, and identifiable
intangible assets included the cost approach, market approach, and other income approaches. For identifiable intangible assets
these techniques included the multi-period excess earnings approach, the relief from royalty approach, and other income
approaches. The valuation techniques relied on a number of inputs which included the cost and condition of property, plant, and
equipment and forecasted net sales and income.
Significant valuation inputs included an attrition rate of 10.0% for customer relationships, an estimated royalty rate of 5.0% for
technology, a royalty rate of 1.0% for trademark and trade names, and a weighted average cost of capital of 12.5%.
Fiscal 2023 Non-Recurring Measurements
The fair value of the net assets of the Company’s Rest of Products, Precision Conveyor and Linear Motion Products reporting
units were calculated on a non-recurring basis in Fiscal 2023. These measurements have been used to test goodwill for
impairment on an annual basis under the provisions of ASC Topic 350-20-35-1 “Intangibles, Goodwill and Other – Goodwill
Subsequent Measurement.”
The Fiscal 2023 goodwill impairment test consisted of determining the fair values of the Rest of Products, Precision Conveyor
and Linear Motion Products reporting units on a quantitative basis. The fair value for the Company’s reporting units cannot be
determined using readily available quoted Level 1 inputs or Level 2 inputs that are observable in active markets. Therefore, the
Company used a weighted discounted cash flow and market-based valuation model to estimate the fair value using Level 3
inputs. To estimate the fair values of the Rest of Products, Precision Conveyor and Linear Motion Products reporting units, the
Company used significant estimates and judgmental factors. The key estimates and factors used in the discounted cash flow
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
55
valuation include revenue growth rates and profit margins based on internal forecasts and the weighted-average cost of capital
used to discount future cash flows. The estimates used are disclosed below:
Rest of Products
Reporting Unit
Precision Conveyor
Reporting Unit
Linear Motion
Reporting Unit
Compound annual growth rate
6.7%
9.8%
9.1%
Terminal value growth rate
3.0%
3.0%
3.5%
Weighted-average cost of capital
11.8%
13.2%
10.4%
6.
Inventories
Inventories consisted of the following:
March 31,
2024
2023
At cost—FIFO basis:
Raw materials
$
151,031
$
142,490
Work-in-process
26,669
26,323
Finished goods
40,554
39,714
218,254
208,527
LIFO cost less than FIFO cost
(32,163)
(29,168)
Net inventories
$
186,091
$
179,359
There were LIFO liquidations resulting in $181,000 and $162,000 of additional income in fiscal 2024 and 2023, respectively.
7.
Marketable Securities and Other Investments
In accordance with ASU 2016-01 "Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of
Financial Assets and Financial Liabilities," all equity investments in unconsolidated entities (other than those accounted for
using the equity method of account) are measured at fair value through earnings. The Company's marketable securities are
recorded at their fair value, with unrealized changes in market value realized within Investment (income) loss, net on the
Consolidated Statements of Operations. The impact on earnings for unrealized gains and losses was a gain of $317,000, and
losses of $296,000 and $370,000 in fiscal years 2024, 2023, and 2022, respectively.
Consistent with prior periods, the estimated fair value is based on quoted prices at the balance sheet dates. The cost of securities
is based on the specific identification method. Interest and dividend income are included in Investment (income) loss, net in the
Consolidated Statements of Operations.
Marketable securities are carried as long-term assets since they are held for the settlement of the Company’s general and
products liability insurance claims filed through CM Insurance Company, Inc. ("CMIC"), a wholly owned captive insurance
subsidiary. The marketable securities are not available for general working capital purposes.
Net realized gains related to sales of marketable securities were $212,000 in fiscal 2024 and were not material in fiscal 2023
and 2022, respectively, and are included in Investment (income) loss in the Consolidated Statements of Operations.
The Company owns a 49% ownership interest in Eastern Morris Cranes Company Limited ("EMC"), a limited liability
company organized and existing under the laws and regulations of the Kingdom of Saudi Arabia. The Company's ownership
represents an equity investment in a strategic customer of STAHL serving the Kingdom of Saudi Arabia. The investment's
carrying value is presented in Other assets in the Consolidated Balance Sheets in the amount of $3,377,000 and $2,752,000 as
of March 31, 2024 and March 31, 2023, respectively, and has been accounted for as an equity method investment. The
investment value was increased for the Company's ownership percentage of income earned by EMC in the amount of $890,000
and $365,000 in the twelve months ended March 31, 2024 and March 31, 2023, respectively, and is recorded in Investment
(income) loss, net on the Consolidated Statement of Operations. Additionally, the investment value decreased in the amount of
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
56
$18,000 and $67,000 due to the effect of currency translation in the twelve months ended March 31, 2024 and March 31, 2023,
respectively. Further, in the twelve months ended March 31, 2024 and March 31, 2023, EMC distributed cash dividends which
the Company received 49% of pursuant to its ownership interest. The investment value was decreased for the Company's share
of EMC's cash dividend in the amount of $247,000 and $313,000 in the twelve months ended March 31, 2024 and March 31,
2023, respectively, as they were determined to be a return of the Company's investment. Dividends are included in investing
activities on the Consolidated Statements of Cash Flows in the amount of $144,000 and $313,000 in the twelve months ended
March 31, 2024 and March 31, 2023, respectively, as the distribution exceeded cumulative equity in earnings, under the
cumulative earnings approach. The balance of the cash dividend is included in operating activities on the Consolidated
Statement of Cash Flows under the cumulative earnings approach. The March 31, 2024 and 2023 trade accounts receivable
balances due from EMC are $10,300,000 and $5,083,000, respectively, and are comprised of amounts due for the sale of goods
and services in the ordinary course of business.
8.
Property, Plant, and Equipment
Consolidated property, plant, and equipment of the Company consisted of the following:
March 31,
2024
2023
Land and land improvements
$
5,460
$
5,467
Buildings
66,683
60,899
Machinery, equipment, and leasehold improvements
253,643
249,379
Construction in progress
23,426
10,344
349,212
326,089
Less accumulated depreciation
242,817
231,729
Net property, plant, and equipment
$
106,395
$
94,360
The acquisition of montratec contributed $7,478,000 to the increase in property, plant, and equipment since March 31, 2023.
Depreciation expense was $16,549,000, $15,946,000, and $16,639,000 for the years ended March 31, 2024, 2023, and 2022,
respectively.
Gross property, plant, and equipment includes capitalized software costs of 40,881,000 and $43,826,000 at March 31, 2024 and
2023, respectively. Accumulated depreciation includes accumulated amortization on capitalized software costs of 28,443,000
and $29,809,000 at March 31, 2024 and 2023, respectively. Amortization expense on capitalized software costs was
$1,510,000, $2,132,000, and $2,399,000 during the years ended March 31, 2024, 2023, and 2022, respectively.
9.
Goodwill and Intangible Assets
The Company has three reporting units as of March 31, 2024 and March 31, 2023. The Linear Motion Products reporting unit
(which designs, manufactures, and sources mechanical and electromechanical actuators and rotary unions) had goodwill of
$9,699,000 at March 31, 2024 and 2023, respectively. The Rest of Products reporting unit (representing the hoist, chain, and
forgings, digital power control systems, and distribution businesses) had goodwill of $304,760,000 and $306,988,000 at
March 31, 2024 and 2023, respectively. The Precision Conveyance reporting unit (which represents high-precision conveying
systems) had goodwill of 395,875,000 and $327,942,000 at March 31, 2024 and March 31, 2023. The goodwill associated with
the fiscal 2024 acquisition of montratec, as described in Note 3, is included in the Precision Conveyance reporting unit.
Fiscal 2024 Annual Goodwill and Intangible Asset Impairment Test
When we evaluate the potential for goodwill impairment, we assess a range of qualitative factors including, but not limited to,
macroeconomic conditions, industry conditions, the competitive environment, changes in the market for our products and
services, regulatory and political developments, entity specific factors such as strategy and changes in key personnel, and
overall financial performance. If, after completing this assessment, it is determined that it is more likely than not that the fair
value of a reporting unit is less than its carrying value or if economic or other business factors indicate that the fair value of our
reporting units may have declined since our last quantitative test, we proceed to a quantitative impairment test. To perform the
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
57
quantitative impairment test, the Company uses the discounted cash flow method to estimate the fair value of the reporting
units. The discounted cash flow method incorporates various assumptions, the most significant being projected revenue growth
rates, EBITDA margins and cash flows, the terminal growth rate, and the weighted-average cost of capital. The Company
projects discounted cash flows based on each reporting unit's current business, expected developments, and operational
strategies over a seven-year period. In estimating the terminal growth rates, the Company considers its historical and projected
results, as well as the economic environment in which its reporting units operate. The weighted-average cost of capital rates
utilized for each reporting unit reflect the Company's assumptions of marketplace participants' cost of capital and risk
assumptions, both specific to the reporting unit and overall in the economy.
We performed the qualitative assessment as of February 29, 2024 for all three reporting units and determined that the
quantitative test was required for the Precision Conveyance reporting unit. Based on results of both the qualitative and
quantitative impairment tests for the reporting units, the Company determined the fair value was not less than its carrying value.
Please refer to Note 5 for a discussion of the key assumptions used in the quantitative assessment.
In accordance with ASC Topic 350-30-35, indefinite-lived intangible assets that are not subject to amortization shall be tested
for impairment annually or more frequently if events or circumstances indicate that it is more likely than not that an asset is
impaired. Similar to goodwill, we first assess various qualitative factors in the analysis. If, after completing this assessment, it
is determined that it is more likely than not that the fair value of an indefinite-lived intangible asset is greater than its carrying
value, we conclude that the indefinite-lived intangible asset is not impaired. If, after completing this assessment, it is
determined that it is more likely than not that the fair value of an indefinite-lived intangible asset is less than its carrying value
or if economic or other business factors indicate that the fair value of our indefinite-lived intangible assets may have declined
since our last quantitative test, the Company performs a new quantitative test. The methodology used to value trademarks is the
relief from royalty method. The recorded book value of these trademarks in excess of the calculated fair value triggers an
impairment. The key estimate used in this calculation consists of an overall royalty rate applied to the sales covered by the
trademark. After performing a qualitative assessment as of February 29, 2024, we determined that the trademarks were not
impaired.
A summary of changes in goodwill during the years ended March 31, 2024 and 2023 is as follows:
Balance at April 1, 2022
$
648,849
Working capital adjustment for Garvey
$
1,616
Garvey contingent payment reclassification
$
(2,000)
Currency Translation
$
(3,836)
Balance at March 31, 2023
644,629
Acquisition of montratec (Refer to Note 3)
66,566
Currency translation
(861)
Balance at March 31, 2024
$
710,334
Goodwill is recognized net of accumulated impairment losses of $113,174,000 as of both March 31, 2024 and 2023,
respectively.
Identifiable intangible assets acquired in a business combination are amortized over their estimated useful lives.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
58
Identifiable intangible assets at March 31, 2024 are summarized as follows (in thousands):
Trademark
$
22,404
$
(7,903) $
14,501
Indefinite-lived trademark
46,254
—
46,254
Customer relationships
355,489
(108,688)
246,801
Acquired technology
112,467
(35,152)
77,315
Other
3,748
(2,985)
763
Balance at March 31, 2024
$ 540,362
$
(154,728) $ 385,634
Gross
Carrying
Amount
Accumulated
Amortization
Net
Identifiable intangible assets at March 31, 2023 were as follows (in thousands):
Gross
Carrying
Amount
Accumulated
Amortization
Net
Trademark
$
19,478
$
(6,315) $
13,163
Indefinite-lived trademark
46,338
—
46,338
Customer relationships
322,658
(88,685)
233,973
Acquired technology
96,291
(27,945)
68,346
Other
3,585
(2,868)
717
Balance at March 31, 2023
$ 488,350
$
(125,813) $ 362,537
The Company’s intangible assets that are considered to have finite lives are amortized over the period in which the assets are
expected to generate future cash flows. Identifiable intangible assets acquired in a business combination are amortized over
their estimated useful lives. The weighted-average amortization periods are 13 years for trademarks, 17 years for customer
relationships, 15 years for acquired technology, 5 years for other, and 16 years in total. Trademarks with a book value of
$46,254,000 have an indefinite useful life and are therefore not being amortized.
Total amortization expense was $29,396,000, $26,001,000, and $25,283,000 for fiscal 2024, 2023, and 2022, respectively. The
increase in amortization expense in fiscal 2024 is the result of the montratec acquisition and related intangible assets acquired.
Based on the current amount of intangible assets, the estimated amortization expense for each of the succeeding five years is
expected to be approximately $30,020,000.
10.
Derivative Instruments
The Company uses derivative instruments to manage selected foreign currency and interest rate exposures. The Company does
not use derivative instruments for speculative trading purposes. All derivative instruments must be recorded on the balance
sheet at fair value. For derivatives designated as cash flow hedges, the effective portion of changes in the fair value of the
derivative is recorded as accumulated other comprehensive gain (loss), or “AOCL,” and is reclassified to earnings when the
underlying transaction has an impact on earnings. The ineffective portion of changes in the fair value of the foreign currency
forward agreements is reported in foreign currency exchange loss (gain) in the Company’s consolidated statement of
operations. The ineffective portion of changes in the fair value of the interest rate swap agreements is reported in interest
expense. For derivatives not designated as cash flow hedges, all changes in market value are recorded as a foreign currency
exchange (gain) loss in the Company’s consolidated statements of operations. The cash flow effects of derivatives are reported
within net cash provided by operating activities.
The Company is exposed to credit losses in the event of non-performance by the counterparties on its financial instruments. The
counterparties have investment grade credit ratings. The Company anticipates that these counterparties will be able to fully
satisfy their obligations under the contracts. The Company has derivative contracts with three counterparties as of March 31,
2024.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
59
The Company's agreements with its counterparties contain provisions pursuant to which the Company could be declared in
default of its derivative obligations. As of March 31, 2024, the Company had not posted any collateral related to these
agreements. If the Company had breached any of these provisions as of March 31, 2024, it could have been required to settle its
obligations under these agreements at amounts which approximate the March 31, 2024 fair values reflected in the table below.
During the year ended March 31, 2024, the Company was not in default of any of its derivative obligations.
As of March 31, 2024 and 2023, the Company had no derivatives designated as net investments or fair value hedges in
accordance with ASC Topic 815, “Derivatives and Hedging.”
The Company has a cross currency swap agreement that is designated as a cash flow hedge to hedge changes in the value of an
intercompany loan to a foreign subsidiary due to changes in foreign exchange rates. This intercompany loan is related to the
acquisition of STAHL. As of March 31, 2024, the notional amount of this derivative was $93,910,000, and the contract matures
on March 31, 2028. From its March 31, 2024 balance of AOCL, the Company expects to reclassify approximately $148,000 out
of AOCL, and into foreign currency exchange loss (gain), during the next 12 months based on the contractual payments due
under this intercompany loan.
The Company has foreign currency forward agreements that are designated as cash flow hedges to hedge a portion of forecasted
inventory purchases denominated in foreign currencies. As of March 31, 2024, the notional amount of these derivatives was
$7,590,000, and all contracts mature by March 31, 2025. From its March 31, 2024 balance of AOCL, the Company expects to
reclassify approximately $71,000 out of AOCL during the next 12 months based on the expected sales of the goods purchased.
The Company's policy is to maintain a capital structure that is comprised of 50-70% of fixed rate long-term debt and 30-50% of
variable rate long-term debt. The Company has two interest rate swap agreements in which the Company receives interest at a
variable rate and pays interest at a fixed rate. The most recent interest rate swap agreement was entered into in fiscal 2024 as a
result of the additional debt from the montratec acquisition. The Company modified its historical interest rate swaps from
London Inter-Bank Offered Rate ("LIBOR") to Secured Overnight Financing Rate ("SOFR") in the first quarter of fiscal 2024.
This modification had no impact on the Company's hedge accounting and hedge designation. These interest rate swap
agreements are designated as cash flow hedges to hedge changes in interest expense due to changes in the variable interest rate
of the Company's variable interest debt. The amortizing interest rate swaps mature by April 30, 2028 and had a total notional
amount of $346,434,000 as of March 31, 2024. The effective portion of the changes in fair values of the interest rate swaps is
reported in AOCL and will be reclassified to interest expense over the life of the swap agreements. From its March 31, 2024
balance of AOCL, the Company expects to reclassify approximately $5,644,000 out of AOCL, and into interest expense, during
the next 12 months.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
60
The following is the effect of derivative instruments on the Consolidated Statements of Operation for the years ended March 31,
2024, 2023, and 2022 (in thousands):
Derivatives
Designated as
Cash Flow
Hedges
Type of Instrument
Amount of Gain or
(Loss) Recognized in
Other Comprehensive
Income (Loss) on
Derivatives (Effective
Portion)
Location of Gain or
(Loss) Recognized
in Income on
Derivatives
Amount of Gain or
(Loss) Reclassified
from AOCL into
Income (Effective
Portion)
March 31,
2024
Foreign exchange contracts
$
(168) Cost of products sold
$
(29)
2024
Interest rate swap
$
7,145
Interest expense
$
9,739
2024
Cross currency swap
$
(70)
Foreign currency
exchange loss (gain)
$
502
2023
Foreign exchange contracts
$
57
Cost of products sold
$
(201)
2023
Interest rate swap
$
7,295
Interest expense
$
2,368
2023
Cross currency swap
$
5,033
Foreign currency
exchange loss (gain)
$
2,332
2022
Foreign exchange contracts
$
(193) Cost of products sold
$
(60)
2022
Interest rate swap
$
2,567
Interest expense
$
(2,020)
2022
Cross currency swap
$
3,548
Foreign currency
exchange loss (gain)
$
7,925
The following is information relative to the Company’s derivative instruments in the Consolidated Balance Sheets as of March
31, 2024 and 2023 (in thousands):
Fair Value of Asset
(Liability)
March 31,
Derivatives Designated as
Hedging Instruments
Balance Sheet Location
2024
2023
Foreign exchange contracts
Prepaid expenses and other
$
56
$
—
Foreign exchange contracts
Other Assets
—
136
Foreign exchange contracts
Accrued Liabilities
(133)
(39)
Interest rate swap
Prepaid expenses and other
7,503
7,644
Interest rate swap
Other Assets
—
3,218
Interest rate swap
Accrued Liabilities
—
(387)
Interest rate swap
Other non current liabilities
(381)
—
Cross currency swap
Prepaid expenses and other
199
168
Cross currency swap
Other non current liabilities
(2,541)
(2,270)
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
61
11.
Accrued Liabilities and Other Non-current Liabilities
Consolidated accrued liabilities of the Company consisted of the following:
March 31,
2024
2023
Accrued payroll
$
39,315
$
39,713
Accrued income taxes payable
15,526
9,152
Accrued health insurance
2,450
2,216
Accrued general and product liability costs
4,600
4,900
Customer advances, deposits, and rebates
17,531
27,827
Current ROU lease liabilities
8,723
7,966
Other accrued liabilities
39,828
32,543
$
127,973
$
124,317
Consolidated other non-current liabilities of the Company consisted of the following:
March 31,
2024
2023
Accumulated postretirement benefit obligation
$695
$
826
Accrued general and product liability costs
15,388
16,203
Accrued pension cost
70,552
70,660
Cross currency swap
2,541
2,270
Deferred income tax
40,450
45,999
Non-current ROU lease liabilities
60,666
46,524
Other non-current liabilities
12,263
9,531
$
202,555
$
192,013
For the years ended March 31, 2024 and March 31, 2023, the Accrued general and product liability costs are presented gross of
estimated recoveries of $7,637,000 and $8,272,000, respectively. Refer to Note 16 for additional information.
12.
Debt
Consolidated long-term debt of the Company consisted of the following:
March 31,
2024
2023
Term loan B
$
477,560
$
462,560
AR Securitization
45,000
—
Unamortized deferred financing costs, net
(5,261)
(4,508)
Total debt
517,299
458,052
Less: current portion
50,000
40,000
Total debt, less current portion
$
467,299
$
418,052
The Company entered into the First Lien Facilities with JPMorgan Chase Bank, PNC and Wells Fargo in connection with its
Fiscal 2022 acquisition of Dorner. The First Lien Facilities consisted of the Amended and Restated Revolving Credit Facility
and the Bridge Facility. Proceeds from the Bridge Facility were used, among other things, to finance the purchase price for the
Dorner acquisition, pay related fees, expenses and transaction costs, and refinance the Company's borrowings under its prior
Term Loan and Revolver.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
62
In addition to the debt borrowing described above, the Company commenced and completed an underwritten public offering of
4,312,500 shares of its common stock at a price of $48.00 per share for total gross proceeds of $207,000,000. The Company
used all of the net proceeds from the equity offering to repay part of its outstanding borrowings under its Bridge Facility. The
equity offering closed on May 4, 2021. Following the repayment of outstanding borrowings under the Bridge Facility, the
Bridge Facility was refinanced with a syndicated Term Loan B facility (the "Term Loan B") on May 14, 2021.
The key terms of the Term Loan B facility are as follows:
1) Term Loan B: An aggregate $450,000,000 Term Loan B facility, which requires quarterly principal amortization of 0.25%
with the remaining principal due at the maturity date. In addition, if the Company has Excess Cash Flow ("ECF") as defined in
the Credit Agreement for the First Lien Facilities (the “First Lien Facilities Credit Agreement”), the ECF Percentage of the
Excess Cash Flow for each fiscal year minus optional prepayments of the Loans (except prepayments of Revolving Loans that
are not accompanied by a corresponding permanent reduction of Revolving Commitments) pursuant to Section 2.10(a) of the
First Lien Facilities Credit Agreement other than to the extent that any such prepayment is funded with the proceeds of Funded
Debt, shall be applied toward the prepayment of the Term Loan B facility. The ECF Percentage is defined as 50% stepping
down to 25% or 0% based on the achievement of specified Secured Leverage Ratios as of the last day of such fiscal year.
Further, the Company may draw additional Incremental Facilities (referred to as an "Accordion") by executing and delivering to
JPMorgan Chase Bank, N.A. an Increased Facility Activation Notice specifying the amount of such increase requested. Lenders
shall have no obligation to participate in any increase unless they agree to do so in their sole discretion.
2) Revolver: An aggregate $100,000,000 secured revolving facility which includes sublimits for the issuance of standby letters
of credit, swingline loans and multi-currency borrowings in certain specified foreign currencies.
3) Fees and Interest Rates: Commitment fees and interest rates are determined on the basis of either a Eurocurrency rate or a
Base rate plus an applicable margin, which is based upon the Company's Total Leverage Ratio (as defined in the First Lien
Facilities Credit Agreement) in the case of Revolver loans.
4) Prepayments: Provisions permitting a Borrower to voluntarily prepay either the Term Loan B facility or Revolver in whole
or in part at any time, and provisions requiring certain mandatory prepayments of the Term Loan B facility or Revolver on the
occurrence of certain events which will permanently reduce the commitments under the First Lien Facilities Credit Agreement,
each without premium or penalty, subject to reimbursement of certain costs of the Lenders.
5) Covenants: Provisions containing covenants required of the Company and its subsidiaries including various affirmative and
negative financial and operational covenants. The key financial covenant is triggered only on any date when any Extension of
Credit under the Amended and Restated Revolving Credit Facility is outstanding (excluding any Letters of Credit) (the
“Covenant Trigger”), and prohibits the Total Leverage Ratio for the Reference Period ended on such date from exceeding (i)
6.75:1.00 as of any date of determination prior to June 30, 2021, (ii) 5.50:1.00 as of any date of determination on June 30, 2021
and thereafter but prior to June 30, 2022, (iii) 4.50:1.00 as of any date of determination on June 30, 2022 and thereafter but
prior to June 30, 2023 and (iv) 3.50:1.00 as of any date of determination on June 30, 2023 and thereafter.
6) Collateral: Obligations under the First Lien Facilities are secured by liens on substantially all assets of the Company and its
material domestic subsidiaries.
During fiscal 2024, the Company amended its Amended and Restated Revolving Credit Facility increasing the size of the
Amended and Restated Revolving Credit Facility by $75,000,000 to a total of $175,000,000. The Company incurred fees of
$801,000 in this transaction which have been deferred and will be amortized over the remaining term of the Amended and
Restated Revolving Credit Facility. The Company borrowed against the expanded Amended and Restated Revolving Credit
Facility in May of fiscal 2024 to initially fund the montratec acquisition as described in Note 3. These borrowings were fully
repaid in fiscal 2024
The Company borrowed additional funds in accordance with the Accordion feature under its existing Term Loan B facility by
$75,000,000 in both fiscals 2022 and 2024. Proceeds from the first Accordion were used, among other things, to finance the
purchase price for the Garvey acquisition, and pay related fees, expenses, and transaction costs. Proceeds from the second
Accordion were used, among other things, to repay borrowings on the Amended and Restated Revolving Credit Facility. No
material amendment to the terms of the Term Loan B facility or the First Lien Facilities were necessary for the Company to
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
63
utilize the Accordion feature. The Company recorded $892,000 in deferred financing costs on the first Accordion in Fiscal 2022
and $1,522,000 on the second Accordion in Fiscal 2024, both of which will be amortized over the remaining life of the Term
Loan B. The Company borrowed against the expanded Amended and Restated Revolving Credit Facility in May of fiscal 2024
to initially fund the montratec acquisition as described in Note 3.
Further, the Company borrowed an additional $45,000,000 under a new credit agreement secured by the Company's U.S
accounts receivable balances (the "AR Securitization Facility"). The total U.S accounts receivable balances which secure the
AR Securitization Facility total $74,590,000 as of March 31, 2024. The Company used the proceeds from the second
$75,000,000 Accordion borrowing and the $45,000,000 AR Securitization Facility to fully repay borrowings on the Amended
and Restated Revolving Credit Facility prior to June 30, 2023.
The Key terms of the new AR Securitization Facility are as follows:
•
The AR Securitization Facility Agreement provides for revolving loans to be made up to a maximum principal amount
of $55,000,000 of which $45,000,000 was drawn as of March 31, 2024.
•
The AR Securitization Facility borrowings bear interest at a floating rate equal to a one-month secured overnight
funding rate (SOFR) plus 10 basis points of credit spread adjustment, plus 110 basis points.
•
The AR Securitization Facility borrowings are secured by the Company's U.S. accounts receivables totaling
$74,590,000 at March 31, 2024.
•
The AR Securitization Facility Agreement contains customary events of default (referred to as “Amortization
Events.”)
•
Amounts drawn under the AR Securitization Facility may remain outstanding until the maturity date of the AR
Securitization Facility on June 19, 2026. Prior to the maturity date, the Company is only required to repay principal to
the extent necessary to maintain borrowing base compliance, unless an Amortization Event occurs.
As of March 31, 2024, there have been no Amortization Events triggered in the AR Securitization Facility. The Company has
both the ability and intent to have the AR Securitization Facility remain outstanding for the next 12 months. As such, the
Company has classified the full $45,000,000 outstanding borrowings under the AR Securitization Facility as long-term debt at
March 31, 2024 demonstrated above.
In addition to the above, the Company amended the variable interest component of its Term Loan B and Amended and Restated
Revolving Credit Facility to transition from LIBOR to SOFR.
On March 18, 2024, Columbus McKinnon Corporation entered into a Fourth Amendment (the “Fourth Amendment”) to the
Amended and Restated Credit Agreement, dated as of May 14, 2021, by and among the Company, Columbus McKinnon
EMEA GmbH, the lenders from time to time party thereto, JPMorgan Chase Bank, N.A., as administrative agent, and the other
agents parties thereto, as amended (the “Credit Agreement”). The Fourth Amendment reduces the interest rate margin
applicable under the Term Loan B by 25 basis points for both term SOFR borrowings and base rate borrowings and eliminates
the Term SOFR Adjustment on the term loan B only which varied based on the interest period selected. After giving effect to
the repricing, the applicable interest rate margins for the Term Loan B are 2.50% for term SOFR borrowings and 1.50% for
base rate borrowings. The Company has accounted for the Fourth Amendment as a debt modification, therefore, debt repricing
fees incurred in fiscal 2024 were expensed as general and administrative expenses and the deferred financing fees incurred as
part of the Term Loan B (discussed below) remain unchanged.
The outstanding principal balance of the Term Loan B facility was $477,560,000 as of March 31, 2024, which includes
$75,000,000 in principal balance from the Accordion exercised in the first quarter of fiscal 2024 as described above, and the
outstanding balance of the Term Loan B was $462,560,000 as of March 31, 2023. The Company made $60,000,000 and
$40,000,000 of principal payments on the Term Loan B during fiscal 2024 and fiscal 2023, respectively. The Company is
obligated to make $4,976,000 of principal payments on the Term Loan B facility over the next 12 months plus applicable ECF
payments, if required, however, plans to pay down approximately $50,000,000 in principal payments in total during such 12
month period. This amount has been recorded within the current portion of long term debt on the Company's Consolidated
Balance Sheet with the remaining balance recorded as long term debt.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
64
There were no outstanding borrowings and $15,368,000 outstanding letters of credit issued against the Amended and Restated
Revolving Credit Facility as of March 31, 2024. The outstanding letters of credit at March 31, 2024 consisted of $15,368,000
of standby letters of credit.
The gross balance of deferred financing costs on the Term Loan B facility was $7,845,000 and $6,323,000 as of March 31,
2024 and 2023, respectively. The increase of $1,522,000 in fiscal 2024 relates to the Accordion exercise described above. The
accumulated amortization balances were $2,971,000 and $1,815,000 as of March 31, 2024 and 2023, respectively. The gross
balance of deferred financing costs associated with the AR Securitization Facility was $536,000 with an accumulated
amortization balance of $149,000 as of March 31, 2024.
The gross balance of deferred financing costs associated with the Amended and Restated Revolving Credit Facility was
$4,828,000 as of March 31, 2024 and $4,027,000 as of March 31, 2023, respectively, which are included in Other assets on the
Consolidated Balance Sheet. The increase in the deferred financing costs in Fiscal 2024 are related to fees incurred to increase
the facility as described above. The accumulated amortization balance is $2,655,000 and $1,611,000 as of March 31, 2024 and
March 31, 2023, respectively.
The principal payments obligated to be made as of March 31, 2024 on the Term Loan B facility and AR Securitization are as
follows:
2025
$
4,976
2026
$
4,976
2027
$
49,976
2028
$
4,976
Thereafter
$
457,656
$
522,560
In connection with Dorner acquisition, the Company recorded a finance lease for a manufacturing facility in Hartland, WI under
a 23 year lease agreement, which terminates in 2035. The outstanding balance on the finance lease obligation is $12,937,000 as
of March 31, 2024 of which $670,000 has been recorded within the Current portion of long term debt and the remaining
balance recorded within Term loan, AR securitization facility and finance lease obligations on the Company's Consolidated
Balance Sheet. See Note 18, Leases, for further details.
Non-U.S. Lines of Credit and Loans
Unsecured and uncommitted lines of credit are available to meet short-term working capital needs for certain of our subsidiaries
operating outside of the U.S. The lines of credit are available on an offering basis, meaning that transactions under the line of
credit will be on such terms and conditions, including interest rate, maturity, representations, covenants, and events of default,
as mutually agreed between our subsidiaries and the local bank at the time of each specific transaction. As of March 31, 2024,
unsecured credit lines totaled approximately $2,374,000, of which $0 was drawn. In addition, unsecured lines of $13,945,000
were available for bank guarantees issued in the normal course of business of which $11,261,000 was utilized.
13.
Pensions and Other Benefit Plans
The Company provides retirement plans, including defined benefit and defined contribution plans, and other postretirement
benefit plans to certain employees. The Company applies ASC Topic 715 “Compensation – Retirement Benefits,” which
required the recognition in pension and other postretirement benefits obligations and accumulated other comprehensive income
of actuarial gains or losses, prior service costs or credits and transition assets or obligations that had previously been deferred.
This statement also requires an entity to measure a defined benefit postretirement plan’s assets and obligations that determine
its funded status as of the end of the fiscal year.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
65
Pension Plans
The Company provides defined benefit pension plans to certain employees. The Company uses March 31 as the measurement
date. The following provides a reconciliation of benefit obligation, plan assets, and funded status of the plans:
March 31,
2024
2023
Change in benefit obligation:
Benefit obligation at beginning of year
$
300,210
$
356,974
Service cost
512
707
Interest cost
13,548
11,312
Actuarial (gain) loss
(2,754)
(42,652)
Benefits paid
(22,650)
(23,980)
Settlement
(20,510)
—
Foreign exchange rate changes
(331)
(2,151)
Benefit obligation at end of year
$
268,025
$
300,210
Change in plan assets:
Fair value of plan assets at beginning of year
$
231,667
$
271,985
Actual gain (loss) on plan assets
4,328
(20,735)
Employer contribution
6,761
4,796
Benefits paid
(22,650)
(23,980)
Settlement
(20,510)
—
Foreign exchange rate changes
(4)
(399)
Fair value of plan assets at end of year
$
199,592
$
231,667
Funded status
$
(68,433) $
(68,543)
Unrecognized actuarial loss
16,229
17,169
Net amount recognized
$
(52,204) $
(51,374)
During fiscal 2024, the Company terminated both of its Canadian pension plans and began the process to terminate one of its
U.S. pension plans. For the U.S. plan, lump sum payments were made to eligible participants who elected to receive them. The
lump sum payments were paid during the third and fourth quarters of fiscal 2024. These lump sum payments along with the
overall termination of the two Canadian plans resulted in a settlement charge of $4,984,000 which was recorded in Other
(income) expense, net on the Consolidated Statements of Operations. The Company expects to complete the termination of the
U.S. plan in fiscal year 2025.
Amounts recognized in the consolidated balance sheets are as follows:
March 31,
2024
2023
Other assets
$
5,905
$
5,832
Accrued liabilities
(3,786)
(3,715)
Other non-current liabilities
(70,552)
(70,660)
Accumulated other comprehensive loss, before tax
16,229
17,169
Net amount recognized
$
(52,204) $
(51,374)
Other assets are presented separately from pension liabilities for pension plans that are over funded.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
66
Net periodic pension cost included the following components:
Year Ended March 31,
2024
2023
2022
Service costs—benefits earned during the period
$
512
$
707
$
980
Interest cost on projected benefit obligation
13,548
11,312
10,130
Expected return on plan assets
(11,459)
(10,844)
(13,037)
Net amortization
360
851
1,457
Settlement
4,984
(62)
—
Net periodic pension cost (benefit)
$
7,945
$
1,964
$
(470)
Information for pension plans with a projected benefit obligation in excess of plan assets is as follows:
March 31,
2024
2023
Projected benefit obligation
$
171,273
$
176,201
Fair value of plan assets
96,935
101,826
Information for pension plans with an accumulated benefit obligation in excess of plan assets is as follows:
March 31,
2024
2023
Accumulated benefit obligation
$
168,488
$
173,149
Fair value of plan assets
96,935
101,826
Unrecognized gains and losses are amortized through March 31, 2024 on a straight-line basis over the average remaining
service period of active participants. Starting in fiscal 2016, the Company changed the amortization period of its largest plan to
the average remaining lifetime of inactive participants, as a significant portion of the plan population is now inactive. This
change increases the amortization period of the unrecognized gains and losses.
The weighted-average assumptions in the following table represent the rates used to develop the actuarial present value of the
projected benefit obligation for the year listed and also net periodic pension cost for the following year:
2024
2023
2022
Discount rate
4.82 %
4.82 %
3.35 %
Expected long-term rate of return on plan assets
5.27 %
4.13 %
4.70 %
Rate of compensation increase on active plans
3.00 %
3.00 %
2.76 %
Interest crediting rates used in cash balance pension plans
4.95 %
4.04 %
1.05 %
The expected rates of return on plan asset assumptions are determined considering long-term historical averages and real returns
on each asset class.
The Company’s retirement plan target and actual asset allocations are as follows:
Target
Actual
2025
2024
2023
Equity securities
18%-8%
8%
22%
Fixed income securities
92% - 82%
92%
78%
Total plan assets
100%
100%
100%
The Company has an investment objective for domestic pension plans to adequately provide for both the growth and liquidity
needed to support all current and future benefit payment obligations. The Company's policy is to de-risk the portfolio by
increasing liability-hedging investments as the pension liability funded status increases, which is known as the glide path
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
67
method. Within the table above, cash equivalents are categorized as fixed income as they earn lower returns than equity
securities which includes alternative real estate funds (shown in the fair value tables below).
The Company’s funding policy with respect to the defined benefit pension plans is to contribute annually at least the minimum
amount required by the Employee Retirement Income Security Act of 1974 (ERISA). Additional contributions may be made to
minimize PBGC premiums. The Company plans to contribute approximately $6,839,000 to its pension plans in fiscal 2025.
Information about the expected benefit payments for the Company’s defined benefit plans is as follows:
2025
$
22,548
2026
22,335
2027
22,149
2028
21,728
2029
21,278
2030-2034
97,940
Postretirement Benefit Plans
The Company sponsors a defined benefit other postretirement health care plan that provide medical and life insurance coverage
to certain U.S. retirees and their dependents of one of its subsidiaries. Prior to the acquisition of this subsidiary, the Company
did not sponsor any postretirement benefit plans. The Company pays the majority of the medical costs for certain retirees and
their spouses who are under age 65. For retirees and dependents of retirees who retired prior to January 1, 1989, and are age 65
or over, the Company contributes 100% toward the American Association of Retired Persons (“AARP”) premium frozen at the
1992 level. For retirees and dependents of retirees who retired after January 1, 1989, the Company contributes $35 per month
toward the AARP premium. The life insurance plan is noncontributory. The net periodic postretirement benefit income for
fiscal 2024 was $146,000 and the liability at March 31, 2024 is $847,000 with $695,000 included in Other non-current
liabilities and $152,000 included in Accrued liabilities in the Consolidated Balance Sheet.
The Company has collateralized split-dollar life insurance arrangement with one of its former officers. Under this arrangement,
the Company pays certain premium costs on life insurance policy for the former officer. Upon the later of the death of the
former officer and their spouse, the Company will receive all of the premiums paid to-date. The net periodic pension cost for
fiscal 2024 was $91,000 and the liability at March 31, 2024 is $2,857,000 with $2,777,000 included in Other non-current
liabilities and $80,000 included in Accrued liabilities in the Consolidated Balance Sheet.
The cash surrender value of the
policies is $2,392,000 and $3,690,000 at March 31, 2024 and 2023, respectively. The balance is included in Other assets in the
consolidated balance sheet.
Other Benefit Plans
The Company also sponsors defined contribution plans covering substantially all domestic employees and certain international
employees. Participants may elect to contribute basic contributions. These plans provide for employer contributions based on
employee eligibility and participation. The Company recorded a charge for such contributions of approximately $6,288,000,
$5,808,000, and $4,540,000 for the years ended March 31, 2024, 2023, and 2022, respectively which are included in Cost of
Products Sold, Selling Expenses, and General and Administrative Expenses within the Consolidated Statements of Operations.
Fair Values of Plan Assets
The Company classified its investments within the categories of equity securities, fixed income securities, common collective
trusts, alternative real estate, and cash equivalents, as the Company’s management bases its investment objectives and decisions
from these four categories.
The Company’s investment policy is to use its glide-path method to de-risk the portfolio by
increasing liability-hedging investments as the pension liability funded status increases.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
68
The fair values of the Company’s defined benefit plans’ consolidated assets by asset category as of March 31 were as follows:
March 31,
2024
2023
Asset categories:
Equity securities
$
15,266
$
27,576
Fixed income securities
81,890
76,701
Common collective trusts
98,117
116,477
Alternative real estate
—
8,565
Cash equivalents
4,319
2,348
Total
$
199,592
$
231,667
The fair values of our defined benefit plans’ consolidated assets were determined using the fair value hierarchy of inputs
described in Note 5. The fair values by category of inputs as of March 31, 2024 and March 31, 2023 were as follows:
Measured at
NAV (1)
Quoted
Prices
in Active
Markets for
Identical
Assets
Significant
other
observable
Inputs
Significant
unobservable
Inputs
As of March 31, 2024:
(Level 1)
(Level 2)
(Level 3)
Total
Asset categories:
Equity securities
$
—
$
15,266
$
—
$
—
$
15,266
Fixed income securities
—
81,890
—
—
81,890
Common collective trusts
98,117
—
—
—
98,117
Cash equivalents
—
4,319
—
—
4,319
Total
$
98,117
$
101,475
$
—
$
—
$
199,592
(1) Reflects the net asset value (NAV) practical expedient used to approximate fair value.
Measured at
NAV (1)
Quoted
Prices
in Active
Markets for
Identical
Assets
Significant
other
observable
Inputs
Significant
unobservable
Inputs
As of March 31, 2023:
(Level 1)
(Level 2)
(Level 3)
Total
Asset categories:
Equity securities
$
—
$
27,576
$
—
$
—
$
27,576
Fixed income securities
—
76,701
—
—
76,701
Common collective trusts
116,477
—
—
—
116,477
Alternative real estate
8,565
—
—
—
8,565
Cash equivalents
—
2,348
—
—
2,348
Total
$
125,042
$
106,625
$
—
$
—
$
231,667
(1) Reflects the net asset value (NAV) practical expedient used to approximate fair value.
Level 1 securities consist of mutual funds, domestic corporate bonds, securities issued by the U.S. government other similar
fixed income investments with quoted market prices.
NAV is used as a practical expedient to estimate fair value. NAV is based on the fair value of the underlying investments held
by the fund less its liability based on published daily rate. This practical expedient is not used when it is determined to be
probable that the fund will sell the investment for an amount different from the reported NAV. We are not aware of any
significant restrictions on the issuances or redemption of shares of these funds.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
69
Level 2 fixed income securities fair values of the underlying investments are generally based on independent broker dealer bids,
or by comparison to other debt securities having similar durations, yields, and credit ratings.
14.
Employee Stock Ownership Plan ("ESOP")
Effective January 1, 2012 the ESOP was closed to new hires. Prior to this date, substantially all of the Company’s U.S. non-
union employees were participants in the ESOP. Additionally, during the year ended March 31, 2015 the final loan payment
was made by the ESOP to the Company and there was no compensation expense recorded in fiscal years 2024, 2023, or 2022.
At March 31, 2024 and 2023, 160,000 and 177,000 of ESOP shares, respectively, were allocated or available to be allocated to
participants’ accounts. There are no shares of collateralized common stock related to the ESOP loan outstanding at March 31,
2024 and no ESOP shares were pledged as collateral to guarantee the ESOP term loans.
15.
Earnings per Share and Stock Plans
Earnings per Share
The Company calculates earnings per share in accordance with ASC Topic 260, “Earnings per Share.” Basic earnings per share
exclude any dilutive effects of options, warrants, and convertible securities. Diluted earnings per share include any dilutive
effects of stock options, unvested restricted stock units, unvested performance shares, and unvested restricted stock. Stock
options and performance shares with respect to 479,000 and 651,000 common shares were not included in the computation of
diluted earnings per share for fiscal 2024 and 2023, respectively, because they were antidilutive. For the years ended March 31,
2024 and 2023, an additional 165,000 and 179,000, respectively, in contingently issuable shares were not included in the
computation of diluted earnings per share because a performance condition had not yet been met.
The following table sets forth the computation of basic and diluted earnings per share (share data presented in thousands):
Year Ended March 31,
Numerator for basic and diluted earnings per share:
2024
2023
2022
Net income
$
46,625
$
48,429
$
29,660
Denominators:
Weighted-average common stock outstanding— denominator for basic EPS
28,728
28,600
28,040
Effect of dilutive employee stock options, RSU's and performance shares
298
218
361
Adjusted weighted-average common stock outstanding and assumed
conversions— denominator for diluted EPS
29,026
28,818
28,401
The weighted-average common stock outstanding shown above is net of unallocated ESOP shares (see Note 14).
During fiscal 2023, the Company repurchased 31,000 shares of its common stock at an aggregate cost of $1,001,000 in
accordance with the Company's previously adopted share repurchase program. The value of the shares purchased are reflected
as Treasury stock on the Company's Consolidated Balance Sheet as of March 31, 2023.
Stock Plans
The Company records stock-based compensation in accordance with ASC Topic 718, “Compensation – Stock Compensation,”
applying the modified prospective method. This Statement requires all equity-based payments to employees, including grants of
employee stock options, to be recognized in the statement of earnings based on the grant date fair value of the award. Under the
modified prospective method, the Company is required to record equity-based compensation expense for all awards granted
after the date of adoption and for the unvested portion of previously granted awards outstanding as of the date of adoption.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
70
The Company grants share based compensation to eligible participants under the 2016 Long Term Incentive Plan, as Amended
and Restated in June 2019 ("2016 LTIP"). The total number of shares of common stock with respect to which awards may be
granted under the 2016 LTIP were increased by 2,500,000 as a result of the June 2019 amendment. Shares not previously
authorized for issuance under any of the prior stock plans, and shares not issued or subject to outstanding awards under the prior
stock plans are still available for issuance. Details of the shares granted under these plans are discussed below.
Prior to the adoption of the 2016 LTIP, the Company granted stock awards under the 2010 Long Term Incentive Plan and the
2006 Long Term Incentive Plan, collectively referred to as the “Prior Stock Plans.”
Stock based compensation expense was $12,039,000, $10,425,000, and $11,246,000 for fiscal 2024, 2023, and 2022,
respectively. Stock compensation expense is included in cost of products sold, selling, general and administrative, and research
and development expenses depending on the nature of the service of the employee receiving the award. The Company
recognizes expense for all share–based awards over the service period, which is the shorter of the period until the employees’
retirement eligibility dates or the service period for the award, for awards expected to vest. Accordingly, expense is generally
reduced for estimated forfeitures.
ASC Topic 718 requires forfeitures to be estimated at the time of grant and revised if
necessary, in subsequent periods if actual forfeitures differ from those estimates.
The Company recognized compensation expense for stock option awards and unvested restricted share awards that vest based
on time or market parameters straight-line over the requisite service period for vesting of the award.
Long Term Incentive Plan
Under the 2016 LTIP, the total number of shares of common stock with respect to which awards may be granted under the plan
is 2,500,000 in addition to shares not previously authorized for issuance under any of the prior stock plans and any shares not
issued or subject to outstanding awards under the prior stock plans. As of March 31, 2024, 339,000 shares remain available for
future grants. The 2016 LTIP was designed as an omnibus plan and awards may consist of non-qualified stock options,
incentive stock options, stock appreciation rights, restricted stock, restricted stock units, or stock bonuses.
Under the 2016 LTIP, the granting of awards to employees may take the form of options, restricted shares, and performance
shares. The Compensation Committee of our Board of Directors determines the number of shares, the term, the frequency and
date, the type, the exercise periods, any performance criteria pursuant to which awards may be granted, and the restriction and
other terms and conditions of each grant in accordance with terms of the Plan.
In connection with the acquisition of Magnetek, the Company agreed to continue the 2014 Stock Incentive Plan of Magnetek,
Inc. (the "Magnetek Stock Plan"). In doing so, the Company has available under the Magnetek Stock Plan 164,461 of the
Company's shares which can be granted to certain employees as stock-based compensation.
Stock Option Plans
Options outstanding under the 2016 LTIP generally become exercisable over a 3-year period at a rate of 33% per year
commencing one year from the date of grant and have an exercise price of not less than 100% of the fair market value of the
common stock on the date of grant.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
71
A summary of option transactions during each of the three fiscal years in the period ended March 31, 2024 is as follows:
Shares
Weighted-
average
Exercise Price
per share
Weighted-
average
Remaining
Contractual
Life (in years)
Aggregate
Intrinsic
Value
Outstanding at April 1, 2021
657,814
$
27.45
7.29
$
16,652
Granted
159,643
54.06
Exercised
(105,132)
25.24
Cancelled
(32,540)
31.71
Outstanding at March 31, 2022
679,785
$
33.82
7.08
$
15,294
Granted
394,586
34.91
Exercised
(32,158)
22.15
Cancelled
(67,042)
35.32
Outstanding at March 31, 2023
975,171
$
34.54
7.13
$
5,497
Granted
298,674
36.19
Exercised
(62,060)
25.73
Cancelled
(17,945)
37.49
Outstanding at March 31, 2024
1,193,840
35.37
6.93
$
12,392
Exercisable at March 31, 2024
600,072
$
33.47
5.43
$
6,888
The Company calculated intrinsic value for those options that had an exercise price lower than the market price of our common
shares as of March 31, 2024. The aggregate intrinsic value of outstanding options as of March 31, 2024 is calculated as the
difference between the exercise price of the underlying options and the market price of our common shares for the 1,048,000
options that were in-the-money at that date. The aggregate intrinsic value of exercisable options as of March 31, 2024 is
calculated as the difference between the exercise price of the underlying options and the market price of our common shares for
the 499,000 exercisable options that were in-the-money at that date. The Company's closing stock price was $44.63 as of
March 31, 2024. The total intrinsic value of stock options exercised was $870,000, $360,000, and $2,513,000 during fiscal
2024, 2023, and 2022, respectively.
The grant date fair value of options that vested was $11.00, $10.36, and $11.19 during fiscal 2024, 2023, and 2022,
respectively.
As of March 31, 2024, $3,277,000 of unrecognized compensation cost related to non-vested stock options is expected to be
recognized over a weighted-average period of approximately 2.0 years.
Exercise prices for options outstanding as of March 31, 2024, ranged from $15.16 to $38.70. The following table provides
certain information with respect to stock options outstanding at March 31, 2024:
Stock Options
Outstanding
Weighted-average
Exercise Price
Weighted-average
Remaining
Contractual Life
Range of Exercise Prices
$10.01 to 20.00
51,957
$
15.16
2.15
$20.01 to 30.00
219,998
$
26.60
5.19
$30.01 to $40.00
700,333
$
35.05
7.75
$40.01 to $50.00
82,181
$
42.77
7.94
$50.01 to $60.00
139,371
$
54.26
6.72
1,193,840
$
35.37
6.93
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
72
The following table provides certain information with respect to stock options exercisable at March 31, 2024:
Range of Exercise Prices
Stock Options
Exercisable
Weighted- average
Exercise Price per share
$10.01 to 20.00
51,957
$
15.16
$20.01 to 30.00
219,998
26.60
$30.01 to $40.00
227,117
35.16
$40.01 to $50.00
4,244
49.36
$50.01 to $60.00
96,756
54.26
600,072
$
33.47
The fair value of stock options granted was estimated on the date of grant using a Black-Scholes option pricing model. The
Black-Scholes option valuation model was developed for use in estimating the fair value of traded options which have no
vesting restrictions and are fully transferable. In addition, option valuation models require the input of subjective assumptions
including the expected stock price volatility. Because the Company’s employee stock options have characteristics significantly
different from those of traded options, and because changes in the subjective input assumptions can materially affect the fair
value estimate, in management’s opinion, the existing models do not necessarily provide a reliable single measure of the fair
value of its employee stock options. The weighted-average grant date fair value of the options was $12.97, $11.13, and $17.71
for options granted during fiscal 2024, 2023, and 2022, respectively. The following table provides the weighted-average
assumptions used to value stock options granted during fiscal 2024, 2023, and 2022:
Year Ended
March 31,
2024
Year Ended
March 31,
2023
Year Ended
March 31,
2022
Assumptions:
Risk-free interest rate
4.28 %
2.53 %
0.35 %
Dividend yield
0.77 %
0.81 %
0.44 %
Volatility factor
0.336
0.330
0.372
Expected life
5.5 years
5.5 years
5.5 years
To determine expected volatility, the Company uses historical volatility based on daily closing prices of its Common Stock over
periods that correlate with the expected terms of the options granted. The risk-free rate is based on the United States Treasury
yield curve at the time of grant for the appropriate term of the options granted. Expected dividends are based on the Company's
history and expectation of dividend payouts. The expected term of stock options is based on vesting schedules, expected
exercise patterns and contractual terms.
Restricted Stock Units
The Company granted restricted stock units under the 2016 LTIP during fiscal 2024, 2023, and 2022 to employees as well as to
the Company’s non-executive directors as part of their annual compensation. For fiscal 2022, 2023, and 2024 restricted stock
units for employees vest ratably based on service one-third after each of years one, two, and three.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
73
A summary of the restricted stock unit awards granted under the Company’s LTIP plan as of March 31, 2024 is as follows:
Shares
Weighted-average
Grant Date
Fair Value per share
Unvested at April 1, 2021
269,789
$
32.41
Granted
133,082
49.98
Vested
(138,407)
35.71
Forfeited
(19,728)
35.41
Unvested at March 31, 2022
244,736
$
39.86
Granted
161,582
31.61
Vested
(132,953)
35.44
Forfeited
(26,140)
38.15
Unvested at March 31, 2023
247,225
$
37.02
Granted
159,816
37.57
Vested
(145,862)
39.21
Forfeited
(10,267)
41.61
Unvested at March 31, 2024
250,912
$
35.91
Total unrecognized compensation cost related to unvested restricted stock units as of March 31, 2024 is $2,996,000 and is
expected to be recognized over a weighted average period of 1.7 years. The fair value of restricted stock units that vested
during the year ended March 31, 2024 and 2023 was $5,720,000 and $4,713,000, respectively.
Performance Shares
The Company granted performance shares under the 2016 LTIP during fiscal 2024, 2023, and 2022. Performance based shares
are recognized as compensation expense based upon their grant date fair value and to the extent it is probable that the
performance conditions will be met.
This expense is recognized ratably over the three year period that these shares are
restricted.
Fiscal 2022 performance shares granted vest pursuant to a performance condition based upon the Company’s Consolidated
Return on Invested Capital ("ROIC") for the twelve months ended March 31, 2024. During fiscal 2023, the Company
determined that the performance condition on its fiscal 2022 performance shares would not be fully met. The Company has
adjusted its stock-based compensation expense accordingly in fiscal 2024. Fiscal 2023 performance shares granted vest
pursuant to a performance condition based upon the Company’s Consolidated ROIC for the twelve months ended March 31,
2025. At this time, the Company believes the March 31, 2025 performance condition will be met. Fiscal 2024 performance
shares granted vest pursuant to a performance condition based upon the Company’s Consolidated ROIC for the twelve months
ended March 31, 2026. At this time, the Company believes the March 31, 2026 performance condition will be met.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
74
A summary of the performance shares transactions during each of the three fiscal years in the period ended March 31, 2024 is
as follows:
Shares
Weighted-average
Grant Date
Fair Value per share
Unvested at April 1, 2021
123,232
$
29.58
Granted
41,322
52.01
Vested
(18,296)
36.43
Forfeited
(8,226)
30.25
Unvested at March 31, 2022
138,032
$
35.35
Granted
67,606
33.03
Forfeited
(26,633)
35.26
Unvested at March 31, 2023
179,005
$
34.49
Granted
73,453
36.58
Vested
(39,720)
35.95
Forfeited
(33,838)
28.66
Unvested at March 31, 2024
178,900
$
36.13
The Company had $2,825,000 in unrecognized compensation costs related to the unvested performance share awards as of
March 31, 2024.
Directors Stock
During fiscal 2024, 2023, and 2022, a total of 28,512, 41,313, and 21,928 shares of stock, respectively, were granted under the
2016 LTIP to the Company’s non-executive directors as part of their annual compensation. The weighted average fair value
grant price of those shares was $41.17, $28.91, and $43.73 for fiscal 2024, 2023, and 2022, respectively. The expense related to
the shares was $1,174,000, $1,194,000 and $959,000 for fiscal 2024, 2023 and 2022, respectively.
Dividends
On March 18, 2024, the Company's Board of Directors approved payment of a quarterly dividend of $0.07 per common share,
representing an annual dividend rate of $0.28 per share. The dividend was paid on May 13, 2024 to shareholders of record on
May 3, 2024 and totaled approximately $2,020,000.
Stock Repurchase Plan
On March 26, 2019, the Board of Directors approved a new stock repurchase program authorizing the repurchase of up to
$20 million of the Company's common stock. The Company repurchased 31,000 shares of its common stock at an aggregate
cost of $1,001,000 in accordance with this plan during the fiscal year ended March 31, 2023. No repurchases were made during
the fiscal year ended March 31, 2024.
16.
Loss Contingencies
From time to time, the Company is named a defendant in legal actions arising out of the normal course of business. The
Company is not a party to any pending legal proceeding other than ordinary, routine litigation incidental to our business. The
Company does not believe that any of our pending litigation will have a material impact on its business.
Accrued general and product liability costs are actuarially estimated reserves based on amounts determined from loss reports,
individual cases filed with the Company, and an amount for losses incurred but not reported. The aggregate amounts of reserves
were $19,988,000 (gross of estimated insurance recoveries of $7,637,000) and $21,103,000 (gross of estimated insurance
recoveries of $8,272,000) of which $15,388,000 and $16,203,000 are included in Other non current liabilities and $4,600,000
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
75
and $4,900,000 in Accrued liabilities as of March 31, 2024 and 2023, respectively.
The liability for accrued general and
product liability costs are funded by investments in marketable securities (see Notes 2 and 7).
The following table provides a reconciliation of the beginning and ending balances for accrued general and product liability:
Year Ended March 31,
2024
2023
2022
Accrued general and product liability, beginning of year
$
21,103
$
22,575
$
21,227
Estimated insurance recoveries
(634)
(889)
1,109
Add provision for claims
2,226
3,025
6,648
Deduct payments for claims
(2,707)
(3,608)
(6,409)
Accrued general and product liability, end of year
$
19,988
$
21,103
$
22,575
Estimated insurance recoveries
(7,637)
(8,272)
(9,160)
Net accrued general and product liability, end of year
$
12,351
$
12,831
$
13,415
The per occurrence limits on the self-insurance for general and product liability coverage to Columbus McKinnon through its
wholly-owned captive insurance company were $2,000,000 from inception through fiscal 2003 and $3,000,000 for fiscal 2004
and thereafter. In addition to the per occurrence limits, the Company’s coverage is also subject to an annual aggregate limit,
applicable to losses only. These limits range from $2,000,000 to $6,000,000 for each policy year from inception through fiscal
2024. The Company also purchases excess general and product liability insurance up to an aggregate $75,000,000 limit.
Asbestos
Like many industrial manufacturers, the Company is involved in asbestos-related litigation. In continually evaluating costs
relating to its estimated asbestos-related liability, the Company reviews, among other things, the incidence of past and recent
claims, the historical case dismissal rate, the mix of the claimed illnesses and occupations of the plaintiffs, its recent and
historical resolution of the cases, the number of cases pending against it, the status and results of broad-based settlement
discussions, and the number of years such activity might continue. Based on this review, the Company has estimated its share
of liability to defend and resolve probable asbestos-related personal injury claims. This estimate is highly uncertain due to the
limitations of the available data and the difficulty of forecasting with any certainty the numerous variables that can affect the
range of the liability. The Company will continue to study the variables in light of additional information in order to identify
trends that may become evident and to assess their impact on the range of liability that is probable and estimable.
Based on actuarial information, the Company has estimated its net asbestos-related aggregate liability including related legal
costs to range between $4,900,000 and $8,900,000, net of insurance recoveries, using actuarial parameters of continued claims
for a period of 38 years from March 31, 2024.
The Company has estimated its asbestos-related aggregate liability that is
probable and estimable, net of insurance recoveries, in accordance with U.S. generally accepted accounting principles
approximates $6,532,000. The Company has reflected the liability gross of insurance recoveries of $7,637,000 as a liability in
the consolidated financial statements as of March 31, 2024. The recorded liability does not consider the impact of any potential
favorable federal legislation. This liability will fluctuate based on the uncertainty in the number of future claims that will be
filed and the cost to resolve those claims, which may be influenced by a number of factors, including the outcome of the
ongoing broad-based settlement negotiations, defensive strategies, and the cost to resolve claims outside the broad-based
settlement program. Of this amount, management expects to incur asbestos liability payments of approximately $2,700,000
over the next 12 months. Because payment of the liability is likely to extend over many years, management believes that the
potential additional costs for claims will not have a material effect on the financial condition of the Company or its liquidity,
although the effect of any future liabilities recorded could be material to earnings in a future period.
A share of the Company's previously incurred asbestos-related expenses and future asbestos-related expenses are covered by
pre-existing insurance policies.
The Company had been engaged in a legal action against the insurance carriers for those
policies to recover past expenses and future costs incurred. The Company came to an agreement with the insurance carriers to
settle its case against them for recovery of a portion of past costs and future costs for asbestos-related legal defense costs. The
agreement was finalized during the quarter ended September 30, 2020. The terms of the settlement require the carriers to pay
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
76
gross defense costs prior to retro-premiums of 65% for future asbestos-related defense costs subject to an annual cap of
$1,650,000 for claims covered by the settlement.
Further, the insurance carriers are expected to cover 100% of indemnity costs related to all covered cases. Estimates of the
future cost sharing have been included in the loss reserve calculation as of March 31, 2024 and 2023. The Company has
recorded a receivable for the estimated future cost sharing in Other assets in the Balance Sheet in the amount of $7,637,000 and
$8,272,000, which offsets its asbestos reserves, at March 31, 2024 and 2023, respectively.
In addition, one of the Company's subsidiaries, Magnetek, Inc. ("Magnetek") has been named, along with multiple other
defendants, in asbestos-related lawsuits associated with business operations previously acquired but which are no longer owned.
During Magnetek's ownership, none of the businesses produced or sold asbestos-containing products. For such claims,
Magnetek is uninsured and either contractually indemnified against liability, or contractually obligated to defend and indemnify
the purchaser of these former business operations. The Company aggressively seeks dismissal from these proceedings. The
asbestos-related liability including legal costs is estimated to be approximately $842,000 and $663,000, which has been
reflected as a liability in the consolidated financial statements at March 31, 2024 and 2023, respectively.
Product Liability
The Company is also involved in other unresolved legal actions that arise in the normal course of business. The most prevalent
of these unresolved actions involve disputes related to product design, manufacture and performance liability. The Company's
estimation of its product-related aggregate liability that is probable and estimable, in accordance with U.S. generally accepted
accounting principles approximates $4,977,000, which has been reflected as a liability in the consolidated financial statements
as of March 31, 2024. In some cases, the Company cannot reasonably estimate a range of loss because there is insufficient
information regarding the matter.
In April of fiscal 2025, a trial involving a product liability claim against the Company resulted in a jury verdict demanding the
Company to pay approximately $3,000,000 in damages. The Company along with its attorneys believes it will be successful in
overturning this verdict and that payment of the damages is not probable. As such the Company has not accrued the damages at
March 31, 2024.
Management believes that the potential additional costs for claims will not have a material effect on the financial condition of
the Company or its liquidity, although the effect of any future liabilities recorded could be material to earnings in a future
period.
Litigation-Other
In October 2010, Magnetek received a request for indemnification from Power-One, Inc. ("Power-One") for an Italian tax
matter arising out of the sale of Magnetek's power electronics business to Power-One in October 2006. With a reservation of
rights, Magnetek affirmed its obligation to indemnify Power-One for certain pre-closing taxes. The sale included an Italian
company, Magnetek, S.p.A., and its wholly owned subsidiary, Magnetek Electronics (Shenzhen) Co. Ltd. (the “Power-One
China Subsidiary”). The tax authority in Arezzo, Italy, issued a notice of audit report in September 2010 wherein it asserted that
the Power-One China Subsidiary had its administrative headquarters in Italy and therefore it should be considered resident in
Italy and subject to taxation in Italy. In November 2010, the tax authority issued a notice of tax assessment for the period of
July 2003 to June 2004, alleging that taxes of approximately $2,100,000 (Euro 1,900,000), plus interest, were due in Italy on
taxable income earned by the Power-One China Subsidiary during this period. In addition, the assessment alleges potential
penalties in the amount of approximately $2,400,000 (Euro 2,200,000) for the alleged failure of the Power-One China
Subsidiary to file its Italian tax return. The Power-One China Subsidiary filed its response with the provincial tax commission
of Arezzo, Italy in January 2011. A hearing before the Tax Court was held in July 2012 on the tax assessment for the period of
July 2003 to June 2004. In September 2012, the Tax Court ruled in favor of the Power-One China Subsidiary dismissing the tax
assessment for the period of July 2003 to June 2004. In February 2013, the tax authority filed an appeal of the Tax Court's
September 2012 ruling. The Regional Tax Commission of Florence heard the appeal of the tax assessment dismissal for the
period of July 2003 to June 2004 and thereafter issued its ruling finding in favor of the tax authority. Magnetek believed the
court’s decision was based upon erroneous interpretations of the applicable law and appealed the ruling to the Italian Supreme
Court in April 2015. In April 2022, the Supreme Court upheld the appeal in favor of Power-One.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
77
The tax authority in Arezzo, Italy also issued a tax inspection report in January 2011 for the periods July 2002 to June 2003
(fiscal period 2002/2003) and July 2004 to December 2006 (fiscal periods 2004/2005 and 2005/2006) claiming that the Power-
One China Subsidiary failed to file Italian tax returns for the reported periods. In August 2012, the tax authority in Arezzo,
Italy issued four notices of tax assessment for the periods July 2002 to June 2003 and July 2004 to December 2006, alleging
that taxes of approximately $7,200,000 (Euro 6,700,000) were due in Italy on taxable income earned by the Power-One China
Subsidiary together with an allegation of potential penalties in the amount of approximately $3,000,000 (Euro 2,800,000) for
the alleged failure of the Power-One China Subsidiary to file its Italian tax returns.
On June 3, 2015, the Tax Court, ruled in favor of the Power-One China Subsidiary dismissing the tax assessments for the
periods of July 2002 to June 2003 and July 2004 to December 2006. On July 27, 2015, the tax authority filed appeals of the Tax
Court's ruling of June 3, 2015. In May 2016, the Regional Tax Court of Florence rejected the appeals of the tax authority and at
the same time canceled the notices of assessment for the fiscal years of 2004/2005 and 2005/2006. In December 2016, the
Power-One China Subsidiary was served by the Italian Revenue Agency with two appeals to the Italian Supreme Court
regarding the two positive judgments on the tax assessments for the fiscal periods 2004/2005 and 2005/2006. In February 2017
the Power-One China Subsidiary filed two memorandum before the Italian Supreme Court in response to the appeals made by
the tax authority against the positive judgments on the tax assessments for fiscal years 2004/2005 and 2005/2006.
In March 2017, the Regional Tax Court of Florence rejected the appeal of the assessment for 2006 fiscal year (period July
2006-December 2006). In October 2017, the Power-One China Subsidiary was served by the Italian Revenue Agency with an
appeal to the Italian Supreme Court against the positive judgment on the tax assessment for fiscal year 2006. In November
2017 the Power-One China Subsidiary filed a memorandum before the Italian Supreme Court in response to the appeal made by
the tax authority against the positive judgment on the tax assessment for fiscal year 2006. In March 2018, the Regional Tax
Court of Florence rejected the appeal of the assessment for 2002/2003 fiscal year. In October 2018 the Power-One China
Subsidiary was served by the Italian Revenue Agency with an appeal to the Italian Supreme Court against the positive judgment
on the tax assessment for fiscal year 2002/2003. In November 2018 the Power-One China Subsidiary filed a memorandum with
the Italian Supreme Court in response to the appeal made by the tax authority. The Supreme Court upheld the appeals of the
Italian Tax Authority and remitted the proceedings back to the Regional Tax Court for a new evaluation of the substance of the
dispute.
In December 2022 the Power One China Subsidiary resumed the proceedings concerning the tax assessments for fiscal years
2002/2003 and 2006 before the Regional Tax Court. A hearing was held before the Regional Tax Court in April and May of
2023, in two separate decisions, the court ruled in favor of the Company. The tax authority appealed this decision on December
6, 2023, and the Company filed the relevant counter claims in January of 2024.
In March 2023 the Power One China Subsidiary resumed the proceedings concerning the tax assessments for fiscal years
2004/2005 and 2005/2006 before the Regional Tax Court. The hearing was held in February 2024 where the court upheld the
assessments. The Company is appealing the judgment and expects the Supreme court to reverse the judgment of the lower
court as they have previously with the 2002/2003 and 2006 assessments.
The Company believes it will be successful and does not expect to incur a liability related to these assessments.
In September of 2017, Magnetek received a request for defense and indemnification from Monsanto Company, Pharmacia,
LLC, and Solutia, Inc. (collectively, “Monsanto”) with respect to: (1) lawsuits brought by plaintiffs claiming that Monsanto
manufactured polychlorinated biphenyls ("PCBs"), exposure to which allegedly caused injury to plaintiffs; and (2) lawsuits
brought by municipalities and municipal entities claiming that Monsanto should be responsible for a variety of damages due to
the presence of PCBs in bodies of water in those municipalities and/or in water treated by those municipal entities. Monsanto
claims to be entitled to defense and indemnification from Magnetek under a so-called “Special Undertaking” apparently
executed by Magnetek’s predecessor Universal Manufacturing ("Universal") in January of 1972, which purportedly required
Universal to defend and indemnify Monsanto from liabilities “arising out of or in connection with the receipt, purchase,
possession, handling, use, sale or disposition of” PCBs by Universal.
Magnetek has declined Monsanto’s tender, and believes that it has meritorious legal and factual defenses to the demands made
by Monsanto. Magnetek is vigorously defending against those demands and commenced litigation in New Jersey to, among
other things, declare the Special Undertaking void and unenforceable. Monsanto has, in turn, commenced an action to enforce
the Special Undertaking in Missouri and joined five additional companies as co-defendants in that Missouri action.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
78
The New Jersey action was recently dismissed in favor of the Missouri action.
Magnetek has appealed that decision and
intends to continue to vigorously prosecute its New Jersey declaratory judgment action, and to defend against Monsanto’s
action against it. The Company cannot reasonably estimate a potential range of loss with respect to Monsanto’s tender because
there is insufficient information regarding the underlying matters. Management believes, however, that the potential additional
legal costs related to such matters will not have a material effect on the financial condition of the Company or its liquidity,
although the effect of any future liabilities recorded could be material to earnings in a future period.
The Company had previously filed suit against Travelers in District Court seeking coverage under insurance policies in the
name of Universal. In July 2019, the District Court ruled that Travelers is obligated to defend Magnetek under these policies in
connection with Magnetek's litigation against Monsanto. The Court held that Monsanto's claims against Magnetek fall within
the insuring agreement of the Travelers policies and that none of the policy exclusions precluded the possibility of coverage.
The Court also held that Travelers prior settlements with other insureds under the policies did not cut off or release Magnetek's
rights under the policies. Travelers moved for reconsideration which motion was denied. Travelers is currently defending the
Company in its litigation with Monsanto.
The Company is also engaged in similar insurance coverage litigation against Transportation Insurance Company in the Circuit
Court of Cook County, Illinois. That suit is presently stayed due to the bankruptcy of Velsicol Chemical, LLC, a third-party
indemnitor of TIC and Travelers.
Environmental Matters
Along with other manufacturing companies, the Company is subject to various federal, state and local laws relating to the
protection of the environment. To address the requirements of such laws, the Company has adopted a corporate environmental
protection policy which provides that all of its owned or leased facilities shall, and all of its employees have the duty to, comply
with all applicable environmental regulatory standards, and the Company utilizes an environmental auditing program for its
facilities to ensure compliance with such regulatory standards. The Company has also established managerial responsibilities
and internal communication channels for dealing with environmental compliance issues that may arise in the course of its
business. Because of the complexity and changing nature of environmental regulatory standards, it is possible that situations
will arise from time to time requiring the Company to incur expenditures in order to ensure environmental regulatory
compliance. However, the Company is not aware of any environmental condition or any operation at any of its facilities, either
individually or in the aggregate, which would cause expenditures having a material adverse effect on its results of operations,
financial condition or cash flows and, accordingly, has not budgeted any material capital expenditures for environmental
compliance for fiscal 2025.
In 1986, Magnetek acquired the stock of Universal Manufacturing Corporation (“Universal”) from a predecessor of Fruit of the
Loom (“FOL”), and the predecessor agreed to indemnify Magnetek against certain environmental liabilities arising from pre-
acquisition activities at a facility in Bridgeport, Connecticut. Environmental liabilities covered by the indemnification
agreement included completion of additional cleanup activities, if any, at the Bridgeport facility and defense and
indemnification against liability for potential response costs related to offsite disposal locations. Magnetek's leasehold interest
in the Bridgeport facility was assigned to the buyer in connection with the sale of Magnetek's transformer business in June
2001. FOL, the successor to the indemnification obligation, filed a petition for Reorganization under Chapter 11 of the
Bankruptcy Code in 1999 and Magnetek filed a proof of claim in the proceeding for obligations related to the environmental
indemnification agreement. Magnetek believes that FOL had substantially completed the clean-up obligations required by the
indemnification agreement prior to the bankruptcy filing. In November 2001, Magnetek and FOL entered into an agreement
involving the allocation of certain potential tax benefits and Magnetek withdrew its claims in the bankruptcy proceeding.
Magnetek further believes that FOL's obligation to the state of Connecticut was not discharged in the reorganization
proceeding.
In January 2007, the Connecticut Department of Environmental Protection (“DEP”) requested parties, including Magnetek, to
submit reports summarizing the investigations and remediation performed to date at the site and the proposed additional
investigations and remediation necessary to complete those actions at the site. DEP requested additional information relating to
site investigations and remediation. Magnetek and the DEP agreed to the scope of the work plan in November 2010. The
Company has recorded a liability of $449,000, included in the amount specified above, related to the Bridgeport facility,
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
79
representing the best estimate of future site investigation costs and remediation costs which are expected to be incurred in the
future.
For all of the currently known environmental matters, the Company has accrued as of March 31, 2024 a total of $727,000
which, in our opinion, is sufficient to deal with such matters. The Company is not aware of any environmental condition or any
operation at any of its facilities, either individually or in the aggregate, which would cause expenditures to have a material
adverse effect on its results of operations, financial condition or cash flows and, accordingly, has not budgeted any material
capital expenditures for environmental compliance for fiscal 2024.
17.
Income Taxes
United States income before income tax expense was $20,464,000, $26,076,000, and ($3,681,000) for the years ended
March 31, 2024, 2023, and 2022, respectively. Income before income tax expense also includes foreign subsidiary income of
$41,063,000, $48,399,000, and $42,127,000 for the years ended March 31, 2024, 2023, and 2022, respectively.
The provision for income taxes differs from the amount computed by applying the statutory federal income tax rate to income
from continuing operations before income tax expense. The sources and tax effects of the differences were as follows:
Year Ended March 31,
2024
2023
2022
Statutory federal income tax rate (1)
21.00 %
21.00 %
21.00 %
Expected tax at statutory rate
$
12,921
$
15,640
$
8,109
State income taxes net of federal benefit
652
2,719
759
Foreign taxes at rates other than statutory federal rate
(247)
1,757
1,027
Employee benefits
1,347
1,207
(202)
US benefit on foreign derived income
(686)
(477)
(205)
US Tax on foreign earnings
757
1,257
845
Permanent items (4)
1,092
287
(956)
Valuation allowance (3)
(1,109)
(787)
300
Federal tax credits
(1,384)
(1,539)
(700)
Other (3)
1,437
285
(114)
Tax audit adjustments (2)
(819)
2,523
—
Unremitted earnings
501
720
—
Return to provision adjustment
440
2,454
(77)
Actual tax provision expense
$
14,902
$
26,046
$
8,786
(1) Fiscal year 2023 and 2022 table amounts have been adjusted to be consistent with individual rate reconciling items
disclosed for fiscal 2024.
(2) For fiscal 2023, the Company settled income tax assessments related to tax periods prior to the Company's acquisition
of STAHL. In accordance with the tax indemnification clause of the share purchase agreement, the Company received full
reimbursement from STAHL’s prior owner which was recorded as a gain in Other (income) expense, net. For fiscal 2024,
the Company collected tax refunds related to a period prior to the Company's acquisition of STAHL. In accordance with
the tax indemnification clause of the share purchase agreement, the Company will reimburse STAHL’s prior owner which
was recorded as an loss in Other (income) expense, net.
(3) For fiscal 2024, the Company wrote off $1,142,000 of tax attributes as a result of legal entity simplification.The tax
attributes had an associated valuation allowance of $1,142,000 which was also written off in fiscal 2024.
(4) For fiscal 2024, a tax impact of $525,000 from non-deductible transaction costs was incurred as part of the montratec
GmbH acquisition.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
80
The provision for income tax expense (benefit) consisted of the following:
Year Ended March 31,
2024
2023
2022
Current income tax expense (benefit):
United States Federal
$
15,375
$
7,772
$
(2,482)
State taxes
2,715
2,218
571
Foreign
12,097
16,356
12,666
Deferred income tax expense (benefit):
United States
(12,451)
(517)
1,139
Foreign
(2,834)
217
(3,108)
$
14,902
$
26,046
$
8,786
The Company applies the liability method of accounting for income taxes as required by ASC Topic 740, “Income Taxes.” The
tax effects of temporary differences that give rise to significant portions of the deferred tax assets and deferred tax liabilities are
as follows:
March 31,
2024
2023
Deferred tax assets:
Federal net operating loss carryforwards
$
11,779
$
12,908
State and foreign net operating loss carryforwards
8,104
6,656
Employee benefit plans
12,518
11,609
Insurance reserves
3,301
3,500
Accrued vacation and incentive costs
3,905
4,071
Federal tax credit carryforwards
12,094
12,065
ASC 842 Lease Liability
20,120
16,544
Equity compensation
5,248
4,552
Capitalized Research and Development Costs
12,029
6,976
Interest Carryforwards
5,657
3,271
Other
3,527
1,073
Valuation allowance
(15,156)
(15,978)
Deferred tax assets after valuation allowance
83,126
67,247
Deferred tax liabilities:
Property, plant, and equipment
(6,542)
(7,389)
ASC 842 Right-of-Use Asset
(18,509)
(15,706)
Intangible assets
(96,728)
(88,116)
Total deferred tax liabilities
(121,779)
(111,211)
Net deferred tax assets (liabilities)
$
(38,653) $
(43,964)
The valuation allowance includes $989,000 and $2,070,000 primarily related to foreign net operating losses at March 31, 2024
and 2023, respectively. The valuation allowance also includes $2,091,000 and $1,788,000 for separate state net operating losses
at March 31, 2024 and 2023, respectively. The remaining valuation allowance primarily relates to foreign tax credits which the
Company believes it will not utilize of $12,076,000 and $12,088,000 for the years ended March 31, 2024 and 2023,
respectively. The Company’s foreign subsidiaries have tax-effected net operating loss carryforwards of $4,246,000 that expire
in periods ranging from five years to indefinite.
Federal net operating loss carryforwards from the acquisition of Dorner were fully utilized in fiscal 2023. Federal net operating
loss carryforwards of $56,088,000 remain from the acquisition of Magnetek, have expiration dates ranging from 2025 through
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
81
2035, and are subject to certain limitations under U.S. tax law. State net operating losses of $69,412,000 either have indefinite
carryforward periods or have expiration dates ranging from 2025 through 2042. The federal tax credits have expiration dates
ranging from 2028 to 2034.
Included in the Other deferred tax asset category above are $1,251,000 of state tax credit
carryforwards. These state tax credit carryforwards have expiration dates ranging from 2026 to 2038.
Deferred income taxes are classified within the consolidated balance sheets based on the following breakdown:
March 31,
2024
2023
Net non-current deferred tax assets
$
1,797
$
2,035
Net non-current deferred tax liabilities
(40,450)
(45,999)
Net deferred tax assets (liabilities)
$
(38,653) $
(43,964)
Net non-current deferred tax liabilities are included in other non-current liabilities.
As of March 31, 2024, the Company has determined that certain foreign amounts, which can be distributed tax efficiently, are
not permanently reinvested where earned. As of March 31, 2024 a tax liability of approximately $925,000 has been accrued for
taxes that would be incurred upon repatriation of the earnings that are not permanently reinvested. $75,848,000 of unremitted
earnings of other subsidiaries and outside basis differences other than unremitted earnings are intended to be permanently
reinvested. It is not practicable to calculate the amount of unrecognized deferred tax related to these basis differences.
Changes in the Company’s uncertain income tax positions, excluding the related accrual for interest and penalties, are as
follows:
2024
2023
2022
Beginning balance
$
411
$
414
$
141
Additions for prior year tax positions
—
—
281
Foreign currency translation
—
(3)
(8)
Ending balance
$
411
$
411
$
414
The Company had $76,000, $68,000, and $62,000 accrued for the payment of interest and penalties at March 31, 2024, 2023,
and 2022 respectively. The Company recognizes interest expense or penalties related to uncertain tax positions as a part of
income tax expense in its consolidated statements of operations. $411,000 of the unrecognized tax benefits as of March 31,
2024 would impact the effective tax rate if recognized. It is reasonably possible that the amount of unrecognized tax benefits
could change in the next 12 months, however an estimate of the change cannot be made.
The Company and its subsidiaries file income tax returns in the U.S., various state, local, and foreign jurisdictions. The
Company’s major tax jurisdictions are the United States and Germany. With few exceptions, the Company is no longer subject
to tax examinations by tax authorities in the United States for tax years prior to March 31, 2021 and in Germany for tax years
prior to March 31, 2012. The Company has a current tax examination in Germany underway for fiscal years 2012 to 2014. In
addition, the tax authorities have also started an examination for fiscal years 2015 through 2018.
The Inflation Reduction Act was enacted in fiscal year 2023 and includes the implementation of a new 15% minimum tax on
book income of certain large corporations, an excise tax on stock buybacks, and various tax credits and incentives for energy
and clean climate initiatives, among other provisions. The Company has evaluated the Act and its provisions did not have a
material impact to the Company's consolidated financial statements for fiscal 2024.
On December 15, 2022, the European Union (EU) Member States formally adopted the EU’s Pillar Two Directive, which
generally provides for a minimum effective tax rate of 15%, as established by the Organization for Economic Co-operation and
Development (OECD) Pillar Two Framework. A significant number of other countries are expected to also implement similar
legislation with varying effective dates in the future. The Company will be subject to legislation beginning in the fiscal year
2025. The Company is continuing to evaluate the potential impact on future periods of the Pillar Two Framework, pending
legislative adoption by additional individual countries.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
82
18.
Leases
Nature of leases
The Company’s lease arrangements generally include real estate (manufacturing facilities, sales offices, distribution centers,
warehouses), vehicles, and equipment. At the inception of an arrangement, the Company determines whether the arrangement is
or contains a lease based on the unique facts and circumstances present. At lease commencement, the Company evaluates
whether the arrangement is a finance or operating lease, and accounts for it accordingly. Operating leases are included in other
assets, other current liabilities, and other liabilities on the Company’s Consolidated Balance Sheet. Finance leases are included
in net property, plant, and equipment, current portion of long-term debt and finance lease obligation, and the remaining balance
is recorded within Term loan and finance lease obligations on the Consolidated Balance Sheet.
Leases with a term greater than one year are recognized on the Consolidated Balance Sheet as right-of-use (“ROU”) assets,
lease obligations, and, if applicable, long-term lease obligations in the financial statement line items above. The Company has
elected not to recognize leases with terms of one year or less on the Consolidated Balance Sheet. Lease obligations and their
corresponding ROU assets are recorded based on the present value of lease payments over the expected lease term. As the
interest rate implicit in lease contracts is generally not readily determinable, the Company uses its estimated incremental
borrowing rate in determining the present value of lease payments. The incremental borrowing rate is determined based on the
Company’s recent debt issuances, lease term, and the currency in which lease payments are made. The Company recognizes
lease expense on a straight-line basis over the lease term. Additionally, because the Company has elected to not separate lease
and non-lease components, variable costs also include payments to the landlord for common area maintenance, real estate taxes,
insurance, and other operating expenses.
The Company's leases have lease terms ranging from 1 to 23 years, some of which include options to extend or terminate the
lease. The exercise of lease renewal options is at the Company’s sole discretion. When deemed reasonably certain of exercise,
the renewal options are included in the determination of the lease term. The Company’s lease agreements do not contain
material residual value guarantees or any material restrictive covenants. The Company recorded a finance lease for a
manufacturing facility in Hartland, WI that has a 23 year lease term which terminates in 2035 as a result of the Dorner
acquisition. As of March 31, 2024, the Company does not have any significant additional leases that have not yet commenced.
Significant Inputs:
The following table presents the weighted average remaining lease term and discount rate as of March 31, 2024 and March 31,
2023, respectively:
March 31,
2024
2023
Weighted-average remaining lease term (in years)
Operating leases
9.16
7.97
Finance leases
11.58
12.58
Weighted-average discount rate
Operating leases
6.96 %
5.54 %
Finance leases
4.51 %
4.51 %
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
83
Amounts recognized on the financial statements
The following table illustrates the balance sheet classification for lease assets and liabilities as of March 31, 2024 and
March 31, 2023, respectively (in thousands):
March 31,
2024
2023
Operating leases:
Other assets (1)
$
65,584
$
53,551
Accrued liabilities
8,723
7,966
Other non current liabilities
60,666
46,524
Total operating liabilities
$
69,389
$
54,490
Finance leases:
Net property, plant, and equipment
$
11,596
$
12,597
Current portion of long-term debt and finance lease obligation
670
604
Term loan and finance lease obligations
12,267
12,937
Total finance liabilities
$
12,937
$
13,541
(1) Included in the operating ROU asset balance are leases held by montratec in the amount of $5,390,000 respectively, as of
March 31, 2024.
Operating lease expense of $12,550,000, $9,197,000 and $9,101,000 for the fiscal years ending March 31, 2024, 2023, and
2022, respectively, is included in Income from operations on the Consolidated Statements of Operations. Short-term lease
expense, sublease income, and variable lease expenses are not material for the fiscal year ending March 31, 2024, 2023, and
2022, respectively. Finance lease expense of $1,001,000 for both fiscal years ending March 31, 2024 and 2023, is included in
Income from operations on the Consolidated Statements of Operations, and $597,000 and $621,000 and is included in Interest
and debt expense for the fiscal years ending March 31, 2024 and 2023, on the Company's Consolidated Statements of
Operations related to the finance lease.
Other lease disclosures
Future maturities of leases as of March 31, 2024, were as follows (in thousands):
Year:
Operating Leases
Finance Leases
2025
$
12,681
1,237
2026
11,473
1,274
2027
10,959
1,312
2028
10,445
1,351
2029
7,595
1,392
Thereafter
45,627
10,265
Total undiscounted lease payments
$
98,780 $
16,831
Less: imputed interest
$
29,391 $
3,894
Present value of lease liabilities
$
69,389 $
12,937
84
Supplemental cash flow information related to leases is as follows (in thousands):
Year ended
March 31, 2024
Year ended
March 31, 2023
Year ended
March 31, 2022
Cash paid for amounts included in the measurement of
operating lease liabilities
$
9,454 $
8,872 $
9,059
Cash paid for amounts included in the measurement of
finance lease liabilities
$
1,200 $
1,166 $
1,132
ROU assets obtained in exchange for new operating lease
liabilities
$
22,506 $
31,423 $
5,364
ROU assets obtained in exchange for new finance lease
liabilities
$
— $
— $
14,582
19.
Business Segment Information
ASC Topic 280, “Segment Reporting,” establishes the standards for reporting information about operating segments in financial
statements. The Company has one operating and reportable segment for both internal and external reporting purposes.
Financial information relating to the Company’s operations by geographic area is as follows:
Year Ended March 31,
2024
2023
2022
Net sales:
United States
$
591,497
$
595,363
$
548,620
Germany
233,797
175,294
188,134
Europe, Middle East, and Africa (Excluding Germany)
112,839
97,597
108,678
Canada
21,431
18,883
16,719
Asia Pacific
17,877
16,720
17,680
Latin America
36,099
32,383
26,724
Total
$ 1,013,540
$
936,240
$
906,555
Note: Net sales to external customers are attributed to geographic areas based upon the location from which the product was
shipped from the Company to the customer.
Year Ended March 31,
2024
2023
2022
Total assets:
United States
$ 1,129,237
$ 1,127,321
$ 1,105,956
Germany
553,103
417,167
422,671
Europe, Middle East, and Africa (Excluding Germany)
90,921
81,413
85,678
Canada
9,606
12,668
15,651
Asia Pacific
14,094
16,063
18,575
Latin America
28,984
43,823
37,176
Total
$ 1,825,945
$ 1,698,455
$ 1,685,707
85
Year Ended March 31,
2024
2023
2022
Long-lived assets:
United States
$
781,232
$
791,835
$
811,276
Germany
407,136
295,233
312,288
Europe, Middle East, and Africa (Excluding Germany)
8,156
8,254
7,416
Canada
1,190
1,267
1,446
Asia Pacific
2,058
2,207
2,574
Latin America
2,591
2,730
2,563
Total
$ 1,202,363
$ 1,101,526
$ 1,137,563
Note: Long-lived assets include net property, plant, and equipment, goodwill, and other intangibles, net.
Sales by major product group are as follows:
Year Ended March 31,
2024
2023
2022
Hoists
$
494,726
$
456,300
$
432,524
High Precision Conveyors
163,462
149,586
144,587
Chain and rigging tools
74,075
76,990
83,461
Industrial cranes
39,520
38,369
43,482
Actuators and rotary unions
97,303
84,663
84,999
Digital power control and delivery systems
122,344
102,962
98,445
Elevator application drive systems
22,110
27,370
19,057
Total
$ 1,013,540
$
936,240
$
906,555
20.
Accumulated Other Comprehensive Loss
The components of accumulated other comprehensive loss is as follows:
March 31,
2024
2023
Foreign currency translation adjustment – net of tax
$
(32,785) $
(32,352)
Pension liability – net of tax
(12,924)
(13,736)
Postretirement obligations – net of tax
1,675
1,769
Split-dollar life insurance arrangements – net of tax
553
(833)
Derivatives qualifying as hedges – net of tax
3,804
7,109
Accumulated other comprehensive loss
$
(39,677) $
(38,043)
The deferred taxes related to the adjustments associated with the items included in accumulated other comprehensive loss, net
of deferred tax asset valuation allowances, were $636,000, $(6,371,000), and $(5,780,000) for fiscal 2024, 2023, and 2022
respectively. Refer to Note 17 for discussion of the deferred tax asset valuation allowance. In the period subsequent to our
initial recording of the valuation allowance in fiscal 2011, increases and decreases to both the deferred tax assets associated
with items in accumulated other comprehensive loss, and the valuation allowance, have been recorded as offsets to
comprehensive income.
As a result of the Tax Cuts and Jobs Act (the "Act"), the Company recorded as an offsetting entry a $(7,251,000) stranded tax
effect in the minimum pension liability component and a $(194,000) stranded tax effect in the split dollar life insurance
arrangement component of other comprehensive income in fiscal 2018. The stranded tax effect related to the other post
retirement obligations component was not material.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
86
As a result of the recording of a deferred tax asset valuation allowance in fiscal 2011, the Company recorded as an offsetting
entry a $7,605,000 stranded tax effect in the minimum pension liability component, $935,000 stranded tax effect in the other
post retirement obligations component and a $747,000 stranded tax effect in the split dollar life insurance arrangement
component of other comprehensive income. With the reversal of that valuation allowance in fiscal 2013, the Company recorded
the reversal of the valuation allowance as a reduction of income taxes in the consolidated statement of operations.
As a result of the recording of a deferred tax asset valuation allowance in fiscal 2005, the Company recorded as an offsetting
entry a $406,000 stranded tax effect in the minimum pension liability component of other comprehensive income. With the
reversal of that valuation allowance in fiscal 2006, the Company recorded the reversal of the valuation allowance as a reduction
of income taxes in the consolidated statement of operations.
The stranded tax effects described above are in accordance with ASC Topic 740, “Income Taxes” even though the impact of the
act and the deferred tax asset valuation allowance described above were initially established as an adjustment to comprehensive
income. This amount will remain indefinitely as a component of accumulated other comprehensive loss.
Changes in accumulated other comprehensive income by component are as follows (in thousands):
March 31, 2024
Retirement
Obligations
Foreign
Currency
Change in
Derivatives
Qualifying
as Hedges
Total
Beginning balance net of tax
$
(12,800) $
(32,352) $
7,109
(38,043)
Other comprehensive income (loss) before reclassification
(1,979)
(433)
6,907
4,495
Amounts reclassified from other comprehensive loss to net income
4,083
—
(10,212)
(6,129)
Net current period other comprehensive (loss) income
2,104
(433)
(3,305)
(1,634)
Ending balance net of tax
$
(10,696) $
(32,785) $
3,804
$
(39,677)
March 31, 2023
Retirement
Obligations
Foreign
Currency
Change in
Derivatives
Qualifying
as Hedges
Total
Beginning balance net of tax
$
(21,043) $
(28,079) $
(777)
(49,899)
Other comprehensive income (loss) before reclassification
7,755
(4,273)
12,385
15,867
Amounts reclassified from other comprehensive loss to net income
488
—
(4,499)
(4,011)
Net current period other comprehensive (loss) income
8,243
(4,273)
7,886
11,856
Ending balance net of tax
$
(12,800) $
(32,352) $
7,109
$
(38,043)
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
87
Details of amounts reclassified out of accumulated other comprehensive loss for the year ended March 31, 2024 are as follows
(in thousands):
Details of AOCL Components
Amount
reclassified
from AOCL
Affected line item on consolidated statement of
operations
Net pension amount unrecognized
$
5,344
(1)
5,344
Total before tax
(1,261) Tax benefit
$
4,083
Net of tax
Change in derivatives qualifying as hedges
$
38
Cost of products sold
(12,861) Interest expense
(663) Foreign currency
(13,486) Total before tax
3,274
Tax benefit
$
(10,212) Net of tax
(1) These accumulated other comprehensive loss components are included in the computation of net periodic pension
cost. (See Note 13 — Pensions and Other Benefit Plans for additional details.)
Details of amounts reclassified out of accumulated other comprehensive loss for the year ended March 31, 2023 are as follows
(in thousands):
Details of AOCL Components
Amount
reclassified
from AOCL
Affected line item on consolidated statement of
operations
Net pension amount unrecognized
$
652
(1)
652
Total before tax
(164) Tax benefit
$
488
Net of tax
Change in derivatives qualifying as hedges
$
267
Cost of products sold
(3,144) Interest expense
(3,096) Foreign currency
(5,973) Total before tax
1,474
Tax benefit
$
(4,499) Net of tax
(1) These accumulated other comprehensive loss components are included in the computation of net periodic pension
cost. (See Note 13 — Pensions and Other Benefit Plans for additional details.)
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
88
21.
Effects of New Accounting Pronouncements
Topics recently adopted
In December 2022, the FASB issued ASU 2022-06, "Reference Rate Reform (Topic 848): Deferral of the Sunset Date of Topic
848" from December 31, 2022 to December 31, 2024, which is superseding the date from ASU No. 2020-04, "Reference Rate
Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting." This ASU is elective and is
relief to all entities, subject to meeting certain criteria, that have contracts, hedging relationships, and other transactions that
reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. Optional expedients
are provided for contract modification accounting under topics such as debt, leases, and derivatives. The optional amendments
are effective for all entities as of any date from the beginning of an interim period that includes or is subsequent to March 12,
2020 through December 31, 2024. The Company modified its interest rate swap contracts during the quarter to transition from
LIBOR to SOFR. The adoption of this update did not have a material impact on the Company’s consolidated financial
statements.
In October 2021, the FASB issued ASU No. 2021-08, "Business Combinations (Topic 805): Accounting for Contract Assets
and Contract Liabilities from Contracts with Customers." The ASU amends ASC 805 to require acquiring entities to apply
Topic 606 to recognize and measure contract assets and contract liabilities in a business combination and is intended to improve
the accounting for acquired revenue contracts with customers in a business combination by addressing diversity in practice and
inconsistency. The ASU is effective for fiscal years beginning after December 15, 2022, including interim periods within those
years, with early adoption permitted. The amendments should be applied prospectively to business combinations occurring on
or after the effective date of the amendments. The Company adopted this standard effective April 1, 2023 and applied it in the
purchase accounting for montratec. The adoption did not have a material impact on the Company's consolidated financial
statements.
Topics Not Yet Adopted
We consider the applicability and impact of all ASUs. In December 2023, the FASB issued ASU No. 2023-09, Income Taxes
(Topic 740): Improvements to Income Tax Disclosures. The ASU is intended to provide increased transparency about income
tax information through improvements to income tax disclosures related to the rate reconciliation and income taxes paid. The
Company is currently assessing the impact this ASU will have on the footnotes of its annual financial statements.
ASUs not listed were assessed and determined to be either not applicable, or had or are expected to have an immaterial impact
on our financial statements and related disclosures.
COLUMBUS McKINNON CORPORATION
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS - (Continued)
(tabular amounts in thousands, except share data)
89
COLUMBUS McKINNON CORPORATION
SCHEDULE II—Valuation and qualifying accounts
March 31, 2024, 2023, and 2022
Dollars in thousands
Additions
Description
Balance at
Beginning
of Period
Charged
to Costs
and
Expenses
Charged
to Other
Accounts
Acquisition/
Divestiture
Deductions
Balance
at End of
Period
Year ended March 31, 2024:
Deducted from asset accounts:
Allowance for doubtful accounts
$
3,620
$
1,225
$
(3) $
64
$
1,079
(1)
$
3,827
Deferred tax asset valuation allowance
15,978
(805)
(17)
—
—
15,156
Total
$
19,598
$
420
$
(20) $
64
$
1,079
$
18,983
Reserves on balance sheet:
Accrued general and product liability costs,
net of insurance recoveries
$
12,831
$
2,226
$
— $
—
$
2,706
(2)
$
12,351
Year ended March 31, 2023:
Deducted from asset accounts:
Allowance for doubtful accounts
$
5,717
$
1,055
$
(96) $
—
$
3,056
(1)
$
3,620
Deferred tax asset valuation allowance
16,147
77
(246)
—
—
15,978
Total
$
21,864
$
1,132
$
(342) $
—
$
3,056
$
19,598
Reserves on balance sheet:
Accrued general and product liability costs,
net of insurance recoveries
$
13,414
$
3,025
$
— $
—
$
3,608
(2)
$
12,831
Year ended March 31, 2022:
Deducted from asset accounts:
Allowance for doubtful accounts
$
5,686
$
1,929
$
(170) $
227
$
1,955
(1)
$
5,717
Deferred tax asset valuation allowance
15,103
242
255
547
—
16,147
Total
$
20,789
$
2,171
$
85 $
774
$
1,955
$
21,864
Reserves on balance sheet:
Accrued general and product liability costs,
net of insurance recoveries
$
13,175
$
6,648
$
— $
—
$
6,409
(2)
$
13,414
_________________
(1) Uncollectible accounts written off, net of recoveries
(2) Insurance claims and expenses paid
90
Item 9.
Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
None.
Item 9A.
Controls and Procedures
Management’s Evaluation of Disclosure Controls and Procedures
As of March 31, 2024, an evaluation was performed under the supervision and with the participation of our management,
including the Chief Executive Officer (our principal executive officer) and Chief Financial Officer (our principal financial
officer), of the effectiveness of the design and operation of our disclosure controls and procedures (as defined in Rules
13a-15(e) and 15d-15(e) of the Exchange Act). Based on that evaluation, our Chief Executive Officer and Chief Financial
Officer concluded that our disclosure controls and procedures were effective as of March 31, 2024 to ensure that information
required to be disclosed in our reports that we file or submit under the Exchange Act is accumulated and communicated to our
management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions
regarding required disclosure.
Management’s Report on Internal Control Over Financial Reporting
Our 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). Under the supervision and with the participation of our management,
including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our
internal control over financial reporting based on the framework in Internal Control--Integrated Framework issued by the
Committee of Sponsoring Organizations of the Treadway Commission (2013 framework) (COSO). Based on that evaluation,
our management concluded that our internal control over financial reporting was effective as of March 31, 2024.
The effectiveness of the Company’s internal control over financial reporting as of March 31, 2024 has been audited by Ernst &
Young LLP, an independent registered public accounting firm, as stated in their report which is included herein.
The Company acquired 100% of the outstanding common shares of montratec GmbH ("montratec") on May 31, 2023.
montratec was excluded from management’s annual report on internal control over financial reporting as of March 31, 2024.
The results of montratec are included in the Company's fiscal 2024 consolidated financial statements and constituted
$135,256,000 of total assets as of March 31, 2024, and $30,055,000 of net sales for the fiscal year then ended. montratec did
not materially contribute to net income for fiscal 2024.
Our management, including the Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure
controls or our internal control over financial reporting will prevent or detect all error and all fraud. A control system, no matter
how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will
be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must
be considered relative to their costs. Further, because of the inherent limitations in all control systems, no evaluation of controls
can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of
fraud, if any, have been detected. These inherent limitations include the realities that judgments in decision-making can be
faulty and that breakdowns can occur because of simple error or mistake. Controls can also be circumvented by the individual
acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system
of controls is based in part on certain assumptions about the likelihood of future events, and there can be no assurance that any
design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls
effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in
conditions or deterioration in the degree of compliance with policies or procedures.
Changes in Internal Control over Financial Reporting
There have been no changes in internal control over financial reporting during the three months ended March 31, 2024 that
have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
91
Report of Independent Registered Public Accounting Firm
To the Shareholders and the Board of Directors of Columbus McKinnon Corporation
Opinion on Internal Control over Financial Reporting
We have audited Columbus McKinnon Corporation’s internal control over financial reporting as of March 31, 2024, based on
criteria established in Internal Control—Integrated Framework issued by the Committee of Sponsoring Organizations of the
Treadway Commission (2013 framework) (the COSO criteria). In our opinion, Columbus McKinnon Corporation (the
Company) maintained, in all material respects, effective internal control over financial reporting as of March 31, 2024, based on
the COSO criteria.
As indicated in the accompanying Management’s Report on Internal Control Over Financial Reporting, management’s
assessment of and conclusion on the effectiveness of internal control over financial reporting did not include the internal
controls of montratec GmbH, which is included in the 2024 consolidated financial statements of the Company and constituted
8% and 13% of total and net assets, respectively, as of March 31, 2024, and 3% and 0% of revenues and net income,
respectively, for the year then ended. Our audit of internal control over financial reporting of the Company also did not include
an evaluation of the internal control over financial reporting of montratec GmbH.
We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States)
(PCAOB), the consolidated balance sheets as of March 31, 2024 and 2023, the related consolidated statements of operations,
comprehensive income, shareholders' equity and cash flows for each of the three years in the period ended March 31, 2024, and
the related notes and financial statement schedule listed in the Index at Item 15(2) and our report dated May 29, 2024 expressed
an unqualified opinion thereon.
Basis for Opinion
The Company’s management is responsible for maintaining effective internal control over financial reporting and for its
assessment of the effectiveness of internal control over financial reporting included in the 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 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 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.
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 (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and
dispositions of the assets of the company; (2) 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 (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 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/ Ernst & Young LLP
Charlotte, North Carolina
May 29, 2024
92
Item 9B.
Other Information
During the quarter ended March 31, 2024, no director or officer of the Company adopted or terminated a “Rule 10b5-1 trading
arrangement” or “non-Rule 10b5-1 trading arrangement,” as each term is defined in Item 408(a) of Regulation S-K.
Item 9C.
Disclosures Regarding Foreign Jurisdictions that Prevent Inspections
None.
PART III
Item 10.
Directors, Executive Officers and Corporate Governance
The information required by this item is incorporated herein by reference to the sections entitled "Election of Directors," "Our
Executive Officers" and "Corporate Governance Policy" in our 2024 Proxy Statement.
The charters of our Audit Committee, Compensation and Succession Committee, and Governance and Nomination Committee
are available on our website at www.cmco.com and are available to any shareholder upon request to the Corporate Secretary.
The information on the Company's website is not incorporated by reference into this Form 10-K.
We have adopted a code of ethics that applies to all of our employees, including our principal executive officer, principal
financial officer and principal accounting officer, as well as our directors.
Our code of ethics, the Columbus McKinnon
Corporation Legal Compliance & Business Ethics Manual, is available on our website at www.cmco.com. We intend to
disclose any amendment to, or waiver from, the code of ethics that applies to our principal executive officer, principal financial
officer or principal accounting officer otherwise required to be disclosed under Item 5.05 of Form 8-K by posting such
amendment or waiver, as applicable, on our website.
Item 11.
Executive Compensation
The information required by this item is incorporated herein by reference to the sections entitled "Director Compensation,"
"Compensation of Executive Officers" and "Compensation Discussion and Analysis" in our 2024 Proxy Statement.
Item 12.
Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
The information required by this item is incorporated herein by reference to the sections entitled "Security Ownership of
Management and Certain Beneficial Owners" and "Compensation Discussion and Analysis — Equity Compensation Plan
Information" in our 2024 Proxy Statement.
Item 13.
Certain Relationships and Related Transactions, and Director Independence
The information required by this item is incorporated herein by reference to the sections entitled "Certain Relationships and
Related Party Transactions" and "Corporate Governance Policy — Board of Directors Independence" in our 2024 Proxy
Statement.
Item 14.
Principal Accountant Fees and Services
The information required by this item is incorporated herein by reference to the section entitled "Principal Accountant Fees and
Services" in our 2024 Proxy Statement.
93
PART IV
Item 15.
Exhibit and Financial Statement Schedules
(1)
Financial Statements:
The following consolidated financial statements of Columbus McKinnon Corporation are included in Item 8, Financial
Statements and Supplementary Data, of this form 10-K:
Reference
Page
No.
Report of Independent Registered Public Accounting Firm (PCAOB ID: 42)
36
Consolidated Balance Sheets - March 31, 2024 and 2023
39
Consolidated Statements of Operations – Years ended March 31, 2024, 2023, and 2022
40
Consolidated Statements of Comprehensive Income – Years ended March 31, 2024, 2023, and 2022
41
Consolidated Statements of Shareholders’ Equity – Years ended March 31, 2024, 2023, and 2022
42
Consolidated Statements of Cash Flows – Years ended March 31, 2024, 2023, and 2022
43
Notes to consolidated financial statements
44
(2) Financial Statement Schedule:
Page
No.
Schedule II - Valuation and qualifying accounts
90
All other schedules for which provision is made in the applicable accounting regulation of the SEC are not required under
the related instructions or are inapplicable and therefore have been omitted.
(3)
Exhibits:
Exhibit
Number
Exhibit
2.1
Agreement and Plan of Merger among Columbus McKinnon Corporation, Dorner Merger Sub Inc., Precision Blocker, Inc.,
and Precision TopCo LP (as representative of the company equityholders) (incorporated by reference to Exhibit 10.1 to the
Company’s Current Report on Form 8-K dated March 1, 2021).
2.2
Stock Purchase Agreement, dated November 3, 2021, among Columbus McKinnon Corporation, Garvey Corporation,
William J. Garvey, The Mark Garvey Residuary Trust and Thomas G. Garvey III (incorporated by reference to Exhibit 2.1 to
the Company’s Current Report on Form 8-K dated November 4, 2021).
2.3
Share Purchase Agreement, dated April 25, 2023, by and between Columbus McKinnon EMEA GmbH, as purchaser and
montratec Holding S.a.r.l, as seller (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K
dated April 26, 2023).
3.1
Restated Certificate of Incorporation of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Current
Report on Form 8-K dated October 21, 2022).
3.2
Amended and Restated Bylaws of the Company (incorporated by reference to Exhibit 3.1 to the Company’s Current Report on
Form 8-K dated July 11, 2023).
4.1
Specimen common share certificate (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement No.
33-80687 on Form S-1 dated December 21, 1995).
4.2
Description of Securities of Columbus McKinnon Corporation registered under Section 12 of the Securities Exchange Act of
1934, as amended (incorporated by reference to Exhibit 4.2 to the Company's Annual Report on Form 10-K for the fiscal year
ended March 31, 2023).
94
#10.1
Columbus McKinnon Corporation Personal Retirement Account Plan Trust Agreement, dated April 1, 1987 (incorporated by
reference to Exhibit 10.25 to the Company’s Registration Statement No. 33-80687 on Form S-1 dated December 21, 1995).
#10.2
Form of Change in Control Agreement as entered into between Columbus McKinnon Corporation and certain of its executive
officers (incorporated by reference to Exhibit 10.2 to the Company’s Annual Report on Form 10-K for the fiscal year ended
March 31, 2021).
#10.3
Form of Omnibus Code Section 409A Compliance Policy as entered into between Columbus McKinnon Corporation and
certain of its executive officers. (incorporated by reference to Appendix to the definitive Proxy Statement for the Annual
Meeting of Stockholders of Columbus McKinnon Corporation held on July 31, 2006).
#10.4
Columbus McKinnon Corporation Employee Stock Ownership Plan, restated effective as of April 1, 2015, as amended by
Amendment No. 1 thereto effective as of April 15, 2015 (incorporated by reference to Exhibit 10.4 to the Company’s Annual
Report on Form 10-K for the fiscal year ended March 31, 2021).
#10.5
Columbus McKinnon Corporation Deferred Compensation Plan Adoption Agreement, effective as of January 1, 2013
(incorporated by reference to Exhibit 10.5 to the Company’s Annual Report on Form 10-K for the fiscal year ended March 31,
2021).
#10.6
Amendment No. 1, dated as of January 9, 2018, to the Columbus McKinnon Corporation Deferred Compensation Plan
Adoption Agreement (incorporated by reference to Exhibit 10.6 to the Company’s Annual Report on Form 10-K for the fiscal
year ended March 31, 2021).
#10.7
Amendment No. 2, dated as of August 23, 2018, to the Columbus McKinnon Corporation Deferred Compensation Plan
Adoption Agreement (incorporated by reference to Exhibit 10.7 to the Company’s Annual Report on Form 10-K for the fiscal
year ended March 31, 2021).
#10.8
Columbus McKinnon Corporation 2010 Long Term Incentive Plan, effective July 26, 2010 (incorporated by reference to
Exhibit 4.1 to the Company’s Registration Statement on Form S-8 filed on August 12, 2010).
#10.9
The 2014 Stock Incentive Plan of Magnetek, Inc. (incorporated by reference to Exhibit 10.1 to the Company’s Current Report
on Form 8-K dated September 16, 2015).
#10.10
Columbus McKinnon Corporation 2016 Long Term Incentive Plan, as amended and restated effective June 5, 2019
(incorporated by reference to Appendix A to the Company’s definitive Proxy Statement for the Annual Meeting of
Shareholders held on July 22, 2019).
#10.11
Amendment No. 1 to the Columbus McKinnon Corporation 2016 Long Term Incentive Plan, as amended and restated
effective June 5, 2019 (incorporated by reference to Exhibit 10.2 to the Company’s Quarterly Report on Form 10-Q for the
quarterly period ended September 30, 2021).
#10.12
Form of Time-Based Restricted Stock Unit Award Agreement for the Columbus McKinnon Corporation 2016 Long Term
Incentive Plan (incorporated by reference to Exhibit 10.11 to the Company’s Annual Report on Form 10-K for the fiscal year
ended March 31, 2021).
#10.13
Form of Nonqualified Stock Option Award Agreement for the Columbus McKinnon Corporation 2016 Long Term Incentive
Plan (incorporated by reference to Exhibit 10.12 to the Company’s Annual Report on Form 10-K for the fiscal year ended
March 31, 2021).
#10.14
Form of Performance Stock Unit Award Agreement for the Columbus McKinnon Corporation 2016 Long Term Incentive
Plan (incorporated by reference to Exhibit 10.13 to the Company’s Annual Report on Form 10-K for the fiscal year ended
March 31, 2021).
#10.15
Employment agreement effective May 11, 2020, by and between Columbus McKinnon Corporation and David J. Wilson
(incorporated by reference to Exhibit 10.1 of the Company’s Current Report on Form 8-K dated May 11, 2020).
#10.16
Change in Control Agreement effective May 11, 2020, by and between Columbus McKinnon Corporation and David J.
Wilson (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K dated May 11, 2020).
#10.17
Employment Agreement Amendment effective June 1, 2020, by and between Columbus McKinnon Corporation and David J.
Wilson (incorporated by reference to Exhibit 10.2 of the Company’s Current Report on Form 8-K dated June 3, 2020).
10.18
Amended and Restated Credit Agreement, dated May 14, 2021, by and among Columbus McKinnon Corporation and the
other parties thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on Form 8-K dated May 14,
2021).
10.19
First Amendment, dated as of November 30, 2021, to the Amended and Restated Credit Agreement, between Columbus
McKinnon Corporation and JPMorgan Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit
10.19 to the Company's Annual Report on Form 10-K for the fiscal year ended March 31, 2023).
10.20
LIBOR Transition Amendment, dated as of May 8, 2023, to the Amended and Restated Credit Agreement, among Columbus
McKinnon Corporation, Columbus McKinnon EMEA GmbH, each other guarantor party thereto, and JPMorgan Chase Bank,
N.A., as Administrative Agent (incorporated by reference to Exhibit 10.20 to the Company's Annual Report on Form 10-K for
the fiscal year ended March 31, 2023).
95
10.21
Second Amendment, dated as of May 18, 2023, to the Amended and Restated Credit Agreement, among Columbus McKinnon
Corporation, JPMorgan Chase Bank, N.A., as Administrative Agent, Second Amendment Revolving Lender, Swingline
Lender and Issuing Lender, and the lenders and agents party thereto (incorporated by reference to Exhibit 10.1 to the
Company’s Current Report on Form 8-K dated May 18, 2023).
10.22
Third Amendment, dated as of June 26, 2023, to the Amended and Restated Credit Agreement, by and among Columbus
McKinnon Corporation, Columbus McKinnon EMEA GmbH, the lenders from time to time party thereto and JPMorgan
Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.4 to the Company’s Current Report on
Form 8-K dated June 26, 2023).
10.23
Fourth Amendment, dated as of March 18, 2024, to the Amended and Restated Credit Agreement, by and among Columbus
McKinnon Corporation, Columbus McKinnon EMEA GmbH, the lenders from time to time party thereto and JPMorgan
Chase Bank, N.A., as Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on
Form 8-K dated March 19, 2024).
10.24
Credit and Security Agreement, dated as of June 20, 2023, by and among Columbus McKinnon Corporation, as Master
Servicer, Columbus McKinnon FinCo, LLC, as Borrower, Wells Fargo Bank, National Association, as Administrative Agent
and the lenders from time to time party thereto (incorporated by reference to Exhibit 10.1 to the Company’s Current Report on
Form 8-K dated June 26, 2023).
10.25
First Amendment to Credit and Security Agreement, dated as of September 20, 2023, by and among Columbus McKinnon
FinCo, LLC as Borrower, Columbus McKinnon Corporation as Master Servicer and Performance Guarantor, and Wells Fargo
Bank, National Association as Lender and Administrative Agent (incorporated by reference to Exhibit 10.1 to the Company’s
Quarterly Report on Form 10-Q for the quarterly period ended September 30, 2023).
10.26
Receivables Sale Agreement, dated as of June 20, 2023, by and among Columbus McKinnon Corporation, as Master Servicer,
Columbus McKinnon FinCo, LLC, as Buyer and the Originators party thereto (incorporated by reference to Exhibit 10.2 to
the Company’s Current Report on Form 8-K dated June 26, 2023).
10.27
Performance Undertaking, dated as of June 20, 2023, by Columbus McKinnon Corporation, as Performance Guarantor, in
favor of Wells Fargo Bank, National Association, as Administrative Agent (incorporated by reference to Exhibit 10.3 to the
Company’s Current Report on Form 8-K dated June 26, 2023).
#10.28
Retirement Agreement, dated as of April 11, 2022, by and between the Company and Kurt Wozniak (incorporated by
reference to Exhibit 10.1 to the Company’s Quarterly Report on Form 10-Q for the quarterly period ended June 30, 2022).
*19.1
CMCO Insider Trading Policy.
*19.2
CMCO Insider Blackout Policy.
*19.3
CMCO -10b5-1 Policy.
*21.1
Subsidiaries of the Registrant.
*23.1
Consent of Independent Registered Public Accounting Firm.
*31.1
Certification of the principal executive officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as
amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
*31.2
Certification of the principal financial officer pursuant to Rule 13a-14(a) of the Securities Exchange Act of 1934, as amended,
as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
**32.1
Certification of the principal executive officer and the principal financial officer pursuant to Rule 13a-14(b) of the Securities
Exchange Act of 1934, as amended, and 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.
*97
Clawback Policy.
*101
The financial statements from the Company’s Annual Report on Form 10-K for the twelve months ended March 31, 2023
formatted in iXBRL
*101.INS
XBRL Instance Document
*101.SCH
XBRL Taxonomy Extension Schema Document
*101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document
*101.DEF
XBRL Taxonomy Extension Definition Linkbase Document
*101.LAB
XBRL Taxonomy Extension Label Linkbase Document
*101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document
*104
Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document)
96
*
Filed herewith
** Furnished herewith
#
Indicates a Management contract or compensation plan or arrangement
Item 16.
Form 10-K Summary
None.
97
SIGNATURES
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.
Date: May 29, 2024
COLUMBUS McKINNON CORPORATION
By:
/s/ David J. Wilson
David J. Wilson
Chief Executive Officer
(Principal Executive Officer)
98
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.
Signature
Title
Date
/s/ David J. Wilson
President, Chief Executive Officer and Director
(Principal Executive Officer)
May 29, 2024
David J. Wilson
/s/ Gregory P. Rustowicz
Executive Vice President - Finance and Chief
Financial Officer
(Principal Financial Officer and Principal
Accounting Officer)
May 29, 2024
Gregory P. Rustowicz
/s/ Gerald G. Colella
Chair of the Board of Directors
May 29, 2024
Gerald G. Colella
/s/ Chad R. Abraham
Director
May 29, 2024
Chad R. Abraham
/s/ Aziz S. Aghili
Director
May 29, 2024
Aziz S. Aghili
/s/ Jeanne Beliveau-Dunn
Director
May 29, 2024
Jeanne Beliveau-Dunn
/s/ Michael Dastoor
Director
May 29, 2024
Michael Dastoor
/s/ Kathryn V. Roedel
Director
May 29, 2024
Kathryn V. Roedel
/s/ Chris J. Stephens Jr.
Director
May 29, 2024
Chris J. Stephens Jr.
/s/ Rebecca Yeung
Director
May 29, 2024
Rebecca Yeung
99
Exhibit 21.1
COLUMBUS McKINNON CORPORATION
SUBSIDIARIES
(as of March 31, 2024)
CM Insurance Company, Inc. (US-NY)
Magnetek, Inc. (US-DE)
Magnetek National Electric Coil, Inc. (US-DE)
CMCO Acquisition, LLC (US-DE)
Dorner Mfg. Corp. (US-DE)
Dorner Latin America S. de R.L. de C.V. (Mexico)
Dorner Sdn. (Malaysia)
Dorner Conveyors Ltd. (Canada)
Garvey Corporation (US-NJ)
Columbus McKinnon FinCo, LLC (US-DE)
Yale Industrial Products, Inc. (US-DE)
Columbus McKinnon Hungary Finance Kft. (Hungary)
Columbus McKinnon Hungary Holdings Kft. (Hungary)
Columbus McKinnon Dutch Holdings 3 B.V. (The Netherlands)
Morris Middle East, Ltd. (Cayman Islands)
Eastern Morris Cranes Company Limited (49% Investment) (Saudi Arabia)
Columbus McKinnon Limited (Canada)
Columbus McKinnon Asia Pacific Pte. Ltd. (Singapore)
Columbus McKinnon (Shanghai) International Trading Co. LTD (China)
Columbus McKinnon Asia Pacific Ltd. (Hong Kong)
Columbus McKinnon Industrial Products Co. Ltd. (China)
STAHL Cranesystems Shanghai Co. Ltd. (China)
STAHL Cranesystems India Private Ltd. (49% Investment) (India)
Columbus McKinnon EMEA GmbH (Germany)
Columbus McKinnon Industrial Products GmbH (Germany)
Columbus McKinnon Corporation Ltd. (England)
Magnetek (UK) Limited (England)
Stahl Cranesystems Ltd. (England)
Columbus McKinnon France S.a.r.l. (France)
Société d’Exploitation des Raccords Gautier (France)
Columbus McKinnon Italia S.r.l. (Italy)
Columbus McKinnon Ibérica S.L.U. (Spain)
Columbus McKinnon Benelux, B.V. (The Netherlands)
CMCO Material Handling (Pty), Ltd. (South Africa)
Yale Lifting Solutions (Pty.) Ltd. (South Africa)
Columbus McKinnon Austria GmbH (Austria)
Columbus McKinnon Hebetechnik GmbH (Austria)
Columbus McKinnon Hungary Kft. (Hungary)
Columbus McKinnon Russia LLC (Russia)
Columbus McKinnon Polska Sp.z.o.o (Poland)
Columbus McKinnon Switzerland AG (Switzerland)
Columbus McKinnon Ireland, DAC (Ireland)
Ferromet al Limitada (Portugal)
Stahl Cranesystems GmbH (Germany)
STAHL Cranesystems FZE (UAE)
Columbus McKinnon Engineered Products GmbH (Germany)
STAHL Cranesystems India Private Ltd. (51% Investment) (India)
Dorner Sarl (France)
montratec GmbH (Germany)
montratec AG (Switzerland)
Columbus McKinnon Latin America B.V. (The Netherlands)
Columbus McKinnon de Mexico, S.A. de C.V. (Mexico)
Columbus McKinnon de Uruguay, S.A. (Uruguay)
Columbus McKinnon do Brazil Ltda. (Brazil)
Columbus McKinnon de Panama S.A. (Panama)
Exhibit 23.1
Consent of Independent Registered Public Accounting Firm
We consent to the incorporation by reference in the following Registration Statements:
(1) Registration Statement (Form S-8 No. 333-168777) pertaining to the Columbus McKinnon Corporation 2010 Long Term
Incentive Plan;
(2) Registration Statement (Form S-8 No. 333-207165) pertaining to the 2014 Incentive Plan of Magnetek, Inc.;
(3) Registration Statement (Form S-8 No. 333-212865) pertaining to the Columbus McKinnon Corporation 2016 Long Term
Incentive Plan; and
(4) Registration Statement (Form S-3 ASR No. 333-272873) of Columbus McKinnon Corporation, and
of our reports dated May 29, 2024, with respect to the consolidated financial statements and schedule of Columbus McKinnon
Corporation and the effectiveness of internal control over financial reporting of Columbus McKinnon Corporation included in
this Annual Report (Form 10-K) of Columbus McKinnon Corporation for the year ended March 31, 2024.
/s/ Ernst & Young LLP
Charlotte, North Carolina
May 29, 2024
EXHIBIT 31.1
CERTIFICATION
I, David J. Wilson, certify that:
1.
I have reviewed this report on Form 10-K of Columbus McKinnon Corporation;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material
fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present
in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the
periods presented in this report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting
(as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the period
in which this report is being prepared;
b.
designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, 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;
c.
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report
our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation; and
d.
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred
during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual
report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control
over financial reporting; and
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control
over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or
persons performing the equivalent functions):
a.
all significant deficiencies and material weaknesses in the design or operation of internal control over
financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process,
summarize and report financial information; and
b.
any fraud, whether or not material, that involves management or other employees who have a significant role
in the registrant’s internal control over financial reporting.
Date: May 29, 2024
/s/ David J. Wilson
David J. Wilson
Chief Executive Officer
(Principal Executive Officer)
Exhibit 31.2
CERTIFICATION
I, Gregory P. Rustowicz, certify that:
1.
I have reviewed this report on Form 10-K of Columbus McKinnon Corporation;
2.
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material
fact necessary to make the statements made, in light of the circumstances under which such statements were made, not
misleading with respect to the period covered by this report;
3.
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present
in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the
periods presented in this report;
4.
The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and
procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting
(as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.
designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be
designed under our supervision, to ensure that material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those entities, particularly during the period
in which this report is being prepared;
b.
designed such internal control over financial reporting, or caused such internal control over financial
reporting to be designed under our supervision, 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;
c.
evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report
our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period
covered by this report based on such evaluation; and
d.
disclosed in this report any change in the registrant’s internal control over financial reporting that occurred
during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual
report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control
over financial reporting; and
5.
The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control
over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or
persons performing the equivalent functions):
a.
all significant deficiencies and material weaknesses in the design or operation of internal control over
financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process,
summarize and report financial information; and
b.
any fraud, whether or not material, that involves management or other employees who have a significant role
in the registrant’s internal control over financial reporting.
Date: May 29, 2024
/s/ Gregory P. Rustowicz
Gregory P. Rustowicz
Executive Vice President - Finance and Chief Financial
Officer
(Principal Financial Officer)
Exhibit 32.1
CERTIFICATION
Each of the undersigned hereby certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of
the Sarbanes-Oxley Act of 2002, that the Annual Report of Columbus McKinnon Corporation (the "Company") on Form 10-K
for the year ended March 31, 2024, fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange
Act of 1934 and that information contained in the such Annual Report on Form 10-K fairly presents, in all
material respects, the financial condition and result of operations of the Company.
A signed original of this written statement required by Section 906 has been provided to the Company and will be
retained by the Company and furnished to the Securities and Exchange Commission or its staff upon request.
Dated: May 29, 2024
/s/ David J. Wilson
David J. Wilson
Chief Executive Officer
(Principal Executive Officer)
/s/ Gregory P. Rustowicz
Gregory P. Rustowicz
Executive Vice President - Finance and Chief Financial
Officer
(Principal Financial Officer)
Reconciliation of Non-GAAP Measures
The following information provides definitions and reconciliations of the non-GAAP financial measures presented
in this Annual Report to the most directly comparable financial measures calculated and presented in
accordance with generally accepted accounting principles (GAAP). The Company has provided this non-GAAP
financial information, which is not calculated or presented in accordance with GAAP, as information
supplemental and in addition to the financial measures presented in this Annual Report that are calculated and
presented in accordance with GAAP. Such non-GAAP financial measures should not be considered superior to,
as a substitute for or alternative to, and should be considered in conjunction with, the GAAP financial measures
presented in this Annual Report. The non-GAAP financial measures in this Annual Report may differ from
similarly titled measures used by other companies.
• Free Cash Flow and Free Cash Flow Conversion
• Adjusted Gross Profit and Adjusted Gross Margin
• Adjusted Operating Income and Adjusted Operating Margin
• Adjusted Net Income and Adjusted EPS
• Adjusted EBITDA and Adjusted EBITDA Margin
• Net Debt and Net Leverage Ratio
Forward-Looking Non-GAAP Measures:
The Company has not reconciled Net Leverage Ratio guidance as of the end of fiscal 2025 to the most
comparable GAAP financial measure because it is not possible to do so without unreasonable efforts due to the
uncertainty and potential variability of reconciling items, which are dependent on future events and often outside
of management’s control and which could be significant. Because such items cannot be reasonably predicted
with the level of precision required, we are unable to provide guidance for the comparable GAAP financial
measures. Forward-looking guidance regarding Net Leverage Ratio for is made in a manner consistent with the
relevant definitions and assumptions noted herein.
Free Cash Flow and Free Cash Flow Conversion:
Free Cash Flow is defined as net cash provided by (used for) operating activities, less capital expenditures. Free
Cash Flow Conversion is defined as Free Cash Flow divided by net income. Free Cash Flow and Free Cash Flow
Conversion are not measures determined in accordance with GAAP and may not be comparable with the measures
as defined or used by other companies. Nevertheless, the Company believes that providing non-GAAP financial
measures, such as Free Cash Flow and Free Cash Flow Conversion, is important for investors and other readers of
the Company’s financial statements and assists in understanding the comparison of the current periods’ Free Cash
Flow and Free Cash Flow Conversion to Free Cash Flow and Free Cash Flow Conversion for historical periods.
i
2024 Annual Report
($ in thousands)
Fiscal Year Ended March 31
2021
2022
2023
2024
Net cash provided by operating activities
$
‹8,8‹0
$
48,88ı
$
83,636
$
67,ı‹8
Capital expenditures
(ı2,300)
(ı3,ı04)
(ı2,632)
(24,8ı3)
Free Cash Flow (FCF)
$
86,5‹0
$
35,777
$
7ı,004
$
42,385
Net income
$
‹,ı06
$
2‹,660
$
48,42‹
$
46,625
Free Cash Flow Conversion
‹5ı%
ı2ı%
ı47%
‹ı%
2024 Annual Report
ii
Non-GAAP Reconciliations
Adjusted Gross Profit and Adjusted Gross Margin:
Adjusted Gross Profit is defined as gross profit as reported, adjusted for certain items. Adjusted Gross Margin is
defined as Adjusted Gross Profit divided by net sales. Adjusted Gross Profit and Adjusted Gross Margin are not
measures determined in accordance with GAAP and may not be comparable with Adjusted Gross Profit and
Adjusted Gross Profit Margin as used by other companies. Nevertheless, Columbus McKinnon believes that
providing non-GAAP financial measures, such as Adjusted Gross Profit and Adjusted Gross Profit Margin, are
important for investors and other readers of the Company’s financial statements and assists in understanding
the comparison of the current year’s gross profit and gross profit margin to the historical periods’ gross profit
and gross margin, as well as facilitates a more meaningful comparison of the Company’s gross profit and gross
profit margin to that of other companies.
($ in thousands)
Fiscal Year Ended March 31
2021
2022
2023
2024
Gross profit
$
220,225
$
3ı5,730
$
342,0‹‹
$
374,838
Add back (deduct):
Product liability settlement
—
2,850
—
—
Acquisition amortization of backlog
—
2,ı00
—
—
Acquisition inventory step-up expense
—
5,042
—
—
Business realignment costs
830
ı,606
—
346
Acquisition deal and integration costs
—
52ı
—
—
Factory and warehouse consolidation
2,67ı
—
—
262
Monterrey, MX new factory start-up costs
—
—
—
2,‹87
Gain on sale of building
(2,ı8‹)
—
—
—
Adjusted Gross Profit
$
22ı,537
$
327,84‹
$
342,0‹‹
$
378,433
Net sales
$
64‹,642
$
‹06,555
$
‹36,240
$
ı,0ı3,540
Add back:
Acquisition amortization of backlog
—
2,ı00
—
—
Adjusted Net Sales
$
64‹,642
$
‹08,655
$
‹36,240
$
ı,0ı3,540
Gross margin
33.‹%
34.8%
36.5%
37.0%
Adjusted Gross Margin
34.ı%
36.ı%
36.5%
37.3%
Reconciliation of Non-GAAP Measures
iii
2024 Annual Report
Adjusted Operating Income and Adjusted Operating Margin:
Adjusted Operating Income is defined as income from operations as reported, adjusted for certain items.
Adjusted Operating Margin is defined as Adjusted Operating Income divided by net sales. Adjusted Operating
Income and Adjusted Operating Margin are not measures determined in accordance with GAAP and may not
be comparable with Adjusted Operating Income and Adjusted Operating Margin as used by other companies.
Nevertheless, Columbus McKinnon believes that providing non-GAAP financial measures, such as Adjusted
Operating Income and Adjusted Operating Margin, are important for investors and other readers of the
Company’s financial statements and assists in understanding the comparison of the current year's income from
operations and operating margin to the historical periods' income from operations and operating margin, as well
as facilitates a more meaningful comparison of the Company’s income from operations and operating margin to
that of other companies.
($ in thousands)
Fiscal Year Ended March 31
2021
2022
2023
2024
Income from operations
$
42,255
$
73,78ı
$
‹7,84ı
$
ı07,ı48
Add back (deduct):
Acquisition deal and integration costs
3,‹5ı
ı0,473
6ı6
3,2ıı
Acquisition inventory step-up expense
—
5,042
—
—
Business realignment costs
ı,470
3,‹02
5,ı40
ı,867
Garvey contingent consideration
—
—
ı,230
—
Product liability settlement
—
2,850
—
—
Headquarter relocation costs
—
—
‹‹6
2,05‹
Acquisition amortization of backlog
—
2,ı00
—
—
Factory and warehouse consolidation
3,778
—
—
744
Monterrey, MX new factory start-up costs
—
—
—
4,48‹
Insurance recovery legal costs
22‹
—
—
—
Gain on sale of building
(2,638)
—
—
—
Cost of debt repricing
—
—
—
ı,ı‹0
Adjusted Operating Income
$
4‹,045
$
‹8,ı48
$
ı05,823
$
ı20,708
Net sales
$
64‹,642
$
‹06,555
$
‹36,240
$
ı,0ı3,540
Add back:
Acquisition amortization of backlog
—
2,ı00
—
—
Adjusted Net Sales
$
64‹,642
$
‹08,655
$
‹36,240
$
ı,0ı3,540
Operating margin
6.5%
8.ı%
ı0.5%
ı0.6%
Adjusted Operating Margin
7.5%
ı0.8%
ıı.3%
ıı.‹%
2024 Annual Report
iv
Non-GAAP Reconciliations
Adjusted Net Income and Adjusted EPS:
Adjusted Net Income and Adjusted EPS are defined as net income and diluted EPS as reported, adjusted for
certain items, including amortization of intangibles, and also adjusted for a normalized tax rate. Adjusted Net
Income and Adjusted EPS are not measures determined in accordance with GAAP and may not be comparable
with the measures used by other companies. Nevertheless, Columbus McKinnon believes that providing non-
GAAP financial measures, such as Adjusted Net Income and Adjusted EPS, are important for investors and
other readers of the Company’s financial statements and assists in understanding the comparison of the current
year's net income and diluted EPS to the historical periods' net income and diluted EPS, as well as facilitates a
more meaningful comparison of the Company’s net income and diluted EPS to that of other companies. The
Company believes that presenting Adjusted EPS provides a better understanding of its earnings power
inclusive of adjusting for the non-cash amortization of intangible assets, reflecting the Company’s strategy to
grow through acquisitions as well as organically.
($ in thousands, except per share data)
Fiscal Year Ended March 31
2021
2022
2023
2024
Net income
$
‹,ı06
$
2‹,660
$
48,42‹
$
46,625
Add back (deduct):
Amortization of intangibles
ı2,623
25,283
26,00ı
2‹,3‹6
Acquisition, deal and integration costs
3,‹5ı
ı0,473
6ı6
3,2ıı
Business realignment costs
ı,470
3,‹02
5,ı40
ı,867
Product liability settlement
—
2,850
—
—
Acquisition inventory step-up expense
—
5,042
—
—
Acquisition amortization of backlog
—
2,ı00
—
—
Garvey contingent consideration
—
—
ı,230
—
Headquarter relocation costs
—
—
‹‹6
2,05‹
Factory and warehouse consolidation
3,778
—
—
744
Monterrey, MX new factory start-up costs
—
—
—
4,48‹
Cost of debt refinancing and repricing
—
ı4,803
—
ı,ı‹0
Non-cash pension settlement expense
ı‹,046
—
—
4,‹84
Tax indemnification payment owed
—
—
—
ı,ı‹2
Insurance recovery legal costs
22‹
—
—
—
Gain on sale of building
(2,638)
—
—
—
Normalize tax rate to 25%ı
(‹,708)
(ı3,852)
2,ı85
(ı2,763)
Adjusted Net Income
$
37,857
$
80,26ı
$
84,5‹7
$
82,‹‹4
Average diluted shares outstanding
24,ı73
28,40ı
28,8ı8
2‹,026
Diluted income per share
$
0.38
$
ı.04
$
ı.68
$
ı.6ı
Adjusted Diluted EPS
$
ı.57
$
2.83
$
2.‹4
$
2.86
ı Applies a normalized tax rate of 25% in fiscal 2024 and 22% in fiscal 2022 and fiscal 2023 to GAAP pre-tax income and non-GAAP adjustments
above, which are each pre-tax.
Reconciliation of Non-GAAP Measures
v
2024 Annual Report
Adjusted EBITDA and Adjusted EBITDA Margin:
Adjusted EBITDA is defined as net income before interest expense, income taxes, depreciation, amortization
and other adjustments. Adjusted EBITDA Margin is defined as Adjusted EBITDA divided by net sales. Adjusted
EBITDA and Adjusted EBITDA Margin are not measures determined in accordance with GAAP and may not be
comparable with Adjusted EBITDA and Adjusted EBITDA Margin as used by other companies. Nevertheless,
Columbus McKinnon believes that providing non-GAAP financial measures, such as Adjusted EBITDA and
Adjusted EBITDA Margin, are important for investors and other readers of the Company’s financial statements.
($ in thousands)
Fiscal Year Ended March 31
2021
2022
2023
2024
Net income
$
‹,ı06
$
2‹,660
$
48,42‹
$
46,625
Add back (deduct):
Income tax expense (benefit)
‹70
8,786
26,046
ı4,‹02
Interest and debt expense
ı2,08ı
20,ı26
27,‹42
37,‹57
Investment (income) loss
(ı,6‹3)
(46)
(3ı5)
(ı,75‹)
Foreign currency exchange (gain) loss
‹4ı
ı,574
(2,ı8‹)
ı,826
Other (income) expense, net
20,850
(ı,ı22)
(2,072)
7,5‹7
Depreciation and amortization expense
28,ı53
4ı,‹24
4ı,‹47
45,‹45
Acquisition deal and integration costs
3,‹5ı
ı0,473
6ı6
3,2ıı
Acquisition inventory step-up expense
—
5,042
—
—
Product liability settlement
—
2,850
—
—
Business realignment costs
ı,470
3,‹02
5,ı40
ı,867
Factory and warehouse consolidation
3,778
—
—
744
Headquarter relocation costs
—
—
‹‹6
2,05‹
Garvey contingent consideration
—
—
ı,230
—
Acquisition amortization of backlog
—
2,ı00
—
—
Insurance settlement
22‹
—
—
—
Gain on sale of building
(2,638)
—
—
—
Monterrey, MX new factory start-up costs
—
—
—
4,48‹
Cost of debt repricing and refinancing
—
ı4,803
—
ı,ı‹0
Adjusted EBITDA
$
77,ı‹8
$
ı40,072
$
ı47,770
$
ı66,653
Sales
$
64‹,642
$
‹06,555
$
‹36,240
$
ı,0ı3,540
Add back:
Acquisition amortization of backlog
—
2,ı00
—
—
Adjusted Net Sales
$
64‹,642
$
‹08,655
$
‹36,240
$
ı,0ı3,540
Net income margin
ı.4%
3.3%
5.2%
4.6%
Adjusted EBITDA Margin
ıı.‹%
ı5.4%
ı5.8%
ı6.4%
2024 Annual Report
vi
Non-GAAP Reconciliations
Net Debt and Net Leverage Ratio:
Net Debt is defined in the credit agreement as total debt plus standby letters of credit, net of cash and cash
equivalents. Net Leverage Ratio is defined as Net Debt divided by the Credit Agreement Adjusted EBITDA.
Credit Agreement Adjusted EBITDA is defined as net income before interest expense, income taxes,
depreciation, amortization and other adjustments. Net Debt, Net Leverage Ratio and Credit Agreement
Adjusted EBITDA are not measures determined in accordance with GAAP and may not be comparable with the
measures as used by other companies. Nevertheless, the Company believes that providing non-GAAP financial
measures, such as Net Debt, Net Leverage Ratio and Credit Agreement Adjusted are important for investors
and other readers of the Company’s financial statements.
ı EBITDA is normalized to include a full year of the acquired entity and assumes that deal related synergies are achieved for montratec in fiscal
year 2024.
2 During the quarter ending December 3ı, 2023, certain employees in one of the Company's U.S. pension plans accepted an offer to settle their
pension obligation with a lump sum payment. These lump sum settlements are one of the steps the Company is taking to terminate the plan by
transferring the liabilities to a third-party.
3 The Company’s credit agreement definition of Adjusted EBITDA excludes certain acquisition deal and integration costs and business realignment
costs that are incurred up to two years after the close of an acquisition.
($ in thousands)
Fiscal Year Ended March 31
2023
2024
Net income
$
48,42‹
$
46,625
Add back (deduct):
Annualize EBITDA for montratecı
—
ı,33ı
Annualize synergies for montratecı
—
73
Income tax expense (benefit)
26,046
ı4,‹02
Interest and debt expense
27,‹42
37,‹57
Non-Cash loss related to asset retirement
ı75
—
Gain on Sale of Facility
(232)
—
Non-Cash Pension Settlement2
—
4,‹84
Amortization of deferred financing costs
ı,72ı
2,34‹
Stock Compensation Expense
ı0,425
ı2,03‹
Garvey contingent consideration
ı,230
—
Depreciation and amortization expense
4ı,‹47
45,‹45
Acquisition deal and integration costs
6ı6
3,2ıı
Excluded deal and integration costs3
—
—
Acquisition inventory set-up expense
—
—
Acquisition amortization of backlog
—
—
Business realignment costs
5,ı40
ı,867
Excluded business realignment costs3
—
—
Factory and warehouse consolidation
—
744
Headquarter relocation costs
‹‹6
2,05‹
Cost of debt refinancing
—
ı,ı‹0
Monterrey, MX new factory start-up costs
—
4,48‹
Credit Agreement Adjusted EBITDA
$
ı64,435
$
ı7‹,765
Total debt
47ı,5‹2
530,236
Standby letters of credit
ı4,‹2ı
ı5,368
Cash and cash equivalents
(ı33,ı76)
(ıı4,ı26)
Net Debt
$
353,337
$
43ı,478
Net Leverage Ratio
2.ı5x
2.40x
ı Audit Committee
2 Human Capital, Compensation and Succession Committee
3 Corporate Governance and Nomination Committee
* Chairperson
Executive Officers
David J. Wilson
President … Chief Executive Officer
Gregory P. Rustowicz
Executive Vice President-Finance … Chief Financial
Officer
Bert A. Brant
Sr. Vice President, Global Operations
Appal S. K. Chintapalli
President of EMEA … APAC
Alan S. Korman
Sr. Vice President, General Counsel, Corporate
Development … Secretary
Mark R. Paradowski
Sr. Vice President Information Systems
… Chief Digital Officer
Mario Y. Ramos
Sr. Vice President, Global Product Development
… Marketing
Terry J. Schadeberg
President of the Americas
Adrienne M. Williams
Sr. Vice President … Chief Human Resources Officer
Board of Directors
Gerald G. Colella, Board Chair
MKS Instruments (Nasdaq: MKSI)
David J. Wilson
Columbus McKinnon
Chad R. Abraham 1
Piper Sandler (NYSE: PIPR)
Aziz S. Aghili 2,3*
Dana Holding Corporation (NYSE:DAN), announced
retirement
Jeanne Beliveau-Dunn 2*,3
Claridad LLC
Michael Dastoor 1*
Jabil, Inc. (NYSE: JBL)
Kathryn V. Roedel, Lead Director 2,3
Sleep Number Corporation (Nasdaq: SCSS), retired
Chris J. Stephens Jr. 1,2
Sealed Air (NYSE: SEE), retired
Rebecca Yeung 3
FedEx Corporation (NYSE: FDX)
Shareholder and Corporate
Information
Common Stock
Columbus McKinnon’s common stock is traded on
Nasdaq under the symbol CMCO. As of May 28,
2024, there were 330 shareholders of record and
28,858,688 total shares of common stock
outstanding.
Annual Meeting of Shareholders
July 22, 2024
ı0:00 a.m. Eastern Time
Virtual meeting at:
www.proxydocs.com/CMCO
Transfer Agent
Please direct questions about lost certificates,
change of address and consolidation of accounts to
the Company’s transfer agent and registrar:
Equiniti Trust Company, LLC
55 Challenger Road, Floor 2
Ridgefield Park, NJ 07660
800-‹37-544‹
7ı8-‹2ı-8ı24
helpAST@equiniti.com
https://equiniti.com/us/ast-access/individuals
Corporate Headquarters
Columbus McKinnon Corporation
ı3320 Ballantyne Corporate Place
Charlotte, NC 28277
www.cmco.com
Investor Relations
Gregory P. Rustowicz
Executive Vice President … Chief Financial Officer
7ı6-68‹-5442
Greg.Rustowicz@cmco.com
Kristine C. Moser
VP, Investor Relations … Treasurer
704-322-2488
Kristy.Moser@cmco.com
Independent Auditors
Ernst … Young LLP
Seneca One
ı West Seneca Street
Buffalo, NY ı4203