The Manitowoc Company, Inc. Board of Directors Formally Approves Separation of Manitowoc Foodservice & Distribution Date; For...
11 Febbraio 2016 - 11:04PM
Business Wire
The Manitowoc Company, Inc. (NYSE: MTW) (“Manitowoc”) announced
today that its board of directors (the “Board”) has approved the
separation of its Foodservice segment, which will be spun off as
Manitowoc Foodservice, Inc. (“Manitowoc Foodservice”), through a
pro rata distribution of all the shares of the common stock of
Manitowoc Foodservice to Manitowoc shareholders.
Manitowoc also announced today that the Registration Statement
on Form 10 filed by Manitowoc Foodservice has been declared
effective by the Securities and Exchange Commission, available at
www.manitowoc.com. The Registration Statement on Form 10 includes
information regarding the business and spin-off of Manitowoc
Foodservice. The Board has set a record date of February 22, 2016
and a distribution date of March 4, 2016.
“With the operational preparation complete, the Board of
Directors' authorization of the spin of Manitowoc Foodservice marks
the final phase of a year-long process to create two,
industry-leading, public companies. Both Cranes and Foodservice are
well positioned for sustainable, long-term growth and value
creation, and this separation will facilitate each to capitalize on
the opportunities in their respective markets,” commented Kenneth
W. Krueger, Manitowoc’s chairman and interim chief executive
officer.
For each share of Manitowoc common stock held as of the close of
business on the record date, Manitowoc shareholders will receive
one share of Manitowoc Foodservice common stock. No fractional
shares of Manitowoc Foodservice will be issued. Shareholders will
receive cash in lieu of fractional shares.
There is no current market for Manitowoc Foodservice common
stock. The New York Stock Exchange (“NYSE”) has advised that
beginning on February 18, 2016, Manitowoc Foodservice will begin
trading on a “when-issued” basis under the symbol MFS-WI.
When-issued trading will continue until the distribution is
complete.
Starting February 18, 2016, Manitowoc common stock is expected
to trade on the NYSE in both “regular way” (“MTW”) and
“Ex-Distribution” markets (“MTW-WI”). Shares trading under MTW will
carry the right to receive shares of Manitowoc Foodservice common
stock. Shares trading under “MTW-WI” will not carry the right to
receive shares of Manitowoc Foodservice common stock as part of the
distribution. If shares of Manitowoc common stock are sold in the
“regular-way” market on or after February 18, 2016, but before the
distribution date, the shareholder is selling the right to receive
shares of Manitowoc Foodservice common stock as part of the
distribution. Manitowoc shareholders are encouraged to consult with
their financial advisors regarding the specific consequences of
selling Manitowoc common stock on or before March 3, 2016.
After the distribution, Manitowoc Foodservice will be an
independent company and its stock will begin regular way trading
under the ticker symbol MFS on the NYSE on March 4, 2016.
Additionally, The Manitowoc Company, Inc. will be a dedicated crane
company, and will continue to trade on the NYSE under the ticker
symbol MTW.
The distribution of Manitowoc Foodservice common stock will
complete the separation of Manitowoc Foodservice from Manitowoc.
After the distribution, Manitowoc Foodservice will be an
independent, publicly-owned company, and Manitowoc will not own any
shares of Manitowoc Foodservice common stock.
The distribution of Manitowoc Foodservice common stock is
subject to the conditions set forth in the Master Separation and
Distribution Agreement to be entered into between Manitowoc and
Manitowoc Foodservice, filed as an exhibit to Manitowoc
Foodservice’s Registration Statement on Form 10, including the
receipt of an opinion of counsel as to the tax-free nature of the
transaction.
No action is required by Manitowoc’s shareholders in order to
receive shares of Manitowoc Foodservice common stock in the
distribution.
About The Manitowoc Company, Inc.
Founded in 1902, The Manitowoc Company, Inc. is a multi-industry
capital goods manufacturer with 80 manufacturing, distribution and
service facilities in 25 countries. Manitowoc is recognized
globally as one of the premier innovators and providers of crawler
cranes, tower cranes, and mobile cranes for the heavy construction
industry. Manitowoc is also one of the world’s leading innovators
and manufacturers of commercial foodservice equipment, which
includes 23 market-leading brands of hot- and cold-focused
equipment. In addition, both segments are complemented by a slate
of industry-leading product support services. In 2015, Manitowoc’s
revenues totaled $3.4 billion, with approximately half of these
revenues generated outside the United States.
Forward-Looking Statements
This press release includes “forward-looking statements”
intended to qualify for the safe harbor from liability under the
Private Securities Litigation Reform Act of 1995. Any statements
contained in this press release that are not historical facts are
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements are
based on the current expectations of the management of Manitowoc
and are subject to uncertainty and changes in circumstances.
Forward-looking statements include, without limitation, statements
typically containing words such as “intends,” “expects,”
“anticipates,” “targets,” “estimates,” and words of similar import.
By their nature, forward-looking statements are not guarantees of
future performance or results and involve risks and uncertainty
that could cause actual results and developments to differ
materially from those expressed or implied by such forward-looking
statements. Factors that could cause actual results and
developments to differ materially include, among others:
- possible negative effects on
Manitowoc's business operations, assets or financial results as a
result of the Spin-Off;
- capitalization of the two independent
companies;
- unanticipated changes in revenues,
margins, costs and capital expenditures;
- the ability to significantly improve
profitability;
- the ability to increase operational
efficiencies across each of Manitowoc’s business segments and to
capitalize on those efficiencies;
- realization of anticipated earnings
enhancements, cost savings, strategic options and other synergies,
and the anticipated timing to realize those savings, synergies and
options; and
- risks and other factors cited in
Manitowoc's filings with the United States Securities and Exchange
Commission (the “SEC”).
Manitowoc undertakes no obligation to update or revise
forward-looking statements, whether as a result of new information,
future events or otherwise. Forward-looking statements only speak
as of the date on which they are made. Information on the potential
factors that could affect Manitowoc's actual results of operations
is included in its filings with the SEC, including but not limited
to its Annual Report on Form 10-K for the fiscal year ended
December 31, 2014.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20160211006507/en/
The Manitowoc Company, Inc.Carl J. Laurino, 920-652-1720Senior
Vice President & Chief Financial Officer
Grafico Azioni Manitowoc (NYSE:MTW)
Storico
Da Giu 2024 a Lug 2024
Grafico Azioni Manitowoc (NYSE:MTW)
Storico
Da Lug 2023 a Lug 2024