The Manitowoc Company, Inc. Announces Plan for Reverse Stock Split
15 September 2017 - 6:25AM
Business Wire
The Manitowoc Company, Inc. (NYSE: MTW), a leading global
manufacturer of cranes and lifting solutions, announced today that
it plans to undertake a reverse stock split of Manitowoc’s common
stock at a ratio of 1-for-4 and a reduction in the number of
authorized shares of its common stock from 300,000,000 shares to
75,000,000 shares.
The reverse stock split will reduce the number of shares of
Manitowoc’s common stock outstanding and is expected to increase
the per share trading price of the common stock, which may improve
marketability and facilitate its trading.
When the reverse stock split becomes effective, each four shares
of Manitowoc’s common stock will automatically be changed into one
share of common stock. Manitowoc does not anticipate issuing
fractional shares as a result of the reverse stock split;
shareholders entitled to receive fractional shares as a result of
the reverse stock split will receive cash payments in lieu of such
shares.
The reverse stock split will not change the proportionate equity
interests or voting rights of holders of common stock, subject to
the treatment of fractional shares. Manitowoc will hold a special
meeting of shareholders in the fourth quarter of 2017 to seek
approval of a proposal to authorize the reverse stock split and
authorized share reduction. The affirmative vote of the holders of
two-thirds of the shares entitled to vote at the special meeting is
required to adopt and approve such proposal. Holders of record of
Manitowoc’s common stock as of the close of business on September
29, 2017, will be entitled to notice of and to vote at the special
meeting. Manitowoc has filed a preliminary proxy statement
regarding the special meeting with the U.S. Securities and Exchange
Commission (the “SEC”).
The reverse stock split is subject to market and other customary
conditions, including shareholder approval. Manitowoc reserves the
right, at its sole discretion, to abandon the reverse stock split
and authorized share reduction at any time prior to filing the
applicable articles of amendment with the Wisconsin Department of
Financial Institutions.
About The Manitowoc Company, Inc.
Founded in 1902, The Manitowoc Company, Inc. is a leading global
manufacturer of cranes and lifting solutions with manufacturing,
distribution, and service facilities in 20 countries. Manitowoc is
recognized as one of the premier innovators and providers of
crawler cranes, tower cranes, and mobile cranes for the heavy
construction industry, which are complemented by a slate of
industry-leading aftermarket product support services. In 2016,
Manitowoc’s net sales totaled $1.6 billion, with over half
generated outside the United States.
Important Information about the Reverse Stock Split
Proposal
This communication may be deemed to be solicitation material in
connection with the proposal to be submitted to Manitowoc’s
shareholders at its special meeting seeking approval to effect a
reverse stock split and a reduction in the number of authorized
shares of its common stock (the “Reverse Split Proposal”). In
connection with the Reverse Split Proposal, Manitowoc has filed a
preliminary proxy statement on Schedule 14A with the SEC.
Shareholders are urged to read the preliminary proxy statement and
all other relevant documents filed with the SEC when they become
available, including the definitive proxy statement, because they
will contain important information about the Reverse Split
Proposal.
Shareholders will be able to obtain the documents when available
free of charge at the SEC’s website, www.sec.gov. In addition,
shareholders may obtain free copies of the documents filed with the
SEC when available at Manitowoc’s website, www.manitowoc.com.
Information contained on such websites or that can be accessed
through such websites does not constitute a part of this press
release.
Participants in the Solicitation
Manitowoc and its directors and executive officers may be deemed
to be participants in the solicitation of proxies from Manitowoc’
shareholders in respect to the Reverse Split Proposal. Information
about the directors and executive officers of Manitowoc is set
forth in Manitowoc’s preliminary proxy statement, which was filed
with the SEC on September 14, 2017. Investors may obtain additional
information regarding the interests of Manitowoc and its directors
and executive officers in the Reverse Split Proposal by reading the
preliminary proxy statement and, when it becomes available, the
definitive proxy statement relating to the special meeting.
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 uncertainties
because they relate to events and depend on circumstances that will
occur in the future. There are a number of factors 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:
- the possibility that shareholder
approval for the amendment to effect the reverse stock split and
the authorized share reduction will not be obtained;
- the possibility that the reverse stock
split and the authorized share reduction may not have its intended
effects;
- the possibility that factors unrelated
to the reverse stock split and the authorized share reduction may
impact the per share trading price of Manitowoc’s common stock;
and
- risks and other factors cited in
Manitowoc’s filings with the United States Securities and Exchange
Commission.
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 Securities and Exchange
Commission, including but not limited to its Annual Report on Form
10-K for the fiscal year ended December 31, 2016.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20170914006400/en/
The Manitowoc Company, Inc.Ion M. WarnerVP, Marketing and
Investor Relations717-593-5266
Manitowoc (NYSE:MTW)
Historical Stock Chart
From Apr 2024 to May 2024
Manitowoc (NYSE:MTW)
Historical Stock Chart
From May 2023 to May 2024