11 unchanged sentences
OTHER INFORMATION
+Added: DISCLOSURE REGARDING FOREIGN JURISDICTIONS THAT PREVENT INSPECTIONS
+Added: Not applicable.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
2 unchanged sentences
The Company has adopted a code of ethics applicable to all Company personnel, including the principal executive officer, principal financial officer, principal accounting officer and controller, or other persons performing similar functions.
−Removed: The code of ethics, entitled the “Code of Corporate Conduct,” is posted on the Company's website at www.hyster-yale.com under “Corporate Governance.” Amendments and waivers of the Company's Code of Corporate Conduct for directors or executive officers of the Company, if any, will be disclosed on the Company's website or on a current report on Form 8-K.
+Added: The code of ethics, entitled the “Code of Corporate Conduct,” is posted on the Company's website at www.hyster-yale.com under
+Added: “Corporate Governance.” Amendments and waivers of the Company's Code of Corporate Conduct for directors or executive officers of the Company, if any, will be disclosed on the Company's website or on a current report on Form 8-K.
EXECUTIVE COMPENSATION
19 unchanged sentences
(a) (1) The response to Item 15(a)(1) is set forth beginning at page F-1 of this Annual Report on Form 10-K.
−Removed: (a) (2) The response to Item 15(a)(2) is set forth beginning at page F-41 of this Annual Report on Form 10-K.
(a) (3) Listing of Exhibits — See the exhibit index beginning at page 32 of this Annual Report on Form 10-K.
46 unchanged sentences
9 to the Statement on Schedule 13D, filed by the reporting persons named therein on February 12, 2021, Commission File Number 005-38001.
+Added: 10.13 Eleventh Amendment to Stockholders' Agreement, dated as of December 7, 2021, by and among the Depository, Hyster-Yale Materials Handling, Inc., the new Participating Stockholders identified on the signature pages thereto and the Participating Stockholders under the Stockholders' Agreement, dated as of September 28, 2012, as amended, by and among the Depository, Hyster-Yale Materials Handling, Inc.
+Added: and the Participating Stockholders is incorporated by reference to Exhibit 4.15 to the Company's Registration Statement on Form S-8, dated February 1, 2022, Commission File Number 333-262448.
10.14* The Hyster-Yale Group, Inc.
3 unchanged sentences
Executive Excess Retirement Plan (As Amended and Restated as of January 1, 2016) is incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, dated April 30, 2020, Commission File Number 000-54799.
−Removed: 10.15* Hyster-Yale Hyster-Yale Materials Handling, Inc.
+Added: 10.16* Hyster-Yale Materials Handling, Inc.
2020 Long-Term Equity Incentive Plan, is incorporated by reference to Appendix A to the Company's Definitive Proxy Statement on Form DEF 14A, filed by the Company on March 31, 2020, Commission File Number 000-54799.
13 unchanged sentences
and Subsidiaries Director Fee Policy (Amended Effective as of January 1, 2020) is incorporated by reference to Exhibit 10.18 to the Company's Annual Report on Form 10-K, filed by the Company on February 25, 2020, Commission File Number 000-54799.
+Added: 10.22* Hyster-Yale Materials Handling, Inc.
+Added: and Subsidiaries Director Fee Policy (Amended Effective as of January 1, 2021) is incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed by the Company on May 4, 2021, Commission File Number 000-54799.
+Added: 10.23* Hyster-Yale Materials Handling, Inc.
+Added: and Subsidiaries Director Fee Policy (Amended Effective as of July 1, 2021) is incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed by the Company on November 2, 2021, Commission File Number 000-54799.
10.24* The Hyster-Yale Group, Inc.
7 unchanged sentences
Excess Retirement Plan (As Amended and Restated as of January 1, 2016) is incorporated by reference to Exhibit 10.24 to the Company's Annual Report on Form 10-K, filed by the Company on February 26, 2019, Commission File Number 000-54799.
+Added: 10.28* Amendment No.
+Added: 2 to the Hyster-Yale Group, Inc.
+Added: Executive Excess Retirement Plan (As Amended and Restated as of January 1, 2016) is incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, dated January 21, 2021, Commission File Number 000-54799.
10.29 Equity joint venture contract, dated November 27, 1997, between Shanghai Perfect Jinqiao United Development Company Ltd., People’s Republic of China, NACCO Materials Handling Group, Inc., USA, and Sumitomo-Yale Company Ltd., Japan is incorporated by reference to Exhibit 10.3 to NMHG Holding Co.’s Registration Statement on Form S-4, dated May 28, 2002, Commission File Number 333-89248.
10 unchanged sentences
is incorporated by reference to Exhibit 10.4 to the Company's Quarterly Report on Form 10-Q for the quarter ended September 30, 2018, Commission File Number 000-54799.
−Removed: 10.31 Loan, Security and Guaranty Agreement dated as of April 28, 2016 among Hyster-Yale Materials Handling, Inc.
−Removed: and Hyster-Yale Group, Inc., as U.S.
−Removed: Borrowers, Hyster-Yale Nederland B.V., Hyster-Yale International B.V., Hyster-Yale Holding B.V.
−Removed: and Hyster-Yale Capital Holding B.V., as Dutch Borrowers, Hyster-Yale UK Limited and Hyster-Yale Capital UK Limited, as UK Borrowers, any other Borrowers party thereto from time to time and certain Persons party thereto from time to time as Guarantors, certain financial institutions, as Lenders, Bank of America, N.A., as Administrative Agent and Security Trustee, Merrill Lynch, Pierce, Fenner & Smith Incorporated and CitiGroup Global Markets Inc., as Joint Lead Arrangers and Joint Book Managers, and CitiBank, N.A., as Syndication Agent is incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K, dated April 28, 2016, Commission File Number 000-54799.
−Removed: 10.32 First Amendment to Amended and Restated Loan, Security and Guaranty Agreement dated as of May 30, 2017 among Hyster-Yale Materials Handling, Inc.
−Removed: and Hyster-Yale Group, Inc., as U.S.
−Removed: Borrowers, Hyster-Yale Nederland B.V., Hyster-Yale International B.V., Hyster-Yale Holding B.V.
−Removed: and Bolzoni Capital Holding B.V., as Dutch Borrowers, Hyster-Yale UK Limited and Bolzoni Capital UK Limited, as UK Borrowers, any other Borrowers party thereto from time to time and certain Persons party thereto from time to time as Guarantors, certain financial institutions, as Lenders, Bank of America, N.A., as Administrative Agent and Security Trustee is incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, Commission File Number 000-54799.
−Removed: 10.33 Second Amendment to Amended and Restated Loan, Security and Guaranty Agreement, dated as of March 14, 2018, among Hyster-Yale Materials Handling, Inc.
+Added: 10.35 Second Amended and Restated Loan, Security and Guaranty Agreement, dated as of June 24, 2021, among Hyster-Yale Materials Handling, Inc., Bolzoni Auramo, Inc.
and Hyster-Yale Group, Inc., as U.S.
−Removed: Borrowers, Hyster-Yale Nederland B.V., Hyster-Yale International B.V., Hyster-Yale Holding B.V.
−Removed: and Bolzoni Capital Holding B.V., as Dutch Borrowers, Hyster-Yale UK Limited and Bolzoni Capital UK Limited, as UK Borrowers, any other Borrowers party thereto from time to time and certain Persons party thereto from time to time as Guarantors, certain financial institutions, as Lenders, Bank of America, N.A., as Administrative Agent and Security Trustee is incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, Commission File Number 000-54799.
−Removed: 10.34 Third Amendment to Amended and Restated Loan, Security and Guaranty Agreement, dated as of April 3, 2019, among Hyster-Yale Materials Handling, Inc., Hyster-Yale Group, Inc., and Bolzoni Auramo, Inc.
−Removed: Borrowers, Hyster-Yale Nederland B.V., Hyster-Yale International B.V., Hyster-Yale Holding B.V.
−Removed: and Bolzoni Capital Holding B.V., as Dutch Borrowers, Hyster-Yale UK Limited and Bolzoni Capital UK Limited, as UK Borrowers, any other Borrowers party thereto from time to time and certain Persons party thereto from time to time as Guarantors, certain financial institutions, as Lenders, Bank of America, N.A., as Administrative Agent and Security Trustee is incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2019, Commission File Number 000-54799.
−Removed: 10.35 Fourth Amendment to Amended and Restated Loan, Security and Guaranty Agreement, dated as of June 16, 2020, among Hyster-Yale Materials Handling, Inc., Hyster-Yale Group, Inc., and Bolzoni Auramo, Inc.
−Removed: Borrowers, Hyster-Yale Nederland B.V., Hyster-Yale International B.V., Hyster-Yale Holding B.V.
−Removed: and Bolzoni Capital Holding B.V., as Dutch Borrowers, Hyster-Yale UK Limited and Bolzoni Capital UK Limited, as UK Borrowers, any other Borrowers party thereto from time to time and certain Persons party thereto from time to time as Guarantors, certain financial institutions, as Lenders, Bank of America, N.A., as Administrative Agent and Security Trustee is incorporated by reference to Exhibit 10.
−Removed: 2 to the Company's Quarterly Report on Form 10-Q, filed by the Company on August 4, 2020, Commission File Number 000-54799.
−Removed: 10.36 Term Loan Credit Agreement dated as of May 30, 2017 among Hyster-Yale Group, Inc.
−Removed: as the Borrower, Hyster-Yale Materials Handling, Inc., Bank of America, N.A., as Administrative Agent is incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended June 30, 2017, Commission File Number 000-54799.
−Removed: 10.37 First Amendment to Term Loan Credit Agreement, dated as of March 14, 2018, by and among Hyster-Yale Group, Inc., as the Borrower, Hyster-Yale Materials Handling, Inc.
−Removed: and Bank of America, N.A., as Administrative Agent is incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q for the quarter ended March 31, 2018, Commission File Number 000-54799.
+Added: Borrowers, Hyster-Yale Nederland B.V., as a Dutch Borrower, Hyster-Yale UK Limited, as a UK Borrower, any other Borrowers party thereto from time to time and certain Persons party thereto from time to time as Guarantors, certain financial institutions, as Lenders, Bank of America, N.A., as Administrative Agent and Security Trustee, BOFA Securities, Inc.
+Added: and CitiBank, N.A., as Joint Lead Arrangers and Joint Book Managers and CitiBank, N.A., as Syndication Agent is incorporated by reference to Exhibit 10.2 to the Company's Quarterly Report on Form 10-Q, filed by the Company on August 3, 2021, Commission File Number 000-54799.
+Added: 10.36 Amended and Restated Term Loan Credit Agreement, dated as of May 28, 2021, among Hyster-Yale Group, Inc., as the Borrower, Hyster-Yale Materials Handling, Inc., as Holdings, Bank of America, N.A., as Administrative Agent, and the Other Lenders party thereto is incorporated by reference to Exhibit 10.1 to the Company's Quarterly Report on Form 10-Q, filed by the Company on August 3, 2021, Commission File Number 000-54799.
10.37 Equity Transfer Agreement, dated December 6, 2017, by and between KNSN Pipe & Pile Company Limited and Hyster-Yale Acquisition Holding LTD Regarding Zhejiang Maximal Forklift Co., LTD.
is incorporated by reference to Exhibit 10.57 to the Company's Annual Report on Form 10-K, filed by the Company on February 27, 2018, Commission File Number 000-54799.
+Added: 10.38 Equity Transfer Agreement between Y-C HongKong Holding Co., Limited and Hyster-Yale Acquisition Holding LTD regarding Hyster-Yale Maximal Forklift (Zhejiang) Co., Ltd.
+Added: dated May 26, 2021 is incorporated by reference to Exhibit 10.
+Added: 3 to the Company's Quarterly Report on Form 10-Q, filed by the Company on August 3 , 2021, Commission File Number 000-54799.
(21) Subsidiaries.
43 unchanged sentences
/s/ Kenneth C.
−Removed: Senior Vice President and Chief Financial Officer (principal financial and accounting officer)
+Added: Senior Vice President and Chief Financial Officer (principal financial officer)
February 28, 2022
3 unchanged sentences
/s/ Kenneth C.
−Removed: Schilling Senior Vice President and Chief Financial Officer (principal financial and accounting officer) February 24, 2021
+Added: Schilling Senior Vice President and Chief Financial Officer (principal financial officer) February 28, 2022
+Added: /s/ Jennifer M.
+Added: Langer Vice President, Controller and Chief Accounting Officer (principal accounting officer) February 28, 2022
Bemowski Director February 28, 2022
16 unchanged sentences
ANNUAL REPORT ON FORM 10-K
−Removed: ITEM 8, ITEM 15(a)(1) AND (2)
+Added: ITEM 8 AND ITEM 15(a)(1)
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
−Removed: LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE
−Removed: FINANCIAL STATEMENTS
−Removed: FINANCIAL STATEMENT SCHEDULE
+Added: LIST OF FINANCIAL STATEMENTS
YEAR ENDED DECEMBER 31, 2021
1 unchanged sentence
CLEVELAND, OHIO
−Removed: ITEM 15(a)(1) AND (2)
+Added: ITEM 15(a)(1)
HYSTER-YALE MATERIALS HANDLING, INC.
AND SUBSIDIARIES
−Removed: LIST OF FINANCIAL STATEMENTS AND FINANCIAL STATEMENT SCHEDULE
+Added: LIST OF FINANCIAL STATEMENTS
The following consolidated financial statements of Hyster-Yale Materials Handling, Inc.
8 unchanged sentences
Notes to Consolidated Financial Statements.
−Removed: The following consolidated financial statement schedule of Hyster-Yale Materials Handling, Inc.
−Removed: and Subsidiaries are included in Item 15(a):
−Removed: Schedule II — Valuation and Qualifying Accounts
−Removed: 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.
+Added: All 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.
+Added: Ernst & Young LLP [PCAOB ID:
Report of Independent Registered Public Accounting Firm
2 unchanged sentences
We have audited the accompanying consolidated balance sheets of Hyster-Yale Materials Handling, Inc.
−Removed: and Subsidiaries (“the Company”) as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income (loss), cash flows and equity for each of the three years in the period ended December 31, 2020, and the related notes and financial statement schedule listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”).
+Added: and Subsidiaries (“the Company”) as of December 31, 2021 and 2020, the related consolidated statements of operations, comprehensive income (loss), cash flows and equity for each of the three years in the period ended December 31, 2021, and the related notes listed in the Index at Item 15(a) (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 December 31, 2021 and 2020, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2021, in conformity with U.S.
14 unchanged sentences
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that:
−Removed: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.
−Removed: The communication of the critical audit matter 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 matter below, providing a separate opinion on the critical audit matter or on the account or disclosure to which it relates.
+Added: (1) relate to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective or complex judgments.
+Added: The communication of the critical audit matter 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 matter below, providing a separate opinion on the
+Added: critical audit matter or on the account or disclosure to which it relates.
Valuation of Goodwill
1 unchanged sentence
As discussed in Note 12, Goodwill and Intangible Assets, to the consolidated financial statements, the Company evaluates the carrying amount of goodwill for impairment annually as of May 1st and between annual evaluations if changes in circumstances or the occurrence of certain events indicate potential impairment.
−Removed: The Company applied a quantitative assessment for all material reporting units in fiscal 2020.
+Added: The Company applied a quantitative assessment for all material reporting units in fiscal 2021 as of its annual May 1st evaluation, as well as when interim indicators of impairment were identified.
As part of the quantitative approach, the Company estimates the fair value of the reporting unit using a discounted cash flow approach from the perspective of a market participant.
Significant estimates within the discounted cash flow analysis include cash flow forecasts, the discount rate and the terminal business value.
−Removed: Auditing management’s annual goodwill impairment assessment relating to goodwill amounts was complex and highly judgmental due to the significant estimation required to determine the fair value of the reporting units.
+Added: Auditing management’s annual and interim goodwill impairment assessments was complex and highly judgmental due to the significant estimation required to determine the fair value of the reporting units.
In particular, the fair value estimate was sensitive to significant assumptions, such as changes in the discount rate applied, revenue growth rates, including the terminal growth rate, and operating margins, which are affected by expectations about future market or economic conditions.
−Removed: How We Addressed the Matter in Our Audit We obtained an understanding and evaluated the design and tested the operating effectiveness of controls over the Company’s goodwill impairment process, including controls over the forecasts used in the analysis, whereby the Company develops significant assumptions that are used as inputs to the annual goodwill impairment test.
−Removed: This included controls over management's review of the valuation model and the significant assumptions (e.g., revenue, operating margin and terminal growth rate) used to develop the prospective financial information.
−Removed: To test the implied fair value of the Company’s reporting units, we performed audit procedures that included, among others, assessing use of the discounted cash flow methodology and directly testing the significant assumptions and the underlying data used by the Company in its analysis, including assessing the completeness and accuracy of such underlying data.
+Added: How We Addressed the Matter in Our Audit We obtained an understanding and evaluated the design and tested the operating effectiveness of controls over the Company’s goodwill impairment and forecasting process whereby the Company develops significant assumptions that are used as inputs to the annual and interim goodwill impairment tests.
+Added: This included controls over management's review of the valuation model and the significant assumptions (e.g., revenue, operating margin and terminal growth rate) used to develop the prospective financial information (PFI).
+Added: To test the implied fair value of the Company’s reporting units, we performed audit procedures that included, among others, assessing use of the discounted cash flow methodology and directly testing the significant assumptions and the underlying data used by the Company in its analyses, including assessing the completeness and accuracy of such underlying data.
We utilized internal valuation specialists in assessing the fair value methodologies applied and evaluating the reasonableness of the discount rate selected by management.
13 unchanged sentences
In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2021, based on the COSO criteria.
−Removed: We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2020 and 2019, the related consolidated statements of operations, comprehensive income (loss), cash flows and equity for each of the three years in the period ended December 31, 2020 and the related notes and financial statement schedule listed in the Index at Item 15(a) and our report dated February 24, 2021 expressed an unqualified opinion thereon.
+Added: We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2021 and 2020, the related consolidated statements of operations, comprehensive income (loss), cash flows and equity for each of the three years in the period ended December 31, 2021 and the related notes listed in the Index at Item 15(a) and our report dated February 28, 2022 expressed an unqualified opinion thereon.
Basis for Opinion
15 unchanged sentences
/s/ Ernst & Young LLP
−Removed: Cleveland, Ohio
+Added: Cleveland, OH
February 28, 2022
10 unchanged sentences
Selling, general and administrative expenses 450.1 415.5 487.9
−Removed: Operating Profit 49.9 53.9 38.8
+Added: Impairment loss 65.6 — —
+Added: 515.7 415.5 487.9
+Added: Operating Profit (Loss) ( 152.3 ) 49.9 53.9
Other (income) expense
2 unchanged sentences
Other, net ( 1.2 ) 0.6 ( 4.5 )
−Removed: Income Before Income Taxes 42.2 47.9 36.6
+Added: Income (Loss) Before Income Taxes ( 154.9 ) 42.2 47.9
Income tax provision 28.3 3.7 11.3
−Removed: Net Income 38.5 36.6 34.3
+Added: Net Income (Loss) ( 183.2 ) 38.5 36.6
Net (income) loss attributable to noncontrolling interest 10.2 ( 1.4 ) ( 0.8 )
−Removed: Net Income Attributable to Stockholders $ 37.1 $ 35.8 $ 34.7
−Removed: Basic Earnings per Share Attributable to Stockholders $ 2.21 $ 2.15 $ 2.10
−Removed: Diluted Earnings per Share Attributable to Stockholders $ 2.21 $ 2.14 $ 2.09
+Added: Net Income (Loss) Attributable to Stockholders $ ( 173.0 ) $ 37.1 $ 35.8
+Added: Basic Earnings (Loss) per Share Attributable to Stockholders $ ( 10.29 ) $ 2.21 $ 2.15
+Added: Diluted Earnings (Loss) per Share Attributable to Stockholders $ ( 10.29 ) $ 2.21 $ 2.14
See Notes to Consolidated Financial Statements.
5 unchanged sentences
(In millions)
−Removed: Net Income $ 38.5 $ 36.6 $ 34.3
+Added: Net Income (Loss) $ ( 183.2 ) $ 38.5 $ 36.6
Other comprehensive income (loss)
Foreign currency translation adjustment ( 40.1 ) 35.3 ( 7.0 )
−Removed: Current period cash flow hedging activity, net of $7.3 tax expense in 2020, net of $5.9 tax benefit in 2019 and net of $4.6 tax benefit in 2018 19.4 ( 15.9 ) ( 12.2 )
−Removed: Reclassification of hedging activities into earnings, net of $4.0 tax expense in 2020, net of $4.5 tax expense in 2019 and net of $0.8 tax benefit in 2018 11.6 12.0 ( 1.8 )
−Removed: Current period pension adjustment, net of $3.2 tax benefit in 2020, net of $0.1 tax expense in 2019 and net of $4.3 tax benefit in 2018 ( 14.6 ) 0.4 ( 20.1 )
−Removed: Reclassification of pension into earnings, net of $0.8 tax expense in 2020, net of $0.8 tax expense in 2019 and net of $0.7 tax expense in 2018 3.9 3.2 2.9
+Added: Current period cash flow hedging activity, net of $ 0.9 tax benefit in 2021, net of $ 7.3 tax expense in 2020 and net of $ 5.9 tax benefit in 2019
+Added: ( 38.8 ) 19.4 ( 15.9 )
+Added: Reclassification of hedging activities into earnings, net of $ 0.1 tax benefit in 2021, net of $ 4.0 tax expense in 2020 and net of $ 4.5 tax expense in 2019
+Added: ( 5.7 ) 11.6 12.0
+Added: Current period pension adjustment, net of $ 0.1 tax expense in 2021, net of $ 3.2 tax benefit in 2020 and net of $ 0.1 tax expense in 2019
+Added: 9.8 ( 14.6 ) 0.4
+Added: Reclassification of pension into earnings, net of $ 0.1 tax benefit in 2021, net of $ 0.9 tax expense in 2020 and net of $ 0.8 tax expense in 2019
Comprehensive Income (Loss) $ ( 252.4 ) $ 94.1 $ 29.3
58 unchanged sentences
Net income $ ( 183.2 ) $ 38.5 $ 36.6
−Removed: Adjustments to reconcile net income to net cash provided by operating activities:
+Added: Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:
Depreciation and amortization 46.2 42.9 43.3
1 unchanged sentence
Deferred income taxes 19.8 ( 2.5 ) ( 6.8 )
+Added: Goodwill impairment charges 55.6 — —
+Added: Long-lived asset impairment charges 10.0 — —
Gain on sale of assets ( 0.4 ) ( 1.5 ) 0.1
+Added: Gain on the sale of investment ( 4.6 ) — —
Stock-based compensation 4.0 1.3 8.2
2 unchanged sentences
Other ( 27.3 ) 22.1 20.4
−Removed: Working capital changes, excluding the effect of business acquisitions:
+Added: Working capital changes:
Accounts receivable ( 54.6 ) 68.9 ( 9.6 )
3 unchanged sentences
Other liabilities 46.5 ( 65.3 ) 20.2
−Removed: Net cash provided by operating activities 166.9 76.7 67.6
+Added: Net cash provided by (used for) operating activities ( 253.5 ) 166.9 76.7
Investing Activities
1 unchanged sentence
Proceeds from the sale of assets 4.1 8.0 7.7
−Removed: Business acquisitions, net of cash acquired — — ( 78.0 )
+Added: Proceeds from the sale of investment 15.7 — —
Net cash used for investing activities ( 24.5 ) ( 43.7 ) ( 42.0 )
7 unchanged sentences
Other — ( 0.1 ) ( 0.2 )
−Removed: Net cash used for financing activities ( 40.6 ) ( 51.6 ) ( 87.6 )
+Added: Net cash provided by (used for) financing activities 193.6 ( 40.6 ) ( 51.6 )
Effect of exchange rate changes on cash ( 1.5 ) 4.2 ( 2.2 )
8 unchanged sentences
Accumulated Other Comprehensive Income (Loss)
−Removed: Class A Common Stock Class B Common Stock Treasury Stock Capital in Excess of Par Value Retained Earnings Foreign Currency Translation Adjustment Deferred Gain on AFS Securities Deferred Gain (Loss) on Cash Flow Hedging Pension Adjustment Total Stockholders' Equity Noncontrolling Interest Total Equity
+Added: Class A Common Stock Class B Common Stock Treasury Stock Capital in Excess of Par Value Retained Earnings Foreign Currency Translation Adjustment Deferred Gain (Loss) on Cash Flow Hedging Pension Adjustment Total Stockholders' Equity Noncontrolling Interest Total Equity
(In millions)
−Removed: Balance, January 1, 2018 $ 0.1 $ 0.1 $ ( 31.5 ) $ 323.8 $ 389.1 $ ( 58.5 ) $ 2.8 $ ( 1.5 ) $ ( 58.9 ) $ 565.5 $ 6.9 $ 572.4
+Added: Balance, December 31, 2018 $ 0.1 $ 0.1 $ ( 24.1 ) $ 321.5 $ 407.3 $ ( 85.9 ) $ ( 15.5 ) $ ( 76.1 ) $ 527.4 $ 32.1 $ 559.5
Cumulative effect of change in accounting — — — — 5.3 — 0.9 (4.8) 1.4 — 1.4
2 unchanged sentences
Purchase of treasury stock — — ( 0.2 ) — — — — — (0.2) — (0.2)
−Removed: Net income (loss) — — — — 34.7 — — — — 34.7 ( 0.4 ) 34.3
+Added: Net income — — — — 35.8 — — — 35.8 0.8 36.6
Cash dividends — — — — ( 21.0 ) — — — ( 21.0 ) ( 0.2 ) ( 21.2 )
1 unchanged sentence
Reclassification adjustment to net income — — — — — — 12.0 3.2 15.2 — 15.2
−Removed: Acquisition of business — — — — — — — — — — 28.2 28.2
−Removed: Foreign currency translation on noncontrolling interest — — — — — — — — — — ( 2.3 ) ( 2.3 )
Balance, December 31, 2019 $ 0.1 $ 0.1 $ ( 15.9 ) $ 321.3 $ 427.4 $ ( 92.9 ) $ ( 18.5 ) $ ( 77.3 ) $ 544.3 $ 32.7 $ 577.0
−Removed: Cumulative effect of change in accounting — — — — 5.3 — — 0.9 ( 4.8 ) 1.4 — 1.4
Stock-based compensation — — — 1.3 — — — — 1.3 — 1.3
5 unchanged sentences
Reclassification adjustment to net income — — — — — — 11.6 3.9 15.5 — 15.5
+Added: Foreign currency translation on noncontrolling interest — — — — — — — — — 0.4 0.4
Balance, December 31, 2020 $ 0.1 $ 0.1 $ ( 6.0 ) $ 312.6 $ 443.2 $ ( 57.6 ) $ 12.5 $ ( 88.0 ) $ 616.9 $ 34.2 $ 651.1
1 unchanged sentence
Stock issued under stock compensation plans — — 1.5 ( 1.5 ) — — — — — — —
−Removed: Purchase of treasury stock — — ( 0.1 ) — — — — — ( 0.1 ) — ( 0.1 )
−Removed: Net income — — — — 37.1 — — — — 37.1 1.4 38.5
+Added: Net income (loss) — — — — ( 173.0 ) — — — ( 173.0 ) ( 10.2 ) ( 183.2 )
Cash dividends — — — — ( 21.6 ) — — — ( 21.6 ) ( 0.2 ) ( 21.8 )
Current period other comprehensive income (loss) — — — — — ( 40.1 ) ( 38.8 ) 9.8 ( 69.1 ) — ( 69.1 )
−Removed: Reclassification adjustment to net income — — — — — — — 11.6 3.9 15.5 — 15.5
+Added: Reclassification adjustment to net income (loss) — — — — — — ( 5.7 ) 5.6 ( 0.1 ) — ( 0.1 )
Foreign currency translation on noncontrolling interest — — — — — — — — — 2.0 2.0
10 unchanged sentences
("HYG"), designs, engineers, manufactures, sells and services a comprehensive line of lift trucks and aftermarket parts marketed globally primarily under the Hyster ® and Yale ® brand names, mainly to independent Hyster ® and Yale ® retail dealerships.
−Removed: Lift trucks and component parts are manufactured in the United States, China, Northern Ireland, Mexico, the Netherlands, the Philippines, Japan, Italy, Brazil and Vietnam.
+Added: Lift trucks and component parts are manufactured in the United States, China, Northern Ireland, Mexico, the Netherlands, Brazil, the Philippines, Italy, Japan and Vietnam.
The sale of service parts represents approximately 15 %, 14 % and 12% of total revenues as reported in 2021, 2020 and 2019, respectively.
3 unchanged sentences
Hyster-Yale Maximal also designs and produces specialized products in the port equipment and rough terrain forklift markets.
−Removed: The results of Hyster-Yale Maximal are included in the JAPIC segment since the date of acquisition.
+Added: During 2021, the Company signed an Equity Transfer Agreement (the “ETA”) with Y-C Hongkong Holding Co., Limited (“HK Holding Co”), pursuant to which the Company expects to purchase 15% of the equity interest of Hyster-Yale Maximal from HK Holding Co for an aggregate purchase price of $25.2 million in June 2022, which will be paid in annual installments of $8.4 million beginning in June 2022 through June 2024.
+Added: Subsequently, the Company will have an option to purchase HK Holding Co's remaining interest in Hyster-Yale Maximal at any time prior to June 8, 2056 for $16.8 million.
+Added: If this option is exercised, the Company will own 100% of the equity interest of Hyster-Yale Maximal.
The Company operates Bolzoni S.p.A.
17 unchanged sentences
The Company’s percentage share of the net income or loss from these equity investments is reported on the line “Income from unconsolidated affiliates” in the “Other (income) expense” portion of the Consolidated Statements of Operations.
+Added: During 2020, broad measures taken by governments, businesses and others across the globe to limit the spread of novel coronavirus ("COVID-19") adversely affected the Company.
+Added: The resulting significant decline in economic activity also reduced the demand for the Company's products and limited the availability of components from certain suppliers.
+Added: Production was significantly reduced or suspended at the Company's Chinese and European facilities for certain periods during the first and second quarters of 2020.
+Added: The Company also initiated several cost reduction measures designed to ease liquidity pressure.
+Added: These cost containment actions included spending and travel restrictions, significant reductions in temporary personnel, furloughs, suspension of incentive compensation and profit sharing, benefit reductions and salary reductions.
+Added: Effective January 1, 2021, the Company reinstated pre-pandemic salaries, benefits and incentive compensation programs.
+Added: The cost containment actions associated with hiring, use of contract and temporary workers, travel and meetings, as well as other discretionary spending, are continuing.
+Added: These measures are expected to remain in place until market and economic uncertainty dissipates and results improve.
+Added: In addition, the Company adjusted production levels in 2020 at its manufacturing plants to align more closely with the
+Added: reduced levels of demand, and worked closely with suppliers to help ensure current needs were met while also promoting continuity as the market improved.
+Added: However, despite these efforts, during 2021, the Company experienced further pandemic-related and other global supply chain constraints, component shortages, shipping container availability constraints and higher freight costs, as well as significant material cost inflation resulting from the accelerated pace of the market recovery, all of which have negatively impacted the Company.
NOTE 2— Significant Accounting Policies
11 unchanged sentences
Accounts are written off against the allowance when it becomes evident collection will not occur.
+Added: Changes in the Company's allowance for doubtful accounts, including write-offs, are as follows:
+Added: Balance at January 1 $ 10.4 $ 9.7
+Added: Charged to costs and expenses 0.7 1.0
+Added: Write-offs ( 0.1 ) ( 0.6 )
+Added: Recoveries ( 0.4 ) —
+Added: Foreign currency effect ( 0.3 ) 0.3
+Added: Balance at December 31 $ 10.3 $ 10.4
+Added: The allowance for doubtful accounts balance includes allowance of receivables classified as long-term of $ 4.3 million and $ 4.6 million in 2021 and 2020, respectively.
Self-insurance Liabilities:
8 unchanged sentences
Total advertising expense was $ 9.0 million, $ 7.6 million and $ 10.7 million in 2021, 2020 and 2019, respectively.
−Removed: Product Development Costs:
+Added: Research and Development Costs:
Expenses associated with the development of new products and changes to existing products are charged to expense as incurred.
28 unchanged sentences
Standard Description
−Removed: 2016-13, Financial Instruments-Credit Losses (Topic 326)(Subsequent ASUs have been issued in 2018, 2019 and 2020 to update or clarify this guidance) The guidance eliminates the probable initial recognition threshold and requires an entity to reflect its current estimate of all expected credit losses.
−Removed: The guidance also requires additional disclosures in certain circumstances.
−Removed: ASU 2018-17, Consolidation (Topic 810):
−Removed: Targeted Improvements to Related Party Guidance for Variable Interest Entities The guidance provides that indirect interests held through related parties in common control arrangements should be considered on a proportional basis for determining whether fees paid to decision makers and service providers are variable interests.
−Removed: ASU 2018-18, Collaborative Arrangements (Topic 808):
−Removed: Clarifying the Interaction between Topic 808 and Topic 606 The guidance clarifies the accounting for collaborative arrangements in conjunction with the adoption of "Revenue from Contracts with Customers (Topic 606)."
−Removed: 2017-04, Intangibles - Goodwill and Other (Topic 350):
−Removed: Simplifying the Test for Goodwill Impairment The guidance removes the second step of the two-step test for the measurement of goodwill impairment.
−Removed: Standard Description
−Removed: ASU 2018-13, Fair Value Measurement (Topic 820):
−Removed: Disclosure Framework - Changes to the Disclosure Requirements for Fair Value Measurement The guidance removes, modifies and adds certain disclosures relating to fair value measurements.
−Removed: ASU 2018-15, Intangibles - Goodwill and Other - Internal-Use Software (Subtopic 350-40):
−Removed: Customer's Accounting for Implementation Costs Incurred in a Cloud Computing Arrangement That Is a Service Contract The guidance aligns the requirements for capitalizing implementation costs incurred in a hosting agreement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software.
−Removed: The following table provides a brief description of recent accounting pronouncements not yet adopted:
−Removed: Standard Description Required Date of Adoption Effect on the financial statements or other significant matters
ASU 2019-12, Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes The guidance eliminates certain exceptions to the income tax guidance related to the approach for intraperiod tax allocation, the methodology for calculating income taxes in an interim period and the recognition of deferred tax liabilities for outside basis differences.
The new guidance also simplifies aspects of the accounting for franchise taxes and enacted changes in tax laws or rates and clarifies the accounting for transactions that result in a step-up in the tax basis of goodwill.
−Removed: January 1, 2021 The adoption of the guidance will not have a material effect on the Company's financial position, results of operations, cash flows and related disclosures.
ASU 2020-01, Investments—Equity Securities (Topic 321), Investments—Equity Method and Joint Ventures (Topic 323), and Derivatives and Hedging (Topic 815):
Clarifying the Interactions between Topic 321, Topic 323, and Topic 815 The guidance clarifies certain interactions between the guidance to account for certain equity securities and investments under the equity method of accounting.
−Removed: January 1, 2021 The adoption of the guidance will not have a material effect on the Company's financial position, results of operations, cash flows and related disclosures.
−Removed: ASU 2020-04, Reference Rate Reform (Topic 848) The guidance provides optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met.
+Added: The following table provides a brief description of recent accounting pronouncements not yet adopted:
+Added: Standard Description Required Date of Adoption Effect on the financial statements or other significant matters
+Added: ASU 2020-04, Reference Rate Reform (Topic 848) The guidance provides optional expedients and exceptions for applying GAAP to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met.
From the date of issuance through December 31, 2022 The Company is currently evaluating the guidance and the effect on its financial position, results of operations, cash flows and related disclosures.
16 unchanged sentences
From time to time, the Company offers special incentives to increase market share or dealer stock and offers certain customers volume rebates if a specified cumulative level of purchases is obtained.
−Removed: For contracts with customers that include multiple performance obligations, judgment is required to determine whether performance obligations specified in these contracts are distinct and should be accounted for as separate revenue transactions
−Removed: for recognition purposes.
+Added: For contracts with customers that include multiple performance obligations, judgment is required to determine whether performance obligations specified in these contracts are distinct and should be accounted for as separate revenue transactions for recognition purposes.
For such arrangements, revenue is allocated to each performance obligation based on its relative standalone selling price.
31 unchanged sentences
Dealer sales are recognized when the Company transfers control based on the shipping terms of the contract, which is generally when the truck is shipped from the manufacturing facility to the dealers.
−Removed: The majority of direct customer sales are to National Account customers.
+Added: The majority of direct customer sales are to National
+Added: Account customers.
In these transactions, the Company transfers control and recognizes revenue when it delivers the product to the customer according to the terms of the contract.
3 unchanged sentences
The Company adjusts estimated revenues at the earlier of when the most likely amount of consideration expected to be received changes or when the consideration becomes fixed.
−Removed: The Company recognizes revenue for extended warranty and maintenance agreements based on the standalone selling price over the life of the
−Removed: contract, which reflects the costs to perform under these contracts and corresponds with, and thereby depicts, the transfer of control to the customer.
+Added: The Company recognizes revenue for extended warranty and maintenance agreements based on the standalone selling price over the life of the contract, which reflects the costs to perform under these contracts and corresponds with, and thereby depicts, the transfer of control to the customer.
Bolzoni revenue from external customers is primarily the sale of attachments to customers.
1 unchanged sentence
In the United States, Bolzoni also has revenue for sales of forklift components to HYG plants.
−Removed: Nuvera's revenues include the sale of battery box replacement ("BBR") units to HYG for sale to a dealer and development funding from third-party development agreements.
+Added: Nuvera's revenues include the sale of battery box replacement ("BBR") units to HYG for sale to dealers and development funding from third-party development agreements.
In all revenue transactions, the Company receives cash equal to the invoice price and amount of consideration received and the revenue recognized may vary with changes in marketing incentives.
Intercompany revenues between Bolzoni, Nuvera and the lift truck business have been eliminated.
−Removed: During the fourth quarter of 2018, Nuvera recognized revenue which had previously been deferred related to BBR units due to the inability to estimate total future warranty costs.
−Removed: The BBRs are new technology and the design of the product continues to evolve.
−Removed: The Company determined sufficient data was available in the fourth quarter of 2018 to reasonably estimate the future costs related to the sale of BBR units, including warranty costs, which were also recorded during the fourth quarter of 2018.
Deferred Revenue:
1 unchanged sentence
In addition, for certain products, services and customer types, the Company collects payment prior to the transfer of control to the customer.
−Removed: Deferred Revenue
−Removed: Balance, December 31, 2019 $ 73.3
+Added: Changes in the Company's deferred revenue are as follows:
+Added: Balance, January 1 $ 70.5 $ 73.3
Customer deposits and billings 38.0 41.2
8 unchanged sentences
JAPIC includes lift truck operations in the Asia and Pacific regions, including China, as well as the equity earnings of SN operations.
−Removed: In 2018, the Company completed the acquisition of the majority interest in Hyster-Yale Maximal, which is also included in the JAPIC segment from the date of acquisition.
Certain amounts are allocated to these geographic management units and are included in the segment results presented below, including product development costs, corporate headquarter's expenses and information technology infrastructure costs.
47 unchanged sentences
JAPIC 0.5 0.4 0.9
+Added: Eliminations ( 0.8 ) ( 0.9 ) ( 2.7 )
Lift truck business 15.0 13.1 19.2
Bolzoni 0.8 0.8 0.7
−Removed: Nuvera — — 0.1
Eliminations ( 0.3 ) ( 0.2 ) ( 0.1 )
5 unchanged sentences
JAPIC ( 0.2 ) ( 0.1 ) ( 0.2 )
+Added: Eliminations 0.8 0.9 2.7
Lift truck business ( 0.6 ) ( 1.3 ) ( 1.8 )
10 unchanged sentences
Nuvera ( 4.5 ) ( 1.3 ) ( 1.3 )
+Added: Eliminations — — —
Total $ ( 12.3 ) $ ( 4.6 ) $ ( 12.0 )
17 unchanged sentences
Total $ ( 173.0 ) $ 37.1 $ 35.8
+Added: 2021 2020 2019
Americas $ 1,558.2 $ 1,367.1 $ 1,369.8
7 unchanged sentences
Total $ 1,970.1 $ 1,859.5 $ 1,847.2
−Removed: 2020 2019 2018
Depreciation and amortization
33 unchanged sentences
Long-lived tangible assets $ 232.9 $ 103.9 $ 127.9 $ 464.7
−Removed: NOTE 5— Quarterly Results of Operations (Unaudited)
−Removed: A summary of the unaudited results of operations for the year ended December 31 is as follows:
−Removed: Quarter Second
−Removed: Quarter Third
−Removed: Quarter Fourth
−Removed: Revenues $ 785.7 $ 654.4 $ 652.4 $ 719.6
−Removed: Gross profit $ 136.7 $ 103.6 $ 103.4 $ 121.7
−Removed: Operating profit $ 20.2 $ 8.7 $ 7.3 $ 13.7
−Removed: Net income $ 15.6 $ 4.0 $ 5.7 $ 13.2
−Removed: Net income attributable to stockholders $ 15.3 $ 3.6 $ 5.1 $ 13.1
−Removed: Basic earnings per share $ 0.91 $ 0.21 $ 0.30 $ 0.78
−Removed: Diluted earnings per share $ 0.91 $ 0.21 $ 0.30 $ 0.78
−Removed: Quarter Second
−Removed: Quarter Third
−Removed: Quarter Fourth
−Removed: Revenues $ 834.8 $ 856.2 $ 766.0 $ 834.8
−Removed: Gross profit $ 126.2 $ 139.4 $ 135.0 $ 141.2
−Removed: Operating profit $ 3.4 $ 22.9 $ 19.5 $ 8.1
−Removed: Net income $ 3.2 $ 16.9 $ 13.1 $ 3.4
−Removed: Net income attributable to stockholders $ 3.4 $ 16.2 $ 12.8 $ 3.4
−Removed: Basic earnings per share $ 0.20 $ 0.97 $ 0.77 $ 0.20
−Removed: Diluted earnings per share $ 0.20 $ 0.97 $ 0.76 $ 0.20
NOTE 5— Common Stock and Earnings per Share
10 unchanged sentences
In general, the restriction period ends at the earliest of (i) five years after the participant's retirement date, (ii) four, seven or ten years from the award date, as defined in the award, or (iii) the participant's death or permanent disability.
−Removed: Pursuant to the plans, the Company issued 111,148 and 88,172 shares related to the years ended December 31, 2019 and 2018, respectively.
+Added: Pursuant to the plans, the Company expects to issue 65,121 and issued 111,148 shares related to the years ended December 31, 2021 and 2019, respectively.
There were no shares issued related to 2020.
−Removed: After the issuance of these shares, there were 208,570 shares of Class A common stock available for issuance under these plans.
+Added: After the issuance of these shares, there will be 943,449 shares of Class A common stock available for issuance under these plans.
Compensation expense related to these share awards was $ 2.6 million ($ 2.0 million net of tax) and $ 7.0 million ($ 5.5 million net of tax) for the years ended 2021 and 2019, respectively.
2 unchanged sentences
For the year ended December 31, 2021, $ 127,000 of each non-employee director's retainer of $ 188,000 was to be paid in restricted shares of Class A common stock.
−Removed: The non-employee directors' retainer was reduced by 10% from May through December of 2020.
For the year ended December 31, 2020, $ 124,000 of $ 184,000 was paid in restricted shares of Class A common stock.
+Added: The non-employee directors' retainer was reduced by 10% from May through December of 2020.
For the year ended December 31, 2019, $ 118,000 of $ 178,000 was paid in restricted shares of Class A common stock.
−Removed: Shares awarded under the
−Removed: plan are fully vested and entitle the stockholder to all rights of common stock ownership except that shares may not be assigned, pledged or otherwise transferred during the restriction period.
+Added: Shares awarded under the plan are fully vested and entitle the stockholder to all rights of common stock ownership except that shares may not be assigned, pledged or otherwise transferred during the restriction period.
In general, the restriction period ends at the earliest of (i) ten years from the award date, (ii) the date of the director's death or permanent disability, (iii) five years (or earlier with the approval of the Board of Directors) after the director's date of retirement from the Board of Directors, or (iv) the date on which the director has both retired from the Board of Directors and reached 70 years of age.
17 unchanged sentences
Cash dividends per share $ 1.2875 $ 1.2700 $ 1.2625
+Added: The table above excludes 0.074 million of anti-dilutive restricted stock awards related to 2021, expected to be issued in 2022.
NOTE 6— Income Taxes
−Removed: The components of income before income taxes and provision for income taxes for the years ended December 31 are as follows:
+Added: The components of income (loss) before income taxes and provision for income taxes for the years ended December 31 are as follows:
2021 2020 2019
11 unchanged sentences
State 3.8 ( 0.6 ) ( 1.9 )
−Removed: 0.7 2.7 ( 0.9 )
Total deferred $ 19.8 $ ( 2.5 ) $ ( 6.8 )
2 unchanged sentences
The Company received income tax refunds of $ 0.3 million, $ 0.2 million and $ 3.7 million during 2021, 2020 and 2019, respectively.
−Removed: A reconciliation of the federal statutory and reported income tax rate for the year ended December 31 is as follows:
+Added: A reconciliation of the U.S.
+Added: federal statutory rate and reported income tax rate for the year ended December 31 is as follows:
2021 2020 2019
1 unchanged sentence
Statutory taxes at 21 %
−Removed: Tax controversy resolution ( 5.8 ) ( 1.4 ) ( 0.4 )
−Removed: Federal income tax credits ( 2.6 ) ( 4.0 ) ( 3.7 )
−Removed: Equity interest earnings ( 1.0 ) ( 1.5 ) ( 1.7 )
−Removed: Unremitted non-U.S.
−Removed: earnings ( 0.7 ) 1.7 —
−Removed: Base-erosion and anti-abuse tax ( 0.4 ) 1.4 —
−Removed: rate differences ( 0.3 ) 0.9 ( 1.5 )
+Added: $ ( 32.5 ) $ 8.9 $ 10.1
Valuation allowance 58.6 2.9 0.8
+Added: rate differences 10.0 ( 0.3 ) 0.9
Global intangible low-taxed income 5.0 1.8 2.0
+Added: Unremitted non-U.S.
+Added: earnings 1.2 ( 0.7 ) 1.7
Other 0.6 0.8 ( 0.2 )
−Removed: State income taxes 0.1 ( 0.2 ) —
−Removed: Tax Reform Act — 0.1 ( 4.4 )
Nondeductible compensation 0.4 — 1.7
−Removed: Capitalized acquisition costs — — 0.9
+Added: State income taxes ( 5.3 ) 0.1 ( 0.2 )
+Added: Tax controversy resolution ( 4.5 ) ( 5.8 ) ( 1.4 )
+Added: Federal income tax credits ( 2.6 ) ( 2.6 ) ( 4.0 )
+Added: Equity interest earnings ( 1.8 ) ( 1.0 ) ( 1.5 )
+Added: Base-erosion and anti-abuse tax ( 0.8 ) ( 0.4 ) 1.4
Income tax provision $ 28.3 $ 3.7 $ 11.3
Reported income tax rate ( 18.3 ) % 8.8 % 23.6 %
−Removed: As a result of the Tax Reform Act in 2017, the Company recorded provisional tax effects due to the transition tax on the unremitted earnings and profits of non-U.S.
−Removed: subsidiaries and the Company’s deferred tax assets and liabilities as of December 31, 2017.
−Removed: The Company has since finalized its calculation of earnings and profits, including the amounts held in cash or other specified assets and its calculation of available foreign tax credits consistent with the additional regulatory guidance issued during 2018 and 2019, resulting in a reduction in tax expense of $ 4.4 million and an increase in tax expense of $ 0.1 million in 2018 and 2019, respectively.
−Removed: After the utilization of existing tax credits, the Company will pay cash taxes, including state income taxes, of $ 17.7 million with respect to the transition tax payable over an installment period of eight years, beginning in 2018.
−Removed: The Company has provided for the anticipated withholding taxes on unremitted non-U.S.
−Removed: earnings for which no reinvestment plan has been identified and that may be repatriated in the foreseeable future.
−Removed: As such, the Company has provided a deferred tax liability with respect to these earnings of $ 1.0 million and $ 1.7 million at December 31, 2020 and 2019, respectively.
−Removed: While the Tax Reform Act provides for a territorial system, beginning in 2018, it includes new anti-deferral and anti-base erosion provisions, the global intangible low-taxed income (“GILTI”) provisions and the base-erosion and anti-abuse tax (“BEAT”) provisions.
−Removed: The GILTI provisions require the Company to include non-U.S.
−Removed: earnings in excess of an allowable return on the Company’s non-U.S.
−Removed: subsidiary’s tangible assets in its U.S.
−Removed: income tax return.
−Removed: The Company has elected to account for GILTI tax in the period in which it is incurred, and therefore has not provided any deferred tax amounts for GILTI.
−Removed: The BEAT provisions in the Tax Reform Act create a minimum tax where a lower tax rate is applied to taxable income determined without the benefit of certain base-erosion payments made to related non-U.S.
−Removed: corporations.
−Removed: The base-erosion payments primarily consist of reimbursements for research and development performed by the Company's non-U.S.
−Removed: engineering centers.
−Removed: The Company will only be taxed under this regime if such minimum tax exceeds the regular U.S.
−Removed: corporate income tax.
−Removed: During 2020, the Company recorded a favorable adjustment of $ 0.4 million for BEAT which consisted of a current provision of $ 0.8 million offset by a favorable return to provision adjustment of $ 1.2 million.
−Removed: The Company continually evaluates its deferred tax assets to determine if a valuation allowance is required.
−Removed: A valuation allowance is required where realization is determined to no longer meet the "more likely than not" standard.
+Added: The Company has determined that it is impracticable to calculate the amount of deferred taxes that would be applicable to all of its investments in non-U.S.
+Added: subsidiaries.
+Added: However, the Company has provided for the anticipated withholding taxes on unremitted non-U.S.
+Added: earnings for which no reinvestment plan has been identified and that may be repatriated in the foreseeable future including deferred taxes with respect to these earnings.
+Added: The Company has elected to account for the global intangible low-taxed income ("GILTI") tax in the period in which it is incurred, and therefore has not provided any deferred tax amounts for GILTI.
+Added: Beginning in 2022, the Tax Cuts and Jobs Act of 2017 (the "Tax Reform Act") eliminates the option to deduct research and development expenditures immediately in the year incurred and requires U.S.
+Added: taxpayers to amortize such expenditures over five to fifteen years depending upon whether the activities were incurred in the U.S.
+Added: or outside of the U.S.
+Added: Without the option to deduct these expenses in the year incurred, the Company expects this change to have a material impact upon our future cash payments for taxes.
+Added: Under the assumption that this legislation is not modified or repealed, the impact will continue over the fifteen year maximum amortization period, but will decrease each year until the end of the fifteen year deferral period.
A detailed summary of the total deferred tax assets and liabilities in the Consolidated Balance Sheets resulting from differences in the book and tax basis of assets and liabilities follows:
1 unchanged sentence
Tax attribute carryforwards $ 53.7 $ 21.2
−Removed: Product warranties 12.2 11.2
Accrued expenses and reserves 19.9 9.0
+Added: Product warranties 12.1 12.2
Research and development capitalization 7.8 7.2
1 unchanged sentence
Other employee benefits 6.1 5.7
−Removed: Accrued pension benefits 3.3 2.4
Inventories 5.1 2.9
Other 2.3 2.9
+Added: Accrued pension benefits — 3.3
Total deferred tax assets 113.7 70.6
2 unchanged sentences
Depreciation and amortization 25.4 31.9
+Added: Accrued pension benefits 1.7 —
Unremitted earnings 1.2 1.0
Total deferred tax liabilities 28.3 32.9
−Removed: Net deferred tax asset $ 9.5 $ 15.4
+Added: Net deferred tax asset (liability) $ ( 9.0 ) $ 9.5
The following table summarizes the tax carryforwards and associated carryforward periods and related valuation allowances where the Company has determined that realization is uncertain:
5 unchanged sentences
net operating loss $ 18.1 $ 17.7 Indefinite
+Added: net operating loss 17.4 14.6 2022 - Indefinite
+Added: State net operating losses and credits 8.5 8.1 2022 - Indefinite
capital losses 7.5 7.5 2022 - Indefinite
−Removed: State net operating losses and credits 4.2 3.0 2021 - 2039
+Added: Disallowed interest and other 3.0 3.0 2026 - Indefinite
+Added: Research and development credit 1.9 0.2 2041
Unrecognized tax benefits ( 2.7 ) —
10 unchanged sentences
Total $ 21.2 $ 20.0
+Added: The Company continually evaluates its deferred tax assets to determine if a valuation allowance is required.
+Added: A valuation allowance is required where realization is determined to no longer meet the "more likely than not" standard.
The establishment of a valuation allowance does not have an impact on cash, nor does such an allowance preclude the Company from using its loss carryforwards or other deferred tax assets in future periods.
−Removed: The tax net operating losses attributable to Brazil, Australia and China comprise a substantial portion of the non-U.S.
+Added: The tax net operating losses attributable to Australia, Brazil, China and the United Kingdom comprise a substantial portion of the non-U.S.
net operating loss deferred tax assets.
−Removed: The Brazilian and Australian net operating losses do not expire under local law, while Chinese losses expire after five years.
−Removed: During 2020 and 2019, the valuation allowance provided against deferred tax assets decreased by $ 3.2 million and increased by $ 0.5 million, respectively.
−Removed: The change in the total valuation allowance in 2020 and 2019 included a net increase in tax expense
−Removed: of $ 2.9 million and $ 0.8 million, respectively.
−Removed: The change also included a net decrease of $5.5 million in 2020 for the write-down of the Australian losses recorded directly against the associated valuation allowance where such losses were no longer available under Australian tax rules and a net decrease of $ 0.6 million and $ 0.3 million in 2020 and 2019 recorded directly in equity.
+Added: The Australian, Brazilian and United Kingdom net operating losses do not expire under local law, while Chinese losses expire after five years.
+Added: During 2021, the Company recognized a tax charge of $ 24.8 million, for the establishment of a valuation allowance against the beginning of the year balance of the Company’s U.S.
+Added: and United Kingdom deferred tax assets, excluding the portion of assets available to be carried back to the prior tax year.
+Added: Based upon a review of the Company’s recent operations, including cumulative U.S.
+Added: pretax losses, lack of available tax planning strategies and declining forecasts due to supply and logistics constraints, the evidence available no longer supported a more likely than not standard for realization of these deferred tax assets.
+Added: Although the Company projects earnings over the longer term for these operations, due to the cumulative losses such longer-term forecasts are not sufficient evidence to support the future utilization of deferred tax assets.
+Added: Additionally, $ 32.5 million of valuation allowance expense, related to these operations, was provided against deferred tax assets generated in the current year.
+Added: During 2021 and 2020, the valuation allowance provided against deferred tax assets increased by $ 66.2 million and decreased by $ 3.2 million, respectively.
+Added: The change in the total valuation allowance in 2021 and 2020 included a net increase in tax expense of $ 58.6 million and $ 2.9 million, respectively, and a net increase of $ 7.6 million and a net decrease of $ 0.6 million in 2021 and 2020 recorded directly in equity, respectively.
+Added: The change also included a net decrease of $ 5.5 million in 2020 for the
+Added: write-down of the Australian losses recorded directly against the associated valuation allowance where such losses were no longer available under Australian tax rules.
Based upon a review of historical earnings and trends, forecasted earnings and the relevant expiration of carryforwards, the Company believes the valuation allowances provided are appropriate.
−Removed: At December 31, 2020, the Company had gross net operating loss carryforwards in U.S.
+Added: At December 31, 2021, the Company had gross net operating loss carryforwards in the U.S.
+Added: of $ 86.2 million, U.S.
state jurisdictions of $ 93.0 million and non-U.S.
2 unchanged sentences
Approximately $ 8.2 million, $ 10.7 million and $ 13.5 million of these amounts as of December 31, 2021, 2020 and 2019, respectively, relate to permanent items that, if recognized, would impact the reported income tax rate.
−Removed: This amount differs from gross unrecognized tax benefits presented in the table below due to the increase in U.S.
+Added: In 2020 and 2019, these amounts differ from gross unrecognized tax benefits presented in the table below due to the increase in U.S.
federal income taxes which would occur upon the recognition of the state tax benefits included herein.
3 unchanged sentences
Additions for tax positions of prior years 1.2 0.1 0.2
−Removed: Additions for business acquisitions — — 6.0
Reductions due to settlements with taxing authorities and the lapse of the applicable statute of limitations ( 4.3 ) ( 3.9 ) ( 2.0 )
2 unchanged sentences
The Company records interest and penalties on uncertain tax positions as a component of the income tax provision.
−Removed: The Company recorded a net decrease of $ 2.3 million during 2020, and a net increase of $ 0.1 million and $ 0.5 million during 2019 and 2018, respectively, in interest and penalties.
+Added: The Company recorded a net decrease of $ 2.1 million and $ 2.3 million during 2021 and 2020, respectively, and an increase $ 0.1 million during 2019, in interest and penalties.
As a result of foreign currency translation into U.S.
−Removed: dollars, the total amount of interest and penalties increased by $ 0.4 million during 2020 and decreased by $ 0.5 million during 2018.
+Added: dollars, the total amount of interest and penalties increased by $ 0.2 million and $0.4 million during 2021 and 2020, respectively.
The total amount of interest and penalties accrued was $ 4.8 million, $ 6.7 million and $ 8.6 million as of December 31, 2021, 2020 and 2019, respectively.
5 unchanged sentences
subsidiaries are routinely examined by various taxing authorities.
−Removed: The Company has not been informed of any material assessment for which an accrual has not been previously provided and the Company would vigorously contest any material assessment.
+Added: The Company has not been informed of any material assessment for which an accrual has not been previously provided.
+Added: In addition, in certain circumstances where the Company is contesting an assessment and believes it has a strong probability of success, no accrual has been provided.
+Added: The Company would vigorously contest any material assessment.
Management believes any potential adjustment would not materially affect the Company's financial condition or results of operations.
6 unchanged sentences
federal tax return for 2012 at the request of its prior parent company such that attributes may be adjusted in limited circumstances.
+Added: The Company has also filed a protective claim for 2017 in order to preserve its right to a future refund pending the favorable resolution of certain court decisions.
The Company is routinely under examination in various state and non-U.S.
8 unchanged sentences
Foreign exchange contracts 2.6 ( 17.5 ) ( 16.2 ) Cost of sales
−Removed: Total before tax ( 15.6 ) ( 16.5 ) 2.6 Income before income taxes
+Added: Total before tax 5.8 ( 15.6 ) ( 16.5 ) Income (loss) before income taxes
Tax expense (benefit) ( 0.1 ) 4.0 4.5 Income tax provision
−Removed: Net of tax $ ( 11.6 ) $ ( 12.0 ) $ 1.8 Net income
+Added: Net of tax $ 5.7 $ ( 11.6 ) $ ( 12.0 ) Net income (loss)
Amortization of defined benefit pension items:
1 unchanged sentence
Prior service (cost) credit ( 0.1 ) ( 0.1 ) ( 0.1 ) Other, net
−Removed: Total before tax ( 4.7 ) ( 4.0 ) ( 3.6 ) Income before income taxes
−Removed: Tax expense 0.8 0.8 0.7 Income tax provision
−Removed: Net of tax $ ( 3.9 ) $ ( 3.2 ) $ ( 2.9 ) Net income
+Added: Total before tax ( 5.5 ) ( 4.8 ) ( 4.0 ) Income (loss) before income taxes
+Added: Tax expense (benefit) ( 0.1 ) 0.9 0.8 Income tax provision
+Added: Net of tax $ ( 5.6 ) $ ( 3.9 ) $ ( 3.2 ) Net income (loss)
Total reclassifications for the period $ 0.1 $ ( 15.5 ) $ ( 15.2 )
18 unchanged sentences
The Company periodically enters into foreign currency exchange contracts that do not meet the criteria for hedge accounting.
−Removed: These derivatives are used to reduce the Company’s exposure to foreign currency risk related to forecasted purchase or sales transactions or forecasted intercompany cash payments or settlements.
+Added: These derivatives are used to reduce the Company’s exposure to foreign currency risk related to forecasted purchase or sales
+Added: transactions or forecasted intercompany cash payments or settlements.
Gains and losses on these derivatives are generally recognized in cost of sales.
16 unchanged sentences
Foreign Currency Derivatives:
−Removed: The Company held forward foreign currency exchange contracts with a total notional amount of $ 840.5 million at December 31, 2020, primarily denominated in euros, U.S.
−Removed: dollars, Japanese yen, British pounds, Chinese renminbi, Mexican pesos, Swedish kroner and Australian dollars.
+Added: The Company held forward foreign currency exchange contracts with a total notional amount of $ 1.1 million at December 31, 2021, primarily denominated in euros, Japanese yen, U.S.
+Added: dollars, Chinese renminbi, British pounds, Mexican pesos, Swedish kroner and Australian dollars.
The Company held forward foreign currency exchange contracts with total notional amounts of $ 0.8 billion at December 31, 2020, primarily denominated in euros, U.S.
dollars, Japanese yen, British pounds, Mexican pesos, Australian dollars, Swedish kroner, Brazilian real and Chinese renminbi.
−Removed: The fair value of these contracts approximated a net asset of $ 23.5 million and a net liability $ 19.8 million at December 31, 2020 and 2019, respectively.
+Added: The fair value of these contracts approximated a net liability of $ 26.7 million and a net asset $ 23.5 million at December 31, 2021 and 2020, respectively.
For the years ended December 31, 2021 and 2020, there was no material ineffectiveness of forward foreign currency exchange contracts that qualify for hedge accounting.
1 unchanged sentence
The mark-to-market effect of forward foreign currency exchange contracts that are considered effective as hedges has been included in OCI.
−Removed: Based on market valuations at December 31, 2020, $ 6.1 million of the amount of net deferred gain included in OCI at December 31, 2020 is expected to be reclassified as expense into the Consolidated Statements of Operations over the next twelve months, as the transactions occur.
+Added: Based on market valuations at December 31, 2021, $ 12.8 million of the amount of net deferred loss included in OCI at December 31, 2021 is expected to be reclassified as expense into the Consolidated Statements of Operations over the next twelve months, as the transactions occur.
Interest Rate Derivatives:
−Removed: The Company holds certain contracts that hedge interest payments on its $200.0 million term loan (the "Term Loan") borrowings.
The following table summarizes the notional amounts, related rates, excluding spreads, and remaining terms of interest rate swap agreements at December 31, 2021 and 2020:
2 unchanged sentences
2021 2020 2021 2020 Term at December 31, 2021
−Removed: $ 56.5 $ 56.5 1.94 % 1.94 % Extending to November 2022
$ 180.0 $ — 1.68 % — % Extending to May 2027
−Removed: The fair value of a l l interest rate swap agreements was a net liability of $ 4.9 million and $ 2.1 million at December 31, 2020 and 2019, respectively.
+Added: 16.0 19.0 ( 0.14 ) % ( 0.10 ) % Extending to September 2025
+Added: — 56.5 — % 1.94 % Terminated May 2021
+Added: — 65.7 — % 2.20 % Terminated May 2021
+Added: The fair value of all interest rate swap agreements was a net liability of $ 3.2 million and $ 4.9 million at December 31, 2021 and 2020, respectively.
The mark-to-market effect of interest rate swap agreements that are considered effective as hedges has been included in OCI.
7 unchanged sentences
Current Other current liabilities $ 0.3 $ — Other current liabilities $ 2.2 $ 2.5
+Added: Long-term Other non-current assets 0.1 — Other non-current assets 0.1 —
Long-term Other long-term liabilities 0.6 — Other long-term liabilities 1.9 2.4
44 unchanged sentences
Cash flow hedges
−Removed: Interest rate swap agreements Other $ — $ — $ 0.3
Foreign currency exchange contracts Cost of sales $ ( 6.9 ) $ 4.5 $ ( 5.3 )
18 unchanged sentences
Weighted average discount rates 1.00 %- 1.30 %
+Added: 0.50 %- 1.30 %
+Added: 0.37 %- 1.85 %
Rate of increase in compensation levels 2.45 %- 2.50 %
+Added: 1.00 %- 2.50 %
+Added: 1.00 %- 2.50 %
Expected long-term rate of return on assets 1.00 %- 4.50 %
+Added: 0.50 %- 6.00 %
+Added: 1.00 %- 7.00 %
Each year, the assumptions used to calculate the benefit obligation are used to calculate the net periodic pension expense for the following year.
5 unchanged sentences
Amortization of actuarial loss 2.0 2.1 2.0
−Removed: Amortization of prior service credit — — ( 0.2 )
Settlements 1.1 1.2 —
11 unchanged sentences
Amortization of actuarial loss ( 2.0 ) ( 2.1 ) ( 2.0 )
−Removed: Amortization of prior service credit — — 0.2
−Removed: Curtailments and Settlements ( 1.2 ) — ( 1.1 )
+Added: Settlements ( 1.1 ) ( 1.2 ) —
Total recognized in other comprehensive income (loss) $ ( 2.9 ) $ ( 2.6 ) $ ( 2.4 )
Current year actuarial (gain) loss $ ( 8.9 ) $ 18.3 $ ( 0.1 )
−Removed: Current year prior service (credit) cost ( 0.1 ) — 1.9
Amortization of actuarial loss ( 3.5 ) ( 2.6 ) ( 1.9 )
−Removed: Amortization of prior service (cost) credit — ( 0.1 ) —
+Added: Amortization of prior service cost ( 0.1 ) ( 0.1 ) ( 0.1 )
Total recognized in other comprehensive income (loss) $ ( 12.5 ) $ 15.6 $ ( 2.1 )
24 unchanged sentences
Amounts recognized in the consolidated balance sheets consist of:
+Added: Noncurrent assets $ 1.5 $ 8.4 $ — $ —
Noncurrent liabilities — ( 3.5 ) ( 1.4 ) ( 15.4 )
4 unchanged sentences
Deferred taxes ( 8.3 ) ( 12.7 ) ( 8.3 ) ( 12.6 )
−Removed: Change in statutory tax rate 0.4 ( 2.0 ) 0.4 ( 2.0 )
Foreign currency translation adjustment — 2.0 — 2.0
66 unchanged sentences
Upon a subsequent sale or disposal of the impaired inventory, the corresponding reserve for impaired value is relieved to ensure that the cost basis of the inventory reflects any write-downs.
+Added: During 2021, Nuvera reduced its inventory by $16.1 million to its estimated net realizable value, which is recorded in “Cost of Sales” in the Consolidated Statements of Operations.
+Added: Refer to Note 11 for further discussion of the factors related to this adjustment.
Inventories are summarized as follows:
12 unchanged sentences
The Company periodically evaluates long-lived assets, including intangible assets with finite lives, for impairment when changes in circumstances or the occurrence of certain events indicate the carrying amount of an asset may not be recoverable.
−Removed: Upon identification of indicators of impairment, assets and liabilities are grouped at the lowest level for which identifiable cash flows are largely independent of the cash flows of other assets or liabilities.
+Added: Upon identification of indicators of impairment, assets and liabilities are grouped at the lowest level for which identifiable cash
+Added: flows are largely independent of the cash flows of other assets or liabilities.
The asset group would be considered impaired when the estimated future undiscounted cash flows generated by the asset group are less than carrying value.
−Removed: If the carrying
−Removed: value of an asset group is considered impaired, an impairment charge is recorded for the amount that the carrying value of the asset group exceeds its fair value.
+Added: If the carrying value of an asset group is considered impaired, an impairment charge is recorded for the amount that the carrying value of the asset group exceeds its fair value.
Fair value is estimated as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date.
+Added: In connection with the preparation of the financial statements during 2021, the Company identified indicators of impairment primarily related to the unexpected level of significant, on-going pandemic-related and other global supply chain constraints, component shortages, shipping container availability constraints and higher freight costs, as well as significant material cost inflation resulting from the accelerated pace of the market recovery, all of which had negatively impacted the Company.
+Added: The continued high level of disruption to the Company’s manufacturing and logistics operations experienced in 2021 is expected to continue into 2022.
+Added: In addition, the effects of the COVID-19 pandemic, including border closures, halted Nuvera's progress on certain research and development agreements that were entered into prior to the start of the pandemic.
+Added: In anticipation of fulfilling these agreements, Nuvera made significant investments in manufacturing and equipment expansion, as well as increased inventory levels.
+Added: As a result, it was determined that carrying value of the Nuvera fixed assets exceeded the undiscounted cash flows from the assets and the fair value of Nuvera's fixed assets exceeded the carrying value by $10.0 million.
+Added: The impairment charge for property, plant and equipment was recorded in "Selling, general and administrative expenses" in the Consolidated Statements of Operations.
+Added: The estimated fair value of property, plant and equipment was determined using a cost approach, which is a Level 3 under the fair value hierarchy.
+Added: Based on the Company’s analysis, all other remaining long-lived assets with finite lives were not impaired as of December 31, 2021.
Property, plant and equipment, net includes the following:
8 unchanged sentences
The Company uses either a qualitative or quantitative analysis to determine whether fair value exceeds carrying value.
−Removed: Goodwill impairment testing for 2020 was performed using a quantitative analysis for each reporting unit.
−Removed: As part of the quantitative testing process for goodwill, the Company estimated fair values using a discounted cash flow approach from the perspective of a market participant.
+Added: As part of the quantitative testing process for goodwill, the Company estimates fair values using a discounted cash flow approach from the perspective of a market participant.
Significant estimates in the discounted cash flow approach are cash flow forecasts of the reporting units, the discount rate, the terminal business value and the projected income tax rate.
4 unchanged sentences
As part of the goodwill quantitative testing process, the Company evaluates whether there are reasonably likely changes to management’s estimates that would have a material impact on the results of the goodwill impairment testing.
−Removed: The Company completed an interim impairment test as of March 31, 2020 and the annual testing of impairment of goodwill as of May 1, 2020 at the reporting unit level for the related goodwill.
−Removed: The fair value of each reporting unit was in excess of its carrying value and thus, no impairment exists.
+Added: The Company completed the annual testing of impairment of goodwill as of May 1, 2021 and an interim impairment test as of December 31, 2021 at the reporting unit level for the related goodwill.
+Added: Based on the annual testing, the fair value of each reporting unit was in excess of its carrying value and no impairment existed.
+Added: During 2021, the Company continued to experience pandemic-related and other global supply chain constraints, component shortages, shipping container availability constraints and higher freight costs, as well as significant material cost inflation resulting from the accelerated pace of the market recovery.
+Added: These items significantly impacted the Company's results of operations in 2021.
+Added: In addition, the timeframe for the expected easing of these factors impacted the Company's near and long-term forecasts.
+Added: Accordingly, in connection with the preparation of its 2021 financial statements, the Company conducted an interim goodwill impairment test as of December 31, 2021 for the JAPIC and Bolzoni reporting units.
+Added: As a result, the Company recognized a $55.6 million goodwill impairment
+Added: charge for the JAPIC reporting unit in the fourth quarter of 2021, of which $11.7 million was attributable to the noncontrolling interest.
+Added: No impairment of goodwill for the Bolzoni reporting unit was identified.
+Added: The following table summarizes goodwill by segment as of December 31, 2021 and 2020:
+Added: Carrying Amount of Goodwill
+Added: Americas EMEA JAPIC Bolzoni Total
+Added: Balance at January 1, 2020 $ 1.7 $ 1.0 $ 50.9 $ 53.1 $ 106.7
+Added: Foreign currency translation — 0.1 3.3 4.6 8.0
+Added: Balance at December 31, 2020 $ 1.7 $ 1.1 $ 54.2 $ 57.7 $ 114.7
+Added: Impairment — — ( 55.6 ) — ( 55.6 )
+Added: Foreign currency translation — ( 0.1 ) 1.4 ( 3.9 ) ( 2.6 )
+Added: Balance at December 31, 2021 $ 1.7 $ 1.0 $ — $ 53.8 $ 56.5
The indefinite-lived intangible assets are the Bolzoni trademarks.
1 unchanged sentence
The assumed cash flows from this calculation are discounted using Bolzoni’s weighted average cost of capital.
−Removed: The Company completed an interim impairment test as of March 31, 2020 and the annual testing of impairment as of May 1, 2020.
+Added: The Company completed the annual testing of impairment as of May 1, 2021 and an interim impairment test as of December 31, 2021.
The fair value of the indefinite-lived intangible assets was in excess of its carrying value and thus, no impairment exists.
23 unchanged sentences
Customer relationships 11
−Removed: Engineering drawings 6
+Added: Patents and technology 5
Trademarks 15
−Removed: The following table summarizes goodwill by segment as of December 31, 2020 and 2019:
−Removed: Carrying Amount of Goodwill
−Removed: Americas EMEA JAPIC Bolzoni Total
−Removed: Balance at January 1, 2019 $ 1.7 $ 1.1 $ 51.5 $ 54.0 $ 108.3
−Removed: Foreign currency translation — ( 0.1 ) ( 0.6 ) ( 0.9 ) ( 1.6 )
−Removed: Balance at December 31, 2019 $ 1.7 $ 1.0 $ 50.9 $ 53.1 $ 106.7
−Removed: Foreign currency translation — 0.1 3.3 4.6 8.0
−Removed: Balance at December 31, 2020 $ 1.7 $ 1.1 $ 54.2 $ 57.7 $ 114.7
NOTE 13— Current and Long-Term Financing
15 unchanged sentences
Annual maturities of total debt, excluding finance leases, are as follows:
+Added: Thereafter 212.4
Interest paid on total debt was $ 14.5 million, $ 13.0 million and $ 19.5 million during 2021, 2020 and 2019, respectively.
−Removed: The Company has a $ 240.0 million secured, floating-rate revolving credit facility (the "Facility") that expires in April 2022.
−Removed: There were no borrowings outstanding under the Facility at December 31, 2020.
+Added: The Company has a $ 300.0 million secured, floating-rate revolving credit facility (the "Facility") that expires in June 2026.
+Added: There were $ 155.0 million borrowings outstanding under the Facility at December 31, 2021.
The availability under the Facility, at December 31, 2021, was $ 140.1 million, which reflects reductions of $ 4.9 million for letters of credit and other restrictions.
2 unchanged sentences
revolving credit facility of $ 90.0 million.
−Removed: The obligations under the Facility are generally secured by a first lien on the working capital assets of the borrowers in the Facility, which include but are not limited to, cash and cash equivalents, accounts receivable and inventory (the "Facility Collateral") and a second lien on the Term Loan Collateral (defined below).
−Removed: The approximate book value of assets held as collateral under the Facility was $ 900 million as of December 31, 2020.
−Removed: Borrowings bear interest at a floating rate based on a base rate or LIBOR, as defined in the Facility, plus an applicable margin.
+Added: The Facility replaced the Company's previous revolving credit facility, which was to expire April 28, 2022.
+Added: The Facility can be increased up to $400.0 million over the term of the Facility in minimum increments of $10.0 million, subject to approval by the lenders.
+Added: The obligations under the Facility are generally secured by a first priority lien on working capital assets of the borrowers in the Facility, which includes but is not limited to cash and cash equivalents, accounts receivable and inventory, and a second priority lien on the present and future shares of capital stock, fixtures and general intangibles consisting of intellectual property.
+Added: The approximate book value of assets held as collateral under the Facility was $ 1.1 billion as of December 31, 2021.
+Added: Borrowings under the Facility bear interest at a floating rate, which can be a base rate, LIBOR or EURIBOR, as defined in the Facility, plus an applicable margin.
+Added: The applicable margins are based on the total excess availability, as defined in the Facility, and range from 0.25 % to 0.75 % for U.S.
+Added: base rate loans and 1.25 % to 1.75 % for LIBOR, EURIBOR and foreign base rate loans.
The applicable margins, as of December 31, 2021, for U.S.
2 unchanged sentences
base rate loans and LIBOR loans was 1.25 %.
−Removed: The Facility also required the payment of a fee of 0.250 % per annum on the unused commitment as of December 31, 2020.
−Removed: The Facility includes restrictive covenants, which, among other things, limit additional borrowings and investments of the Company and its subsidiaries subject to certain thresholds, as set forth in the Facility, and limits the payment of dividends.
−Removed: If average availability for both total and U.S.
−Removed: revolving credit facilities, on a pro forma basis, is greater than 15% and less than or equal to 20%, the Company may pay dividends subject to achieving a minimum Fixed Charge Coverage Ratio of 1.00 to 1.00, as defined in the Facility.
−Removed: If the average availability is greater than 20% for both total and U.S.
−Removed: revolving credit facilities, on a pro forma basis, the Company may pay dividends without any minimum Fixed Charge Coverage Ratio requirement.
−Removed: The Facility also requires the Company to achieve a minimum Fixed Charge Coverage Ratio in certain circumstances in which total excess availability is less than 10% of the total commitments under the Facility or excess availability under the U.S.
−Removed: revolving credit facility is less than 10% of the U.S.
−Removed: revolver commitments, as defined in the Facility.
+Added: applicable interest rates for borrowings outstanding under the Facility on December 31, 2021 was 3.75 %, 1.60 % and 1.50 % for the U.S.
+Added: base rate, LIBOR and EURIBOR loans, respectively.
+Added: The Facility also required the payment of a fee of 0.25 % per annum on the unused commitments as of December 31, 2021.
+Added: The Facility includes restrictive covenants, which, among other things, limit additional borrowings and investments of the Company subject to certain thresholds, as provided in the Facility.
+Added: The Facility limits the payment of dividends and other
+Added: restricted payments the Company may make unless certain total excess availability and/or fixed charge coverage ratio thresholds, each as set forth in the Facility, are satisfied.
+Added: The Facility also requires the Company to achieve a minimum fixed charge coverage ratio when total excess availability is less than the greater of 10% of the total borrowing base, as defined in the Facility, and $20.0 million.
At December 31, 2021, the Company was in compliance with the covenants in the Facility.
The Company also has a $ 225.0 million term loan (the "Term Loan"), which matures in May 2028.
−Removed: The Term Loan requires quarterly principal payments on the last business day of each March, June, September and December in an amount equal to $2.5 million.
−Removed: The final principal repayment is due on May 30, 2023.
+Added: The Term Loan replaced the Company’s previous term loan facility, which was set to mature on May 30, 2023.
+Added: The Term Loan requires quarterly principal payments on the last day of each March, June, September and December commencing September 30, 2021 in an amount equal to $562,500 and the final principal repayment is due in May 2028.
The Company may also be required to make mandatory prepayments, in certain circumstances, as provided in the Term Loan.
At December 31, 2021, there was $ 223.9 million of principal outstanding under the Term Loan which has been reduced in the Consolidated Balance Sheet by $ 5.3 million of discounts and unamortized deferred financing fees.
−Removed: The obligations under the Term Loan are generally secured by a first priority lien on the present and future shares of capital stock, material real property, fixtures and general intangibles consisting of intellectual property (collectively, the "Term Loan Collateral") and a second priority lien on the Facility Collateral.
+Added: The obligations under the Term Loan are generally secured by a first priority lien on the present and future shares of capital stock, material real property, fixtures and general intangibles consisting of intellectual property and a second priority lien on working capital assets of the borrowers in the Facility, which includes, but is not limited to cash and cash equivalents, accounts receivable and inventory.
The approximate book value of assets held as collateral under the Term Loan was $ 700 million as of December 31, 2021.
2 unchanged sentences
base rate loans and 3.50 % for Eurodollar loans.
+Added: In addition, the Term Loan includes a Eurodollar rate floor of 0.50 %.
The interest rate on the amount outstanding under the Term Loan at December 31, 2021 was 4.00 %.
In addition, the Term Loan includes restrictive covenants, which, among other things, limit additional borrowings and investments of the Company subject to certain thresholds, as provided in the Term Loan.
−Removed: The Term Loan limits the payment of regularly scheduled dividends and other restricted payments to $50.0 million in any fiscal year, unless the consolidated total net leverage ratio, as defined in the Term Loan, does not exceed 1.75 to 1.00 at the time of the payment.
+Added: The Term Loan limits the payment of dividends and other restricted payments the Company may make in any fiscal year, unless the consolidated total net leverage ratio, as defined in the Term Loan, does not exceed 2.50 to 1.00 at the time of the payment.
At December 31, 2021, the Company was in compliance with the covenants in the Term Loan.
19 unchanged sentences
Lease expense for operating lease payments is recognized on a straight-line basis over the term of the lease.
−Removed: As of December 31, 2020 and 2019, the Company had the following amounts recorded on the Company's unaudited condensed consolidated balance sheet:
+Added: As of December 31, 2021 and 2020, the Company had the following amounts recorded on the Company's Consolidated Balance Sheets:
Location on Balance Sheet December 31, 2021 December 31, 2020
10 unchanged sentences
Finance lease obligations of $ 12.4 million, $ 17.0 million and $ 7.9 million were incurred in connection with lease agreements to acquire machinery and equipment during 2021, 2020 and 2019, respectively.
−Removed: In addition, leases with HYGFS included in the unaudited condensed consolidated balance sheet at December 31, 2020 and 2019, include $ 17.8 million and $ 17.7 million of ROU assets and $ 17.9 million and $ 17.8 million of lease liabilities.
+Added: In addition, leases with HYGFS included in the Consolidated Balance Sheet at December 31, 2021 and 2020, include $ 16.1 million and $ 17.8 million of ROU assets and $ 16.2 million and $ 17.9 million of lease liabilities.
As of December 31, 2021, the Company had the following remaining lease term and weighted average discount rates:
21 unchanged sentences
Financing cash flows from finance leases 7.6 4.0
+Added: Year Ended Year Ended
+Added: December 31, 2021 December 31, 2020
Non-cash amounts related to right-of-use assets obtained in exchange for lease obligations
39 unchanged sentences
Although the ultimate disposition of these proceedings is not presently determinable, management believes, after consultation with its legal counsel, that the likelihood is remote that costs will be incurred materially in excess of accruals already recognized.
−Removed: The Company previously filed legal actions in Brazil to recover certain social integration and social contribution taxes paid over gross sales, including ICMS receipts, which is a form of state value added tax.
−Removed: During 2019, the Company’s Brazil legal advisors notified the Company that they received judicial notification that the Superior Judicial Court rendered a favorable decision on the case granting the Company the right to recover, through offset of federal tax liabilities, amounts of overpayments collected by the government from 1999 to date.
−Removed: The judicial court decision is final and not subject to appeals.
−Removed: The current estimate of the refund calculated on a gross basis is approximately 100 million Brazilian reais, or approximately $19 million based on exchange rates as of December 31, 2020.
−Removed: The amount and ultimate timing of realization of these recoveries is dependent upon administrative approvals, generation of federal tax liabilities in Brazil eligible for offset and potential impacts of future legislative actions within Brazil, all of which are uncertain.
−Removed: During 2019, based upon a probability weighted analysis, including a review of historical earnings and trends, forecasted earnings, the relevant expiration of carryforwards and the potential of selling the credits at a significant discount, the Company determined the net realizable value of the credits was approximately 8 million Brazilian reais, or $ 1.5 million based
−Removed: on exchange rates as of December 31, 2020.
−Removed: Future legislative changes in Brazil, changes in the Company’s forecasted earnings or resolution of other uncertainties could impact the estimate of the amount realizable for these tax credits.
−Removed: The Brazilian tax authorities have sought clarification before the Brazilian Supreme Court of certain matters, including the amount of these credits (i.e., the gross rate or net credit amount), and certain other matters that could affect the rights of Brazilian taxpayers regarding these credits, all of which would materially impact the realization of the credits.
−Removed: Based on the opinions of our tax and legal advisors, we have not accrued any amounts related to potential future litigation regarding these credits.
+Added: The Company previously filed lawsuits in Brazil to recover certain social integration and social contribution taxes paid on gross sales, including the ICMS, which is a form of state value added tax.
+Added: During the course of the lawsuit, many other taxpayers filed lawsuits with the same objective.
+Added: Due to the increasing number of lawsuits filed, the Federal Supreme Court ("STF") declared that all ongoing legal cases should have their decision suspended until the STF decides on the matter, a decision that was expected to apply to all cases on this topic.
+Added: In 2019, the Company's legal advisors in Brazil notified the Company that they received judicial notification that the STF had issued a favorable decision in the case granting the Company the right to recover, by offsetting federal tax liabilities, amounts of overpayments collected by the government from 1999 to the present date.
+Added: The judicial court decision was final and not subject to appeals.
+Added: The estimate of the refund calculated on a gross basis was approximately 110 million Brazilian reais, or approximately $20 million based on exchange rates as of December 31, 2021.
+Added: Despite the favorable decision of the STF, the Brazilian tax authorities sought clarification in the same main lawsuit on certain issues, including the value of these credits (i.e., the gross rate or the net credit value), and certain other issues that could have affected the Brazilian taxpayers' rights with respect to these credits, all of which could have materially impacted the realization of the credits.
+Added: During the second quarter of 2021, the STF ruled in favor of taxpayers that the refund should be calculated on a gross basis.
+Added: The amount and ultimate timing of realization of these recoveries was dependent upon administrative approvals, generation of federal tax liabilities in Brazil eligible for offset and potential impacts of future legislative actions within Brazil, all of which were uncertain.
+Added: During 2021, the Company sold these credits at a discount for 42 million Brazilian reais, or $ 7.8 million.
+Added: In addition, the Company has generated additional tax credits since the favorable decision in 2019 of approximately 12 million Brazilian reais, or approximately $ 2.4 million.
+Added: The Company recorded approximately $ 8.5 million of income related to these credits for the year ended December 31, 2021 in “Cost of Sales” in the Consolidated Statements of Operations.
NOTE 17— Guarantees
5 unchanged sentences
The fair value of collateral held at December 31, 2021 was approximately $ 177.0 million based on Company estimates.
−Removed: The Company estimates the fair value of the collateral using information regarding the original sales price, the current age of the equipment and general market conditions that influence the value of both new and used lift trucks.
+Added: The Company estimates the fair value of the collateral using information regarding the original sales price, the current age of the equipment and general market conditions that influence the
+Added: value of both new and used lift trucks.
The Company also regularly monitors the external credit ratings of the entities for which it has provided recourse or repurchase obligations.
32 unchanged sentences
Amounts receivable from HYGFS were $ 7.2 million and $ 5.7 million at December 31, 2021 and 2020, respectively.
−Removed: At December 31, 2020, the Company had $ 10.0 million of notes payable to HYGFS for advance funding of inventory that will be financed by HYGFS upon sale.
+Added: At December 31, 2021 and 2020, the Company had $ 11.5 million and $10.0 million, respectively, of notes payable to HYGFS for advance funding of inventory that will be financed by HYGFS upon sale.
The Company provides recourse for certain financing provided by HYGFS to its dealers and customers.
3 unchanged sentences
Operating lease obligations primarily relate to specific sale-leaseback-sublease transactions for certain customers whereby the Company sells lift trucks to HYGFS, leases these lift trucks back under an operating lease agreement and then subleases those lift trucks to customers under an operating lease agreement.
−Removed: Total obligations to HYGFS under the operating lease agreements were $ 19.9 million and $ 21.2 million at December 31, 2020 and 2019, respectively.
+Added: Total obligations to HYGFS under the operating lease agreements were $ 20.4
+Added: million and $ 19.9 million at December 31, 2021 and 2020, respectively.
In addition, the Company provides certain subsidies to its dealers that are paid directly to HYGFS.
31 unchanged sentences
$ 5.5 $ 7.3 $ 5.1
−Removed: The Company had an approximately 19 % ownership interest through common and redeemable preferred shares in a third party, OneH2, Inc.
+Added: During the first quarter of 2021, the Company sold its investment in preferred shares of a third party, OneH2, Inc.
+Added: ("OneH2"), Inc.
+Added: for $ 15.7 million, including accrued dividends, and recognized a gain of $ 4.6 million.
+Added: The gain on the sale of the investment is included on the line "Other, net" in the "Other (income) expense" section of the Consolidated Statements of Operations.
The Company's investment was $ 0.8 million and $ 11.9 million as of December 31, 2021 and December 31, 2020, respectively.
The Company recorded $ 1.3 million of accrued dividend income related to this investment in both 2020 and 2019.
−Removed: During January 2021, the Company sold its investment in preferred shares of OneH2 for $ 15.7 million, including accrued dividends, and recognized a gain of $ 4.6 million.
−Removed: The Company expects to sell its remaining investment in common shares in the first quarter of 2021.
The Company has an equity investment in a third party valued using a quoted market price in an active market, or Level 1 in the fair value hierarchy.
6 unchanged sentences
As a result, the Company restructured operations to optimize global commercial operations.
−Removed: The Company recognized a charge of approximately $ 4.4 million during the year ended December 31, 2020.
These charges primarily related to severance, which was recorded on the line "Selling, general and administrative expenses" in the Consolidated Statements of Operations.
−Removed: Severance payments incurred are expected to be paid in 2021.
−Removed: In addition to the restructuring charge recorded during 2020, the Company anticipates it will incur subsequent charges, which were not eligible for accrual at December 31, 2020, of approximately $ 1.4 million for additional costs related to the restructuring, which the Company expects to incur during 2021.
+Added: The remaining severance payments are expected to be paid through 2023.
Following is the detail of the cash charges incurred by reporting segment:
−Removed: Total charges incurred in 2020 Severance Other cash charges
+Added: Total charges incurred Total charges incurred through December 31, 2020 Total expense (benefit) record in December 31, 2021
Americas $ 0.7 $ 1.0 $ ( 0.3 )
2 unchanged sentences
$ 4.3 $ 4.4 $ ( 0.1 )
+Added: Following is an analysis of the activity related to the liability:
+Added: Americas EMEA ` JAPIC Total
+Added: Balance at January 1, 2021 $ 1.0 $ 2.0 $ 1.4 $ 4.4
+Added: Provision 0.1 — 0.3 0.4
+Added: Changes in estimate ( 0.4 ) — ( 0.1 ) ( 0.5 )
+Added: Payments ( 0.7 ) ( 0.9 ) ( 1.1 ) ( 2.7 )
+Added: Translation — ( 0.1 ) ( 0.1 ) ( 0.2 )
+Added: Balance at December 31, 2021 $ — $ 1.0 $ 0.4 $ 1.4
In 2019, as part of a plan to expand Bolzoni's capabilities in the United States, Bolzoni's North America attachment manufacturing was moved into HYG's Sulligent, Alabama manufacturing facility.
3 unchanged sentences
Cash payments related to this restructuring plan were completed in 2019.
−Removed: SCHEDULE II— VALUATION AND QUALIFYING ACCOUNTS
−Removed: HYSTER-YALE MATERIALS HANDLING, INC.
−Removed: AND SUBSIDIARIES
−Removed: YEAR ENDED DECEMBER 31, 2020, 2019 AND 2018
−Removed: Description Balance at Beginning of Period Charged to
−Removed: Expenses Charged to
−Removed: Other Accounts
−Removed: — Describe (A) Deductions
−Removed: — Describe Balance at
−Removed: (In millions)
−Removed: Reserves deducted from asset accounts:
−Removed: Allowance for doubtful accounts (B) $ 9.7 $ 1.0 $ 0.3 $ 0.6 (C) $ 10.4
−Removed: Reserves deducted from asset accounts:
−Removed: Allowance for doubtful accounts (B) $ 9.7 $ 1.2 $ ( 1.2 ) $ — (C) $ 9.7
−Removed: Reserves deducted from asset accounts:
−Removed: Allowance for doubtful accounts (B) $ 8.7 $ 1.9 $ ( 0.9 ) $ — (C) $ 9.7
−Removed: (A) Foreign currency translation adjustments and other.
−Removed: (B) Includes allowance of receivables classified as long-term of $ 4.6 million, $ 4.1 million and $ 4.3 million in 2020, 2019 and 2018, respectively.
−Removed: (C) Write-offs, net of recoveries.
+Added: NOTE 20— Maximal Equity Transfer Agreement
+Added: As of December 31, 2021, the Company maintained a 75% majority interest in Hyster-Yale Maximal.
+Added: On May 26, 2021, the Company signed an ETA with HK Holding Co, pursuant to which the Company will purchase 15% of the equity interest of Hyster-Yale Maximal from HK Holding Co for an aggregate purchase price of $25.2 million.
+Added: After the closing under the ETA, which is anticipated to occur on June 1, 2022 (the “Closing Date"), 10% and 90% of the equity interest of Hyster-Yale Maximal will be owned by HK Holding Co and the Company, respectively.
+Added: Under the terms of the ETA, on the Closing Date and prior to each of June 1, 2023 and June 1, 2024, the Company will pay $8.4 million to HK Holding Co.
+Added: The closing of the transaction is subject to customary closing conditions and required regulatory approvals.
+Added: There is no guarantee the closing will occur either as provided in the ETA or at all.
+Added: After the closing, the Company will have an option to purchase HK Holding Co's remaining interest in Hyster-Yale Maximal at any time prior to June 8, 2056 for $16.8 million.
+Added: If this option is exercised, the Company will own 100% of the equity interest of Hyster-Yale Maximal.
Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.