What changed in this filing

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Item 1. Financial Statements

2022-11-01 compared with 2022-08-02 · 130 added, 107 removed, 539 unchanged (31% of the section changed)

23 unchanged sentences

Revolving credit facilities 131.5 165.3

Current maturities of long-term debt 132.6 91.5

Short-term debt and current maturities of long-term debt 140.9 91.5

Accrued payroll 50.7 57.1

20 unchanged sentences

Noncontrolling Interests 7.5 25.8

Total Equity 207.5 382.9

Total Permanent Equity 121.5 382.9

Total Liabilities and Equity $ 1,932.8 $ 1,970.1

3 unchanged sentences

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

THREE MONTHS ENDED SIX MONTHS ENDED

JUNE 30 JUNE 30

THREE MONTHS ENDED NINE MONTHS ENDED

SEPTEMBER 30 SEPTEMBER 30

2022 2021 2022 2021

5 unchanged sentences

Selling, general and administrative expenses 111.8 119.4 346.1 345.2

Operating Profit (Loss) ( 15.7 ) 5.9 ( 34.0 ) 9.0

Operating Loss ( 24.9 ) ( 54.3 ) ( 58.9 ) ( 45.3 )

Other (income) expense

3 unchanged sentences

7.5 2.0 16.6 2.6

Income (Loss) Before Income Taxes ( 21.8 ) ( 0.1 ) ( 43.1 ) 8.4

Income tax benefit ( 3.1 ) ( 2.4 ) ( 0.2 ) —

Net Income (Loss) ( 18.7 ) 2.3 ( 42.9 ) 8.4

Loss Before Income Taxes ( 32.4 ) ( 56.3 ) ( 75.5 ) ( 47.9 )

Income tax expense 4.2 20.5 4.0 20.5

Net Loss ( 36.6 ) ( 76.8 ) ( 79.5 ) ( 68.4 )

Net income attributable to noncontrolling interests ( 0.1 ) ( 0.4 ) ( 1.6 ) ( 1.3 )

Net Income (Loss) Attributable to Stockholders $ ( 19.4 ) $ 1.9 $ ( 44.4 ) $ 7.5

Basic Earnings (Loss) per Share $ ( 1.15 ) $ 0.11 $ ( 2.63 ) $ 0.45

Diluted Earnings (Loss) per Share $ ( 1.15 ) $ 0.11 $ ( 2.63 ) $ 0.45

Net income attributable to redeemable noncontrolling interests ( 0.3 ) — ( 0.3 ) —

Accrued dividend to redeemable noncontrolling interests ( 0.3 ) — ( 0.3 ) —

Net Loss Attributable to Stockholders $ ( 37.3 ) $ ( 77.2 ) $ ( 81.7 ) $ ( 69.7 )

Basic Loss per Share $ ( 2.20 ) $ ( 4.59 ) $ ( 4.84 ) $ ( 4.15 )

Diluted Loss per Share $ ( 2.20 ) $ ( 4.59 ) $ ( 4.84 ) $ ( 4.15 )

Dividends per Share $ 0.3225 $ 0.3225 $ 0.9675 $ 0.9625

5 unchanged sentences

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

THREE MONTHS ENDED SIX MONTHS ENDED

JUNE 30 JUNE 30

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SEPTEMBER 30 SEPTEMBER 30

2022 2021 2022 2021

(In millions)

Net Income (Loss) $ ( 18.7 ) $ 2.3 $ ( 42.9 ) $ 8.4

Net Loss $ ( 36.6 ) $ ( 76.8 ) $ ( 79.5 ) $ ( 68.4 )

Other comprehensive income (loss)

2 unchanged sentences

Reclassification of hedging activities into earnings 12.8 ( 2.9 ) 20.2 ( 5.2 )

Current period pension adjustment ( 4.2 ) ( 1.4 ) ( 4.2 ) ( 1.4 )

Reclassification of pension into earnings 1.1 1.5 3.5 3.7

Comprehensive Income (Loss) $ ( 83.2 ) $ ( 113.0 ) $ ( 208.9 ) $ ( 126.8 )

Other comprehensive income (loss) attributable to noncontrolling interests

Net income attributable to noncontrolling interests ( 0.1 ) ( 0.4 ) ( 1.6 ) ( 1.3 )

Net income attributable to redeemable noncontrolling interests ( 0.3 ) — ( 0.3 ) —

Accrued dividend to redeemable noncontrolling interests ( 0.3 ) — ( 0.3 ) —

Foreign currency translation adjustment attributable to noncontrolling interests 0.5 1.1 2.0 1.2

Comprehensive Income (Loss) Attributable to Stockholders $ ( 97.2 ) $ 17.4 $ ( 125.7 ) $ ( 14.6 )

Comprehensive Loss Attributable to Stockholders $ ( 83.4 ) $ ( 112.3 ) $ ( 209.1 ) $ ( 126.9 )

See notes to unaudited condensed consolidated financial statements.

2 unchanged sentences

UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

SIX MONTHS ENDED

NINE MONTHS ENDED

(In millions)

Operating Activities

Net income (loss) $ ( 42.9 ) $ 8.4

Adjustments to reconcile net income (loss) to net cash provided by (used for) operating activities:

Net loss $ ( 79.5 ) $ ( 68.4 )

Adjustments to reconcile net loss to net cash provided by (used for) operating activities:

Depreciation and amortization 33.0 34.7

2 unchanged sentences

Gain on the sale of investment — ( 4.6 )

Impairment charge — 10.0

Stock-based compensation 3.7 3.5

14 unchanged sentences

Purchase of noncontrolling interest ( 8.4 ) —

Net cash provided by (used for) investing activities ( 22.9 ) 0.8

Net cash used for investing activities ( 27.2 ) ( 10.1 )

Financing Activities

Additions to long-term debt 75.9 84.7

Reductions of long-term debt ( 35.8 ) ( 30.1 )

Additions to debt 106.2 100.8

Reductions of debt ( 63.5 ) ( 41.8 )

Net change to revolving credit agreements ( 28.0 ) 79.7

2 unchanged sentences

Financing fees paid — ( 7.6 )

Net cash provided by financing activities 33.5 37.5

Net cash provided by (used for) financing activities ( 1.9 ) 114.7

Effect of exchange rate changes on cash ( 2.1 ) ( 2.8 )

9 unchanged sentences

Accumulated Other Comprehensive Income (Loss)

Redeemable Noncontrolling Interest 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 Interests Total Equity

(In millions)

Balance, March 31, 2021 $ — $ 0.1 $ 0.1 $ ( 5.5 ) $ 315.6 $ 443.5 $ ( 82.4 ) $ ( 2.4 ) $ ( 86.9 ) $ 582.1 $ 33.7 $ 615.8

Balance, June 30, 2021 $ — $ 0.1 $ 0.1 $ ( 5.2 ) $ 315.5 $ 440.0 $ ( 70.4 ) $ 0.9 $ ( 85.8 ) $ 595.2 $ 34.8 $ 630.0

Stock-based compensation — — — — ( 0.2 ) — — — — ( 0.2 ) — ( 0.2 )

Stock issued under stock compensation plans — — — 0.3 ( 0.3 ) — — — — — — —

Net income — — — — — 1.9 — — — 1.9 0.4 2.3

Net income (loss) — — — — — ( 77.2 ) — — — ( 77.2 ) 0.4 ( 76.8 )

Cash dividends — — — — — ( 5.5 ) — — — ( 5.5 ) — ( 5.5 )

Current period other comprehensive income — — — — — — 12.0 5.0 — 17.0 — 17.0

Reclassification adjustment to net income — — — — — — — ( 1.7 ) 1.1 ( 0.6 ) — ( 0.6 )

Current period other comprehensive loss — — — — — — ( 14.6 ) ( 18.8 ) ( 1.4 ) ( 34.8 ) — ( 34.8 )

Reclassification adjustment to net loss — — — — — — — ( 2.9 ) 1.5 ( 1.4 ) — ( 1.4 )

Foreign currency translation on noncontrolling interest — — — — — — — — — — ( 1.1 ) ( 1.1 )

Balance, September 30, 2021 $ — $ 0.1 $ 0.1 $ ( 4.9 ) $ 315.0 $ 357.3 $ ( 85.0 ) $ ( 20.8 ) $ ( 85.7 ) $ 476.1 $ 34.1 $ 510.2

Balance, June 30, 2022 $ 15.9 $ 0.1 $ 0.1 $ — $ 291.2 $ 193.3 $ ( 142.6 ) $ ( 72.3 ) $ ( 70.2 ) $ 199.6 $ 7.9 $ 207.5

Balance, March 31, 2022 $ — $ 0.1 $ 0.1 $ — $ 312.3 $ 218.2 $ ( 102.3 ) $ ( 32.1 ) $ ( 71.4 ) $ 324.9 $ 26.6 $ 351.5

Stock-based compensation — — — — 1.1 — — — — 1.1 — 1.1

2 unchanged sentences

Cash dividends — — — — — ( 5.5 ) — — — ( 5.5 ) — ( 5.5 )

Accrued dividends 0.3 — — — — — — — — — — —

Current period other comprehensive loss — — — — — — ( 30.2 ) ( 26.1 ) ( 4.2 ) ( 60.5 ) — ( 60.5 )

Reclassification adjustment to net income (loss) — — — — — — — 5.7 1.2 6.9 — 6.9

Reclassification adjustment to net loss — — — — — — — 12.8 1.1 13.9 — 13.9

Purchase of noncontrolling interest — — — — — — — — — — — —

1 unchanged sentence

Foreign currency translation on noncontrolling interest — — — — — — — — — — ( 0.5 ) ( 0.5 )

Balance, June 30, 2022 $ 15.9 $ 0.1 $ 0.1 $ — $ 291.2 $ 193.3 $ ( 142.6 ) $ ( 72.3 ) $ ( 70.2 ) $ 199.6 $ 7.9 $ 207.5

Balance, September 30, 2022 $ 13.7 $ 0.1 $ 0.1 $ — $ 295.0 $ 150.5 $ ( 172.8 ) $ ( 85.6 ) $ ( 73.3 ) $ 114.0 $ 7.5 $ 121.5

See notes to unaudited condensed consolidated financial statements.

4 unchanged sentences

Accumulated Other Comprehensive Income (Loss)

(In millions)

2 unchanged sentences

Stock issued under stock compensation plans — — — 1.1 ( 1.1 ) — — — — — — —

Net income — — — — — 7.5 — — — 7.5 0.9 8.4

Net income (loss) — — — — — ( 69.7 ) — — — ( 69.7 ) 1.3 ( 68.4 )

Cash dividends — — — — — ( 16.2 ) — — — ( 16.2 ) ( 0.2 ) ( 16.4 )

Current period other comprehensive loss — — — — — — ( 27.4 ) ( 28.1 ) ( 1.4 ) ( 56.9 ) — ( 56.9 )

Reclassification adjustment to net income — — — — — — — ( 2.3 ) 2.2 ( 0.1 ) — ( 0.1 )

Reclassification adjustment to net loss — — — — — — — ( 5.2 ) 3.7 ( 1.5 ) — ( 1.5 )

Foreign currency translation on noncontrolling interest — — — — — — — — — — ( 1.2 ) ( 1.2 )

Balance, June 30, 2021 $ — $ 0.1 $ 0.1 $ ( 5.2 ) $ 315.5 $ 440.0 $ ( 70.4 ) $ 0.9 $ ( 85.8 ) $ 595.2 $ 34.8 $ 630.0

Balance, September 30, 2021 $ — $ 0.1 $ 0.1 $ ( 4.9 ) $ 315.0 $ 357.3 $ ( 85.0 ) $ ( 20.8 ) $ ( 85.7 ) $ 476.1 $ 34.1 $ 510.2

Balance, December 31, 2021 $ — $ 0.1 $ 0.1 $ ( 4.5 ) $ 315.1 $ 248.6 $ ( 97.7 ) $ ( 32.0 ) $ ( 72.6 ) $ 357.1 $ 25.8 $ 382.9

3 unchanged sentences

Cash dividends — — — — — ( 16.4 ) — — — ( 16.4 ) ( 0.2 ) ( 16.6 )

Accrued dividends 0.3 — — — — — — — — — — —

Current period other comprehensive loss — — — — — — ( 75.1 ) ( 73.8 ) ( 4.2 ) ( 153.1 ) — ( 153.1 )

Reclassification adjustment to net income (loss) — — — — — — — 7.4 2.4 9.8 — 9.8

Reclassification adjustment to net loss — — — — — — — 20.2 3.5 23.7 — 23.7

Purchase of noncontrolling interest — — — — ( 12.8 ) — — — — ( 12.8 ) ( 11.1 ) ( 23.9 )

1 unchanged sentence

Foreign currency translation on noncontrolling interest — — — — — — — — — — ( 2.0 ) ( 2.0 )

Balance, June 30, 2022 $ 15.9 $ 0.1 $ 0.1 $ — $ 291.2 $ 193.3 $ ( 142.6 ) $ ( 72.3 ) $ ( 70.2 ) $ 199.6 $ 7.9 $ 207.5

Balance, September 30, 2022 $ 13.7 $ 0.1 $ 0.1 $ — $ 295.0 $ 150.5 $ ( 172.8 ) $ ( 85.6 ) $ ( 73.3 ) $ 114.0 $ 7.5 $ 121.5

See notes to unaudited condensed consolidated financial statements.

2 unchanged sentences

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

JUNE 30, 2022

SEPTEMBER 30, 2022

(Tabular Amounts in Millions, Except Per Share and Percentage Data)

26 unchanged sentences

Accordingly, they do not include all of the information and footnotes required by GAAP for complete financial statements.

In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the financial position of the Company as of June 30, 2022 and the results of its operations and changes in equity for the three and six months ended June 30, 2022 and 2021, and the results of its cash flows for the six months ended June 30, 2022 and 2021 have been included.

In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the financial position of the Company as of September 30, 2022 and the results of its operations and changes in equity for the three and nine months ended September 30, 2022 and 2021, and the results of its cash flows for the nine months ended September 30, 2022 and 2021 have been included.

These unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in the Company's Annual Report on Form 10-K for the year ended December 31, 2021.

26 unchanged sentences

Standalone selling prices are generally determined based on the prices charged to customers or using expected cost plus margin.

Impairment losses recognized on receivables or contract assets were not significant for the three and six months ended June 30, 2022 and 2021.

Impairment losses recognized on receivables or contract assets were not significant for the three and nine months ended September 30, 2022 and 2021.

The Company generally expenses sales commissions when incurred because the amortization period would have been one year or less.

4 unchanged sentences

THREE MONTHS ENDED

JUNE 30, 2022

SEPTEMBER 30, 2022

Lift truck business

6 unchanged sentences

THREE MONTHS ENDED

JUNE 30, 2021

SEPTEMBER 30, 2021

Lift truck business

5 unchanged sentences

Total Revenues $ 494.3 $ 153.4 $ 56.1 $ 90.0 $ 0.2 $ ( 45.8 ) $ 748.2

SIX MONTHS ENDED

JUNE 30, 2022

NINE MONTHS ENDED

SEPTEMBER 30, 2022

Lift truck business

5 unchanged sentences

Total Revenues $ 1,725.6 $ 513.9 $ 182.1 $ 263.7 $ 2.1 $ ( 124.3 ) $ 2,563.1

SIX MONTHS ENDED

JUNE 30, 2021

NINE MONTHS ENDED

SEPTEMBER 30, 2021

Lift truck business

28 unchanged sentences

Foreign currency effect ( 0.4 )

Balance, June 30, 2022 $ 182.1

Balance, September 30, 2022 $ 171.7

Note 4— Business Segments

12 unchanged sentences

Financial information for each reportable segment is presented in the following table:

THREE MONTHS ENDED SIX MONTHS ENDED

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2022 2021 2022 2021

20 unchanged sentences

federal, state and local, and foreign income taxes and is generally based on the application of a forecasted annual income tax rate applied to the current quarter's year-to-date pre-tax income or loss.

determining the estimated annual effective income tax rate, the Company analyzes various factors, including projections of the Company's annual earnings or losses, taxing jurisdictions in which the earnings or losses will be generated, the impact of state and local income taxes, the Company's ability to use tax credits and net operating loss carryforwards, carrybacks, capital loss carryforwards, and available tax planning alternatives.

In determining the estimated annual effective income tax rate, the Company analyzes various factors, including projections of the Company's annual earnings or losses, taxing jurisdictions in which the earnings or losses will be generated, the impact of state and local income taxes, the Company's ability to use tax credits and net operating loss carryforwards, carrybacks, capital loss carryforwards, and available tax planning alternatives.

Discrete items, including the effect of changes in tax laws, tax rates and certain circumstances with respect to valuation allowances or the tax effect of other unusual or nonrecurring transactions or adjustments are reflected in the period in which they occur as an addition to, or reduction from, the income tax provision, rather than included in the estimated annual effective income tax rate.

2 unchanged sentences

federal statutory rate to the reported income tax rate is as follows:

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2022 2021 2022 2021

Income (loss) before income taxes $ ( 21.8 ) $ ( 0.1 ) $ ( 43.1 ) $ 8.4

Loss before income taxes $ ( 32.4 ) $ ( 56.3 ) $ ( 75.5 ) $ ( 47.9 )

Statutory taxes (21%) $ ( 6.8 ) $ ( 11.9 ) $ ( 15.9 ) $ ( 10.1 )

4 unchanged sentences

Discrete items 0.6 18.9 ( 4.7 ) 16.7

Income tax benefit $ ( 3.1 ) $ ( 2.4 ) $ ( 0.2 ) $ —

Reported income tax rate 14.2 % n.m.

- not meaningful

Income tax expense $ 4.2 $ 20.5 $ 4.0 $ 20.5

Reported income tax rate ( 13.0 ) % ( 36.4 ) % ( 5.3 ) % ( 42.8 ) %

The Company's reported income tax rate differs from the U.S.

federal statutory tax rate primarily as a result of recording additional valuation allowances and an interim adjustment resulting from pretax losses for which no tax benefit was recognized.

During the third quarter of 2021, the Company recognized a discrete tax charge of $ 21.9 million, primarily for the establishment of a valuation allowance against the beginning of the year balance of the Company’s U.S.

deferred tax assets, excluding the portion of assets available to be carried back to the prior tax year.

In 2021, the Company performed a review of its recent operations, including cumulative U.S.

pretax losses, lack of available tax planning strategies and declining forecasts due to supply and logistics constraints, the Company concluded the evidence available no longer supported a more likely than not standard of realization for the Company’s U.S.

deferred tax assets.

Although the Company projected earnings over the longer term for its U.S.

operations, due to its cumulative losses such longer-term forecasts are not sufficient evidence to support the future utilization of deferred tax assets.

Additionally, $ 16.5 million of valuation allowance expense, primarily related to U.S.

operations, was provided against deferred tax assets generated in the first nine months of 2021.

During the second quarter of 2022 and 2021, the Company recognized discrete tax benefits of $ 3.8 million and $ 3.3 million,

1 unchanged sentence

The expense for the release of the indemnity receivable was recorded in pre-tax earnings on the line “Other, net” in the unaudited condensed consolidated statements of operations.

Additionally, the Company has recognized a discrete tax benefit of $0.7 million in the second quarter of 2022 for the release of uncertain tax positions that were recorded when the Company acquired Bolzoni.

During the second quarter of 2021, the Company recognized a discrete tax charge of $1.4 million for the tax impact of the favorable adjustment for social contribution taxes previously imposed on material purchases in Brazil.

Note 6— Reclassifications from OCI

1 unchanged sentence

OCI Components Amount Reclassified from OCI Affected Line Item

THREE MONTHS ENDED SIX MONTHS ENDED

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2022 2021 2022 2021

2 unchanged sentences

Foreign exchange contracts ( 12.9 ) 1.3 ( 21.8 ) 2.8 Cost of sales

Total before tax ( 5.6 ) 2.1 ( 7.2 ) 2.8 Income (loss) before income taxes

Tax benefit ( 0.1 ) ( 0.4 ) ( 0.2 ) ( 0.5 ) Income tax provision (benefit)

Net of tax $ ( 5.7 ) $ 1.7 $ ( 7.4 ) $ 2.3 Net income (loss)

Total before tax ( 12.8 ) 2.2 ( 20.0 ) 5.0 Loss before income taxes

Tax (expense) benefit — 0.7 ( 0.2 ) 0.2 Income tax expense

Net of tax $ ( 12.8 ) $ 2.9 $ ( 20.2 ) $ 5.2 Net loss

Amortization of defined benefit pension items:

Actuarial loss $ ( 1.1 ) $ ( 1.4 ) $ ( 3.5 ) $ ( 4.2 ) Other, net

Total before tax ( 1.2 ) ( 1.4 ) ( 2.4 ) ( 2.8 ) Income (loss) before income taxes

Tax expense — 0.3 — 0.6 Income tax provision (benefit)

Net of tax $ ( 1.2 ) $ ( 1.1 ) $ ( 2.4 ) $ ( 2.2 ) Net income (loss)

Total before tax ( 1.1 ) ( 1.4 ) ( 3.5 ) ( 4.2 ) Loss before income taxes

Tax (expense) benefit — ( 0.1 ) — 0.5 Income tax expense

Net of tax $ ( 1.1 ) $ ( 1.5 ) $ ( 3.5 ) $ ( 3.7 ) Net loss

Total reclassifications for the period $ ( 13.9 ) $ 1.4 $ ( 23.7 ) $ 1.5

4 unchanged sentences

This valuation methodology is Level 2 as defined in the fair value hierarchy.

At June 30, 2022, the fair value and carrying value of revolving credit agreements and long-term debt, excluding finance leases, was $ 536.0 million and $ 549.4 million, respectively.

At September 30, 2022, the fair value and carrying value of revolving credit agreements and long-term debt, excluding finance leases, was $ 495.1 million and $ 515.1 million, respectively.

At December 31, 2021, the fair value and carrying value of revolving credit agreements and long-term debt, excluding finance leases, was $ 486.4 million and $ 490.3 million, respectively.

22 unchanged sentences

Foreign Currency Derivatives:

The Company held forward foreign currency exchange contracts with total notional amounts of $ 1.1 billion at June 30, 2022, primarily denominated in euros, Japanese yen, U.S.

The Company held forward foreign currency exchange contracts with total notional amounts of $ 1.0 billion at September 30, 2022, primarily denominated in euros, Japanese yen, U.S.

dollars, Chinese renminbi, Mexican pesos, British pounds, Swedish kroner and Australian dollars.

1 unchanged sentence

dollars, Chinese renminbi, British pounds, Mexican pesos, Swedish kroner and Australian dollars.

The fair value of these contracts approximated a net liability of $ 77.6 million and $ 26.7 million at June 30, 2022 and December 31, 2021, respectively.

The fair value of these contracts approximated a net liability of $ 97.4 million and $ 26.7 million at September 30, 2022 and December 31, 2021, respectively.

Forward foreign currency exchange contracts that qualify for hedge accounting are generally used to hedge transactions expected to occur within the next 36 months.

The mark-to-market effect of forward foreign currency exchange contracts that are considered effective as hedges has been included in OCI.

Based on market valuations at June 30, 2022, $ 42.6 million of the amount of net deferred loss included in OCI at June 30, 2022 is expected to be reclassified as expense into the unaudited condensed consolidated statements of operations over the next twelve months, as the transactions occur.

Based on market valuations at September 30, 2022, $ 56.8 million of the amount of net deferred loss included in OCI at September 30, 2022 is expected to be reclassified as expense into the unaudited condensed consolidated statements of operations over the next twelve months, as the transactions occur.

Interest Rate Derivatives:

1 unchanged sentence

In addition, the Company holds certain contracts that hedge interest payments on Bolzoni's debt.

The following table summarizes the notional amounts, related rates, excluding spreads, and remaining terms of interest rate swap agreements at June 30, 2022 and December 31, 2021:

The following table summarizes the notional amounts, related rates, excluding spreads, and remaining terms of interest rate swap agreements at September 30, 2022 and December 31, 2021:

Notional Amount Average Fixed Rate

JUNE 30 DECEMBER 31 JUNE 30 DECEMBER 31

2022 2021 2022 2021 Term at June 30, 2022

SEPTEMBER 30 DECEMBER 31 SEPTEMBER 30 DECEMBER 31

2022 2021 2022 2021 Term at September 30, 2022

$ 180.0 $ 180.0 1.68 % 1.68 % Extending to May 2027

$ 20.5 $ 16.0 0.18 % ( 0.14 ) % Extending to May 2027

The fair value of all interest rate swap agreements was a net asset of $ 9.9 million and a net liability $ 3.2 million at June 30, 2022 and December 31, 2021, respectively.

The fair value of all interest rate swap agreements was a net asset of $ 17.0 million and a net liability $ 3.2 million at September 30, 2022 and December 31, 2021, respectively.

The mark-to-market effect of interest rate swap agreements that are considered effective as hedges has been included in OCI.

Based on market valuations at June 30, 2022, $ 1.7 million of the amount included in OCI as net deferred gain is expected to be reclassified as income in the unaudited condensed consolidated statements of operations over the next twelve months, as cash flow payments are made in accordance with the interest rate swap agreements.

Based on market valuations at September 30, 2022, $ 4.4 million of the amount included in OCI as net deferred gain is expected to be reclassified as income in the unaudited condensed consolidated statements of operations over the next twelve months, as cash flow payments are made in accordance with the interest rate swap agreements.

The following table summarizes the fair value of derivative instruments reflected on a gross basis by contract as recorded in the unaudited condensed consolidated balance sheets:

Asset Derivatives Liability Derivatives

Balance Sheet Location JUNE 30

Balance Sheet Location SEPTEMBER 30

2022 DECEMBER 31

2021 Balance Sheet Location JUNE 30

2021 Balance Sheet Location SEPTEMBER 30

2022 DECEMBER 31

18 unchanged sentences

The following table summarizes the offsetting of the fair value of derivative instruments on a gross basis by counterparty as recorded in the unaudited condensed consolidated balance sheets:

Derivative Assets as of June 30, 2022 Derivative Liabilities as of June 30, 2022

Derivative Assets as of September 30, 2022 Derivative Liabilities as of September 30, 2022

Gross Amounts of Recognized Assets Gross Amounts Offset Net Amounts Presented Net Amount Gross Amounts of Recognized Liabilities Gross Amounts Offset Net Amounts Presented Net Amount

11 unchanged sentences

Amount of Gain or (Loss) Recognized in OCI on Derivative (Effective Portion) Location of Gain or (Loss) Reclassified from OCI into Income (Effective Portion) Amount of Gain or (Loss) Reclassified from OCI into Income (Effective Portion)

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Derivatives Designated as Hedging Instruments 2022 2021 2022 2021 2022 2021 2022 2021

15 unchanged sentences

All other eligible employees of the Company, including employees whose pension benefits are frozen, receive retirement benefits under defined contribution retirement plans.

During the third quarter of 2022, the Company recognized a settlement loss of $ 1.5 million resulting from lump-sum distributions exceeding the total projected interest cost for the plan year for its U.S.

pension plan.

The Company remeasured the plan as of September 30, 2022 using a discount rate of 5.52 % compared to the December 31, 2021 discount rate of 2.58 %.

As a result of the remeasurement, the funded status of the plan decreased by $ 4.3 million and accumulated other comprehensive income increased by $ 4.2 million ($ 4.2 million net of tax).

During the third quarter of 2021, the Company recognized a settlement loss of $ 0.8 million resulting from lump-sum distributions exceeding the total projected interest cost for the plan year for its U.S.

pension plan.

The Company remeasured the plan as of September 30, 2021 using a discount rate of 2.49 % compared to the December 31, 2020 discount rate of 2.09 %.

As a result of the remeasurement, the funded status of the plan decreased by $ 0.2 million and accumulated other comprehensive income increased by $ 1.4 million ($ 1.4 million net of tax).

The Company presents the components of net benefit cost, other than service cost, in other (income) expense in the unaudited condensed consolidated statements of operations for its pension plans.

1 unchanged sentence

The components of pension (income) expense are set forth below:

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2022 2021 2022 2021

1 unchanged sentence

Expected return on plan assets ( 0.9 ) ( 1.1 ) ( 2.7 ) ( 3.4 )

Settlement loss 1.5 0.8 1.5 0.8

Amortization of actuarial loss 0.5 0.6 1.4 1.6

15 unchanged sentences

Inventories are stated at the lower of cost or market for last-in, first-out (“LIFO”) inventory or lower of cost or net realizable value for first-in, first-out (“FIFO”) inventory.

At June 30, 2022 and December 31, 2021, 48 % and 51 %, respectively, of total inventories were determined using the LIFO method, which consists primarily of manufactured inventories, including service parts, for the lift truck business in the United States.

At September 30, 2022 and December 31, 2021, 51 %, respectively, of total inventories were determined using the LIFO method, which consists primarily of manufactured inventories, including service parts, for the lift truck business in the United States.

The FIFO method is used with respect to all other inventories.

20 unchanged sentences

Foreign currency effect ( 2.0 )

Balance at June 30, 2022 $ 61.0

Balance at September 30, 2022 $ 60.7

Note 11— Contingencies

7 unchanged sentences

Terms of the third-party financing arrangements for which the Company is providing recourse or repurchase obligations generally range from one to five years .

Total amounts subject to recourse or repurchase obligations at June 30, 2022 and December 31, 2021 were $ 130.7 million and $ 106.8 million, respectively.

As of June 30, 2022, losses anticipated under the terms of the recourse or repurchase obligations were not significant and reserves have been provided for such losses based on historical experience in the accompanying unaudited condensed consolidated financial statements.

Total amounts subject to recourse or repurchase obligations at September 30, 2022 and December 31, 2021 were $ 125.2 million and $ 106.8 million, respectively.

As of September 30, 2022, losses anticipated under the terms of the recourse or repurchase obligations were not significant and reserves have been provided for such losses based on historical experience in the accompanying unaudited condensed consolidated financial statements.

The Company generally retains a security interest in the related assets financed such that, in the event the Company would become obligated under the terms of the recourse or repurchase obligations, the Company would take title to the assets financed.

The fair value of collateral held at June 30, 2022 was approximately $ 194.1 million based on Company estimates.

The fair value of collateral held at September 30, 2022 was approximately $ 187.6 million based on Company estimates.

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.

The Company also regularly monitors the external credit ratings of the entities for which it has provided recourse or repurchase obligations.

As of June 30, 2022, the Company did not believe there was a significant risk of non-payment or non-performance of the obligations by these entities;

As of September 30, 2022, the Company did not believe there was a significant risk of non-payment or non-performance of the obligations by these entities;

however, there can be no assurance that the risk may not increase in the future.

In addition, the Company has an agreement with WF to limit its exposure to losses at certain eligible dealers.

Under this agreement, losses related to $ 21.5 million of recourse or repurchase obligations for these certain eligible dealers are limited to 7.5 % of their original loan balance, or $ 10.9 million as of June 30, 2022.

The $ 21.5 million is included in the $ 130.7 million of total amounts subject to recourse or repurchase obligations at June 30, 2022.

Under this agreement, losses related to $ 23.7 million of recourse or repurchase obligations for these certain eligible dealers are limited to 7.5 % of their original loan balance, or $ 10.9 million as of September 30, 2022.

The $ 23.7 million is included in the $ 125.2 million of total amounts subject to recourse or repurchase obligations at September 30, 2022.

Generally, the Company sells lift trucks through its independent dealer network or directly to customers.

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On occasion, the credit quality of a customer or credit concentration issues within WF may require the Company to provide recourse or repurchase obligations of the lift trucks purchased by customers and financed through HYGFS.

At June 30, 2022, approximately $ 108.2 million of the Company's total recourse or repurchase obligations of $ 130.7 million related to transactions with HYGFS.

At September 30, 2022, approximately $ 104.2 million of the Company's total recourse or repurchase obligations of $ 125.2 million related to transactions with HYGFS.

In connection with the joint venture agreement, the Company also provides a guarantee to WF for 20 % of HYGFS’ debt with WF, such that the Company would become liable under the terms of HYGFS’ debt agreements with WF in the case of default by HYGFS.

At June 30, 2022, loans from WF to HYGFS totaled $ 1.1 billion.

At September 30, 2022, loans from WF to HYGFS totaled $ 1.1 billion.

Although the Company’s contractual guarantee was $ 229.1 million, the loans by WF to HYGFS are secured by HYGFS’ customer receivables, of which the Company guarantees $ 104.2 million.

Excluding the HYGFS receivables guaranteed by the Company from HYGFS’ loans to WF, the Company’s incremental obligation as a result of this guarantee to WF is $ 208.0 million, which is secured by 20% of HYGFS' customer receivables and other secured assets of $ 273.6 million.

Excluding the HYGFS

receivables guaranteed by the Company from HYGFS’ loans to WF, the Company’s incremental obligation as a result of this guarantee to WF is $ 210.8 million, which is secured by 20% of HYGFS' customer receivables and other secured assets of $ 276.3 million.

HYGFS has not defaulted under the terms of this debt financing in the past, and although there can be no assurances, the Company is not aware of any circumstances that would cause HYGFS to default in future periods.

The following table includes the exposure amounts related to the Company's guarantees at June 30, 2022:

The following table includes the exposure amounts related to the Company's guarantees at September 30, 2022:

Total recourse or repurchase obligations $ 104.2 $ 125.2

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The Company's equity investments in unconsolidated affiliates recorded on the unaudited condensed consolidated balance sheets are as follows:

June 30, 2022 December 31, 2021

September 30, 2022 December 31, 2021

HYGFS $ 18.8 $ 25.2

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Dividends received from unconsolidated affiliates are summarized below:

SIX MONTHS ENDED

NINE MONTHS ENDED

HYGFS $ 14.9 $ 5.1

Summarized financial information for HYGFS and SN is as follows:

THREE MONTHS ENDED SIX MONTHS ENDED

JUNE 30 JUNE 30

THREE MONTHS ENDED NINE MONTHS ENDED

SEPTEMBER 30 SEPTEMBER 30

2022 2021 2022 2021

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equity investment in a third party valued using a quoted market price in an active market, or Level 1 in the fair value hierarchy.

The Company's investment as of June 30, 2022 and December 31, 2021 was $ 1.0 million and $ 1.7 million, respectively.

The Company's investment as of September 30, 2022 and December 31, 2021 was $ 0.6 million and $ 1.7 million, respectively.

Any gain or loss on the investment is included on the line "Other, net" in the "Other (income) expense" section of the unaudited condensed consolidated statements of operations as follows:

THREE MONTHS ENDED SIX MONTHS ENDED

JUNE 30 JUNE 30

THREE MONTHS ENDED NINE MONTHS ENDED

SEPTEMBER 30 SEPTEMBER 30

2022 2021 2022 2021

Loss on equity investment $ ( 0.3 ) $ — $ ( 0.9 ) $ —

The Company has debt investment in a third party, OneH2, Inc.

The Company's investment was $ 0.8 million as of June 30, 2022 and December 31, 2021, respectively.

The Company has a debt investment in a third party, OneH2, Inc.

The Company's investment was $ 0.8 million as of September 30, 2022 and December 31, 2021, respectively.

Note 14— Maximal Equity Transfer Agreement

As of June 30, 2022, the Company maintained a 90 % majority interest in Hyster-Yale Maximal Forklift (Zheijang) Co., Ltd.

("Hyster-Yale Maximal").

During 2021, the Company signed an Equity Transfer Agreement ("ETA") with Y-C Hongkong Holding Co., Limited (“HK Holding Co”).

In June 2022, the Company purchased 15 % of the equity interest of Hyster-Yale Maximal from HK Holding Co for an aggregate purchase price of $ 25.2 million, which will be paid in annual installments of $ 8.4 million beginning in June 2022 through June 2024.

Subsequently, the Company has 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.

In June 2022, the Company purchased 15 % of the equity interest of Hyster-Yale Maximal Forklift (Zheijang) Co., Ltd.

("Hyster-Yale Maximal") from HK Holding Co for an aggregate purchase price of $ 25.2 million, which will be paid in annual installments of $ 8.4 million beginning in June 2022 through June 2024.

The Company has 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.

If this option is exercised, the Company will own 100% of the equity interest of Hyster-Yale Maximal.

As of September 30, 2022, the Company maintained a 90 % majority interest in Hyster-Yale Maximal.

In addition, under the provisions of the ETA, HK Holding Co maintains a put option by which the Company could be required to exercise its purchase option.

4 unchanged sentences

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.

What changed 10-Q

Item 1. Financial Statements