8-K

Columbus Mckinnon Corp (CMCO)

8-K 2026-01-23 For: 2026-01-22
View Original
Added on April 08, 2026

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 8-K

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): January 22, 2026

COLUMBUS McKINNON CORPORATION

(Exact name of registrant as specified in its charter)

New York 001-34362 16-0547600
(State or other jurisdiction<br>of incorporation) (Commission<br> <br>File Number) (IRS Employer<br>Identification No.)
13320 Ballantyne Corporate Place, Suite D Charlotte NC 28277
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(Address of principal executive offices) (Zip Code)

Registrant’s telephone number, including area code: (716) 689-5400

Not applicable

(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
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Securities registered pursuant to Section 12(b) of the Act:

Title of each class Trading<br>Symbol(s) Name of each exchange<br>on which registered
Common Stock, $0.01 par value per share CMCO The Nasdaq Stock Market LLC

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an Emerging Growth Company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 8.01 Other Events.

On January 22, 2026, Columbus McKinnon Corporation (the “Company”) announced that it has priced its previously announced private offering of $900.0 million in aggregate principal amount of 7.125% senior secured notes due 2033 (the “Notes”). The aggregate size of the offering has been downsized from $1,225.0 million to $900.0 million. The offering of the Notes is expected to close on January 30, 2026, subject to customary closing conditions.

A copy of the Company’s press release is filed as Exhibit 99.1 hereto. The press release is incorporated herein by reference in its entirety.

This Current Report on Form 8-K, including the exhibits attached hereto, does not constitute an offer to sell, or a solicitation of an offer to buy, any security. No offer, solicitation, or sale will be made in any jurisdiction in which such an offer, solicitation, or sale would be unlawful. The Notes and the related guarantees have not been, and will not be, registered under the Securities Act or the securities laws of any state or other jurisdiction, and, unless so registered, may not be offered or sold in the United States absent registration or an applicable exemption from registration requirements.

Forward-Looking Statements

This report may contain statements concerning our expectations, beliefs, plans, objectives, goals, strategies, and future events or performance, including, but not limited to, the statements about the offering of the Notes, our intention to issue the Notes and the expected use of proceeds. Such statements are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 and relate to trends and events that may affect our future financial position and operating results. The terms such as “will,” “may,” “could,” “would,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “project,” “target,” and similar words or expressions, as well as statements in future tense, are intended to identify forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results, and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made and/or management’s good faith belief as of that time with respect to future events and are subject to risks and may differ materially from those expressed in or suggested by the forward-looking statements. These risks and uncertainties related to the Company include factors detailed in the reports the Company files with the Securities and Exchange Commission, including those described under “Risk Factors” in its most recent Annual Report on Form 10-K and its Quarterly Reports on Form 10-Q. It is not possible to foresee or identify all such factors and we make no commitment to update any forward-looking statement or to disclose any facts, events or circumstances after the date hereof that may affect the accuracy of any forward-looking statement.

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits.
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EXHIBIT<br>NUMBER DESCRIPTION
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99.1 Press release dated January 22, 2026.
104 Cover Page Interactive Data File (the cover page XBRL tags are embedded within the Inline XBRL document).

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

COLUMBUS McKINNON CORPORATION
By: /s/ Gregory P. Rustowicz
Name: Gregory P. Rustowicz
Title: Executive Vice President - Finance and Chief Financial Officer (Principal Financial Officer)

Dated: January 23, 2026

EX-99.1

Exhibit 99.1

LOGO

News Release

13320 Ballantyne CorporatePlace Suite D

Charlotte, NC 28277

Immediate Release

Columbus McKinnonAnnounces Pricing of Senior Secured Notes

CHARLOTTE, NC, January 22, 2026 - Columbus McKinnon Corporation (Nasdaq: CMCO) (“Columbus McKinnon” or the “Company”), a leading designer, manufacturer and marketer of intelligent motion solutions for material handling, announced today it has priced its offering of $900.0 million in aggregate principal amount of 7.125% senior secured notes due 2033 (the “Notes”) in connection with the Company’s previously announced pending acquisition (the “Acquisition”) of Kito Crosby Limited (“Kito Crosby”). The aggregate size of the offering has been downsized from $1,225.0 million to $900.0 million. The offering is expected to close on January 30, 2026, subject to the satisfaction of customary closing conditions.

Columbus McKinnon intends to use the net proceeds from the offering of the Notes, together with the proceeds from the sale of Series A Cumulative Convertible Participating Preferred Shares of the Company to CD&R XII Keystone Holdings, L.P. and the New Credit Agreement (as defined below), to finance the Acquisition (including the repayment of Kito Crosby’s existing indebtedness), to refinance certain of the Company’s existing indebtedness and to pay any related fees and expenses.

The offering of the Notes is not conditioned on the consummation of the Acquisition. The Notes will be subject to a special mandatory redemption in the event that (i) the consummation of the Acquisition does not occur on or before close of business on August 10, 2026 (or such later date if the end date is extended under the Stock Purchase Agreement, dated as of February 10, 2025, by and among the Company, Kito Crosby, the equityholders of Kito Crosby set forth on the signature pages thereto and Ascend Overseas Limited, solely in its capacity as the representative) (the “End Date”) or (ii) the Company delivers a notice to the trustee stating it has determined that the consummation of the Acquisition will not occur on or before the End Date.

The Notes will initially be unsecured and not guaranteed by any subsidiary of the Company. Following the closing of the Acquisition, the Notes will be (i) secured by a first priority security interest in substantially all of the assets of the Company and its U.S. subsidiaries that will guarantee the new senior secured credit facilities that the Company expects to enter into in connection with the Acquisition (the “New Credit Agreement”), subject to certain thresholds, exceptions and permitted liens and (ii) unconditionally guaranteed, jointly and severally, on a senior secured basis by the Company’s U.S. subsidiaries that will guarantee the New Credit Agreement.

The Notes and the related guarantees have not been, and will not be, registered under the Securities Act of 1933 (the “Securities Act”) as amended, and may not be offered or sold in the United States absent registration or an applicable exemption from the registration requirements of the Securities Act and applicable state securities laws. The Notes and the related guarantees will be offered only to persons reasonably believed to be qualified institutional buyers pursuant to Rule 144A under the Securities Act, to non-U.S. persons in offshore transactions pursuant to Regulation S under the Securities Act and to “institutional” accredited investors (as defined in Rule 501(a)(1), (2), (3), (7), (8), (9), (12) or (13) under Regulation D promulgated under the Securities Act).

This press release does not constitute an offer to sell, or the solicitation of any offer to buy, the Notes, nor shall there be any sale of the Notes in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification of the Notes under the securities laws of that jurisdiction.

About Columbus McKinnon

Columbus McKinnon is a leading worldwide designer, manufacturer and marketer of intelligent motion solutions that move the world forward and improve lives by efficiently and ergonomically moving, lifting, positioning, and securing materials. Key products include hoists, crane components, precision conveyor systems, rigging tools, light rail workstations, and digital power and motion control systems. The Company is focused on commercial and industrial applications that require the safety and quality provided by its superior design and engineering know-how.

Safe Harbor Statement

This news release contains “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements are generally identified by the use of forward-looking terminology, including the terms “anticipate,” “believe,” “continue,” “could,” “estimate,” “expect,” “illustrative,” “intend,” “likely,” “may,” “opportunity,” “plan,” “possible,” “potential,” “predict,” “project,” “shall,” “should,” “target,” “will,” “would” and, in each case, their negative or other various or comparable terminology. All statements other than statements of historical facts contained in this document are forward looking statements. Forward-looking statements are not based on historical facts, but instead represent our current expectations and assumptions regarding our business, the economy and other future conditions, and involve known and unknown risks, uncertainties and other factors that could cause the actual results, performance or achievements of the Company to differ materially from any future results, performance or achievements expressed or implied by the forward-looking statements. It is not possible to predict or identify all such risks. These risks include, but are not limited to, the risk factors that are described under the section titled “Risk Factors” in our Annual Report on Form 10-K for the fiscal year ended March 31, 2025, our Quarterly Report on Form 10-Q for the quarter ended September 30, 2025 as well as in our other filings with the Securities and Exchange Commission, which are available on its website at www.sec.gov. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Forward-looking statements speak only as of the date they are made. Columbus McKinnon undertakes no duty to update publicly any such forward-looking statement, whether as a result of new information, future events or otherwise, except as may be required by applicable law, regulation or other competent legal authority.

Contacts:

Kristine Moser

VP IR and Treasurer

Columbus McKinnon Corporation

704-322-2488

kristy.moser@cmco.com