NN INC
For the period ended Sep 30, 2026. Filed Oct 28, 2026.
View on SEC.govAbout this filing
A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.
Sep 30, 2026 · Filed Oct 28, 2026
NNBR$2.75+3.0%Stored close · as of Nov 6, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2026-06-30; filed 2026-08-05.
0000918541-26-000064
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-09-30; filed 2026-10-28.
0000918541-26-000120
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsThe baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.
Compared 81 previous paragraphs and 82 current paragraphs.
37 unchanged; 30 reworded; 15 added; 13 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 9 previous and 9 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.
A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.
Added paragraphs (15)
Current report
Third Quarter Results
Current report
Net sales for the three months ended September 30, 2026 were $131.1 million, an increase of 26.2% compared to the same period in 2025. Loss from operations was $3.3 million, compared to $2.2 million in the prior year period. Net loss was $4.6 million, compared to $6.7 million in the prior year period.
Current report
Redemption of Series D Preferred Stock
Current report
During the third quarter and through the date of this report, we completed a series of transactions that retired all of our outstanding Series D Preferred Stock and simplified our capital structure:
Current report
•On July 2, 2026, we closed a private placement of 24,509,804 shares of common stock at $3.06 per share, resulting in net proceeds of $70.4 million (the “July Private Placement”).
Current report
•On August 5, 2026, we entered into an Exchange Agreement with the sole holder of our Series D Preferred Stock, under which we (i) redeemed 36,750 shares for $70.0 million in cash, equal to the accreted liquidation preference; (ii) issued 5,500,000 shares of common stock in exchange for 9,850 shares, representing $18.8 million; and (iii) obtained a reduction in the cash dividend and preference accrual rate to 10.0% per annum through August 5, 2027, together with a $5.0 million reduction in the aggregate redemption price if we redeemed the remaining shares for cash on or before December 31, 2026.
Current report
•On October 5, 2026, subsequent to quarter-end, we closed a second private placement of 11,275,605 shares of common stock at $3.30 per share and pre-funded warrants to purchase 4,824,395 shares of common stock at $3.29 per warrant, resulting in total gross proceeds of approximately $53.1 million (the “October Private Placement”).
Current report
•On October 7, 2026, we redeemed the remaining 18,400 shares of Series D Preferred Stock for approximately $30.7 million in cash, reflecting the $5.0 million reduction. No shares of Series D Preferred Stock remain outstanding after October 7, 2026.
Current report
As a result of these transactions, we have eliminated the Series D Preferred Stock balance in mezzanine equity. Our common shares outstanding increased to 93,744,244 as of October 5, 2026, excluding shares issuable upon exercise of the pre-funded warrants.
Current report
Cost of Sales. Cost of sales increased by $26.4 million, or 30.6%, during the three months ended September 30, 2026, compared to the three months ended September 30, 2025, primarily due to higher volumes and higher labor costs associated with increasing headcount to support new business.
Current report
Net sales increased by $9.1 million, or 15.3%, during the three months ended September 30, 2026, compared to the three months ended September 30, 2025, primarily due to higher volumes and favorable foreign exchange effects.
Current report
Net sales increased by $18.2 million, or 40.6%, during the three months ended September 30, 2026 compared to the three months ended September 30, 2025, primarily due to higher selling prices, reflecting the pass-through of increased raw material costs to customers, increased volumes, and favorable foreign exchange impacts.
Current report
Nine Months Ended September 30, 2026 compared to the Nine Months Ended September 30, 2025
Current report
Net sales increased by $47.8 million, or 35.9%, during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily due to higher selling prices, reflecting the pass-through of increased raw material costs to customers, higher volumes, and favorable foreign exchange impacts.
Current report
Cash used in financing activities decreased by $3.0 million during the nine months ended September 30, 2026, compared with the same period in 2025. During the nine months ended September 30, 2026, we received $69.4 million of net proceeds from the issuance of common stock in the July Private Placement, which funded the $70.0 million redemption of Series D Preferred Stock in August 2026. The improvement in cash used is primarily due to $10.0 million of proceeds from the Delayed Draw Term Loan, partially offset by net repayments under our ABL Facility
Removed paragraphs (13)
Previous report
Private Placement
Previous report
On June 30, 2026, we entered into a Securities Purchase Agreement (the “Purchase Agreement”) with certain institutional investors (the “Purchasers”), pursuant to which the Company agreed to sell and issue to the Purchasers 24,509,804 shares (the “Shares”) of our common stock in a private placement transaction (the “Private Placement”). The purchase price per share of common stock in the Private Placement was $3.06 per share (the “Purchase Price”). The closing of the Private Placement occurred on July 2, 2026 (the “Closing”). We received total net proceeds from the Private Placement of $70.4 million, after deducting offering expenses paid by the Company.
Previous report
On August 5, 2026, we entered into an Exchange Agreement (the “Exchange Agreement”) with NHTV Holdings, LP (the “Holder”), the holder of the Series D Preferred Stock issued pursuant to the Certificate of Designation of Series D Perpetual Preferred Stock (the “Certificate of Designation”). Pursuant to the terms of the Exchange Agreement, on August 5, 2026, we exchanged 9,850 shares of Series D Preferred Stock for 5,500,000 newly issued shares of our common stock, par value $0.01 per share (the “Common Stock” and the transaction, the “Exchange”). The Exchange was conditioned upon the concurrent consummation of the Redemption (defined below).
Previous report
In addition, pursuant to the Exchange Agreement, the Holder agreed to reduce (a) the Cash Dividend Rate (as defined in the Certificate of Designation) to an amount equal to 10.0% per annum of the then current Liquidation Preference (as defined in the Certificate of Designation) and (b) the Preference Accrual Rate (as defined in the Certificate of Designation) to an amount equal to 10.0% per annum of the then current Liquidation Preference, in each case through August 5, 2027. After August 5, 2027, the Cash Dividend Rate and the Preference Accrual Rate will revert to the amounts as calculated in accordance with the Certificate of Designation. The Holder also agreed that in the event we redeem in full for cash all of the then-outstanding Series D Preferred Stock from the Holder in accordance with the Certificate of Designation and pay the Holder the aggregate Redemption Price (as defined in the Certificate of Designation) otherwise payable in respect thereof on or before December 31,
Previous report
2026 (the “Final Redemption”), the aggregate Redemption Price payable by us in respect of the Final Redemption Price will be reduced by $5.0 million.
Previous report
On August 5, 2026, the Company redeemed 36,750 shares of Series D Preferred Stock pursuant to the optional redemption provision of the Certificate of Designation for an aggregate redemption price of $70.0 million (the “Redemption”). The Redemption was conditioned upon the concurrent consummation of the Exchange.
Previous report
Following the Exchange and the Redemption, on August 5, 2026, 18,400 shares of Series D Preferred Stock remained outstanding with an aggregate Liquidation Preference of $35.0 million.
Previous report
Cost of Sales. Cost of sales increased by $17.2 million, or 19.1%, during the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily due to raw material price increases, higher volumes, unfavorable plant mix, and unfavorable foreign exchange effects. These increases are partially offset by rationalization efforts taken in 2025 providing benefits in the current year.
Previous report
Net sales increased by $3.2 million, or 5.0%, during the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily due to higher selling prices, reflecting the pass-through of increased raw material costs to customers, higher volumes and favorable foreign exchange effects.
Previous report
Net sales increased by $17.7 million, or 39.5%, during the three months ended June 30, 2026 compared to the three months ended June 30, 2025, primarily due to higher selling prices, reflecting the pass-through of increased raw material costs to customers, higher volumes, and favorable foreign exchange effects.
Previous report
Six Months Ended June 30, 2026 compared to the Six Months Ended June 30, 2025
Previous report
Net sales increased by $29.5 million, or 33.5%, during the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily due to higher selling prices, reflecting the pass-through of increased raw material costs to customers and higher volumes.
Previous report
Cash provided by financing activities decreased by $1.0 million during the six months ended June 30, 2026, compared with the same period in 2025. The decrease is primarily due to net repayments made against our asset backed credit facilities, offset by the $10.0 million of proceeds from the Delayed Draw Term Loan.
Reworded paragraphs (30)
Previous wording
Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to help the reader understand the results of operations and financial condition of NN, Inc. and its consolidated subsidiaries for the three and six months ended June 30, 2026. The financial information as of June 30, 2026, should be read in conjunction with the consolidated financial statements for the year ended December 31, 2025, contained in our Form 10-K for the year ended December 31, 2025 (“2025 Annual Report”), and the Condensed Consolidated Financial Statements included in this Quarterly Report.
Current wording
Management’s Discussion and Analysis of Financial Condition and Results of Operations is intended to help the reader understand the results of operations and financial condition of NN, Inc. and its consolidated subsidiaries for the three and nine months ended September 30, 2026. The financial information as of September 30, 2026, should be read in conjunction with the consolidated financial statements for the year ended December 31, 2025, contained in our Form 10-K for the year ended December 31, 2025 (“2025 Annual Report”), and the Condensed Consolidated Financial Statements included in this Quarterly Report.
Previous wording
Global trade negotiations continue to create volatility in the marketplace. New trade restrictions and/or increases in tariffs could have a material impact on our business, financial condition, or results of operations by increasing our input costs and decreasing demand, although the nature of those trade restrictions and tariffs remains unclear. Additionally, tariffs may increase the risk for elevated inflation more generally, which may drive an increase in other input costs and have made it more difficult to procure precious metals. In particular, prices for commodities and certain metals, including, but not limited to, steel, copper, and precious metals, have recently shown increased volatility. Significant price increases for these commodities and precious metals have, and could continue to have, an adverse effect on our liquidity and operating profits if we cannot timely mitigate the price increases by successfully sourcing lower cost commodities or precious metals or by passing the increased costs on to customers.
Current wording
Global trade negotiations continue to create volatility in the marketplace. New trade restrictions and/or increases in tariffs could have a material impact on our business, financial condition, or results of operations by increasing our input costs and decreasing demand, although the nature of those trade restrictions and tariffs remains unclear. Additionally, tariffs may increase the risk for elevated inflation more generally, which may drive an increase in other input costs and have made it more difficult to procure precious metals and other raw materials. In particular, prices for commodities and certain metals, including, but not limited to, steel, copper, and precious metals, have recently shown increased volatility. Significant price increases for these commodities and precious metals have, and could continue to have, an adverse effect on our liquidity and operating profits if we cannot timely mitigate the price increases by successfully sourcing lower cost commodities or precious metals or by passing the increased costs on to customers.
Previous wording
During the second half of 2024, we identified two manufacturing facilities to close due to volume rationalization which have reduced costs and improved operational efficiency. During the first quarter of 2025, we ceased production activities at our Mobile Solutions plants in Juarez, Mexico and Dowagiac, Michigan. In addition, we implemented operational and cost optimization actions to reduce indirect and overhead costs. We continue to evaluate our global footprint, which may result in further consolidation actions to further improve our overall cost structure.
Current wording
During the second half of 2024, we identified two manufacturing facilities to close due to volume rationalization which have reduced costs and improved operational efficiency. During the first quarter of 2025, we ceased production activities at our Mobile Solutions plants in Juarez, Mexico and Dowagiac, Michigan. In addition, we implemented operational and cost optimization actions to reduce indirect and overhead costs. Based on recent developments, we anticipate reopening of our Juarez facility in 2027. We continue to evaluate our global footprint, which may result in further consolidation actions to further improve our overall cost structure.
Previous wording
Net Sales. Net sales increased by $20.8 million, or 19.3%, during the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily due to higher selling prices, reflecting the pass-through of increased raw material costs to customers, higher volumes, and favorable foreign exchange effects.
Current wording
Net Sales. Net sales increased by $27.2 million, or 26.2%, during the three months ended September 30, 2026, compared to the three months ended September 30, 2025, primarily due to higher selling prices, reflecting the pass-through of increased raw material costs to customers, higher volumes, and favorable foreign exchange effects.
Previous wording
Selling, General, and Administrative Expense. Selling, general, and administrative expense increased by $2.6 million during the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily due to higher compensation costs, consulting fees, and legal fees. The remaining impact was primarily driven by unfavorable foreign exchange and inflationary effects.
Current wording
Selling, General, and Administrative Expense. Selling, general, and administrative expense increased by $2.2 million during the three months ended September 30, 2026, compared to the three months ended September 30, 2025, primarily due to higher professional fees driven by the various strategic initiatives during the quarter.
Previous wording
Depreciation and amortization. Depreciation and amortization increased by $0.4 million during the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily due to the impact of capital expenditures placed in service in the current and prior year.
Current wording
Depreciation and amortization. Depreciation and amortization increased by $0.2 million during the three months ended September 30, 2026, compared to the three months ended September 30, 2025, primarily due to the impact of capital expenditures placed in service in the current and prior year.
Previous wording
Interest Expense. Interest expense increased by $0.1 million during the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily due to an increase in average debt balances.
Current wording
Interest Expense. Interest expense decreased by $0.2 million during the three months ended September 30, 2026, compared to the three months ended September 30, 2025, primarily due to higher capitalized interest and lower interest on our ABL facility.
Previous wording
Other Income, Net. Other income, net decreased by $0.4 million during the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily due to lower warrant revaluation impacts.
Current wording
Other Income, Net. Other income, net increased by $2.8 million during the three months ended September 30, 2026, compared to the three months ended September 30, 2025, primarily due to a gain from a favorable value added tax (“VAT”) ruling in Brazil.
Previous wording
Provision for Income Taxes. Our effective tax rate was (4.2)% for the three months ended June 30, 2026, compared to (8.1)% for the three months ended June 30, 2025. The rate for the three months ended June 30, 2026 was unfavorably impacted due to the accrual of tax on non-permanently reinvested unremitted earnings of foreign subsidiaries and by the limitation of the amount of tax benefit recorded for losses in certain jurisdictions where we believe it is more likely than not that a future tax benefit may not be realized.
Current wording
Provision for Income Taxes. Our effective tax rate was (31.9)% for the three months ended September 30, 2026, compared to (10.4)% for the three months ended September 30, 2025. The rate for the three months ended September 30, 2026 was unfavorably impacted due to the accrual of tax on non-permanently reinvested unremitted earnings of foreign subsidiaries and by the limitation of the amount of tax benefit recorded for losses in certain jurisdictions where we believe it is more likely than not that a future tax benefit may not be realized.
Previous wording
Share of Net Income from Joint Venture. Share of net income from the Wuxi Weifu Autocam Precision Machinery Company, Ltd. joint venture (the “JV”) increased during the three months ended June 30, 2026, compared to the three months ended June 30, 2025. The JV, in which we own a 49% investment, recognized net sales of $38.8 million and $31.6 million for the three months ended June 30, 2026 and 2025, respectively.
Current wording
Share of Net Income from Joint Venture. Share of net income from the Wuxi Weifu Autocam Precision Machinery Company, Ltd. joint venture (the “JV”) increased by $1.2 million during the three months ended September 30, 2026, compared to the three months ended September 30, 2025. The JV, in which we own a 49% investment, recognized net sales of $37.8 million and $33.3 million for the three months ended September 30, 2026 and 2025, respectively.
Previous wording
Loss from operations increased by $0.8 million or 75.4% during the three months ended June 30, 2026, compared to the same period in the prior year. The increase was primarily due to higher costs from an unfavorable plant mix.
Current wording
Loss from operations increased by $3.4 million or 120.3% during the three months ended September 30, 2026, compared to the same period in the prior year. The increase was primarily due to higher costs from volume increases, increased labor costs due to the start-up of new programs, material cost increases, depreciation expense, and repairs and maintenance increases.
Previous wording
Income from operations increased by $6.5 million during the six months ended June 30, 2026 compared to the same period in the prior year, primarily due to higher selling prices, improved product mix, and higher volumes.
Current wording
Income from operations increased by $3.8 million during the three months ended September 30, 2026 compared to the same period in the prior year, primarily due to higher selling prices and increased volumes. This increase was partially offset by higher material costs and labor costs.
Previous wording
Net Sales. Net sales increased by $33.6 million, or 15.7%, during the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily due to higher selling prices, reflecting the pass-through of increased raw material costs to customers, higher volumes, and favorable foreign exchange effects.
Current wording
Net Sales. Net sales increased by $60.8 million, or 19.2%, during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily due to higher selling prices, reflecting the pass-through of increased raw material costs to customers, higher volumes, and favorable foreign exchange effects.
Previous wording
Cost of Sales. Cost of sales increased by $24.5 million, or 13.5%, during the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily due to raw material price increases, higher volumes, and unfavorable plant mix costs.
Current wording
Cost of Sales. Cost of sales increased by $51.0 million, or 19.0%, during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily due to raw material price increases, higher volumes, and higher labor costs due to headcount.
Previous wording
Selling, General, and Administrative Expense. Selling, general, and administrative expense increased by $0.5 million during the three months ended June 30, 2026, compared to the three months ended June 30, 2025, primarily due to higher compensation costs and unfavorable foreign exchange effects.
Current wording
Selling, General, and Administrative Expense. Selling, general, and administrative expense increased by $4.8 million during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily due to higher compensation costs and professional fees.
Previous wording
Depreciation and amortization. Depreciation and amortization increased by $0.9 million during the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily due to the impact of capital expenditures placed in service in the current and prior year.
Current wording
Depreciation and amortization. Depreciation and amortization increased by $1.1 million during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily due to the impact of capital expenditures placed in service in the current and prior year.
Previous wording
Interest Expense. Interest expense increased by $0.6 million during the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily due to higher average debt balances offset by lower amortization of debt issuance costs and discounts.
Current wording
Interest Expense. Interest expense increased by $0.4 million during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily due to higher average debt balances offset by lower amortization of debt issuance costs and higher capitalized interest.
Previous wording
Loss on Extinguishment of Debt. Loss on extinguishment of debt was $3.0 million during the three months ended June 30, 2025 due to the termination of the 2021 Term Loan Facility. No debt extinguishment has occurred during the three months ended June 30, 2026.
Current wording
Loss on Extinguishment of Debt. Loss on extinguishment of debt was $3.0 million during the nine months ended September 30, 2025 due to the termination of the 2021 Term Loan Facility. No debt extinguishment has occurred during the nine months ended September 30, 2026.
Previous wording
Other Expense (Income), Net. Other expense (income), net changed unfavorably by $3.1 million during the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily due to noncash derivative mark-to-market loss recognized during the first six months of 2026 compared to noncash derivative mark-to-market gain in the first six months of 2025.
Current wording
Other Income, Net. Other income, net changed unfavorably by $0.2 million during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily due to noncash derivative mark-to-market loss recognized during the first nine months of 2026 compared to noncash derivative mark-to-market gain in the first nine months of 2025. The derivative mark-to-market loss is offset by a gain from a favorable VAT tax ruling in Brazil.
Previous wording
Provision for Income Taxes. Our effective tax rate was (7.1)% for the six months ended June 30, 2026, compared to (12.0)% for the six months ended June 30, 2025. The rate for the six months ended June 30, 2026 was unfavorably impacted due to the accrual of tax on non-permanently reinvested unremitted earnings of foreign subsidiaries and by the limitation of the amount of tax benefit recorded for losses in certain jurisdictions where we believe it is more likely than not that a future tax benefit may not be realized.
Current wording
Provision for Income Taxes. Our effective tax rate was (14.9)% for the nine months ended September 30, 2026, compared to (11.5)% for the nine months ended September 30, 2025. The rate for the nine months ended September 30, 2026 was unfavorably impacted due to the accrual of tax on non-permanently reinvested unremitted earnings of foreign subsidiaries and by the limitation of the amount of tax benefit recorded for losses in certain jurisdictions where we believe it is more likely than not that a future tax benefit may not be realized.
Previous wording
Share of Net Income from Joint Venture. Share of net income from the JV remained unchanged during the six months ended June 30, 2026, compared to the six months ended June 30, 2025. The JV, in which we own a 49% investment, recognized net sales of $71.0 million and $64.3 million for the six months ended June 30, 2026 and 2025, respectively.
Current wording
Share of Net Income from Joint Venture. Share of net income from the JV increased by $1.2 million during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025. The JV, in which we own a 49% investment, recognized net sales of $108.8 million and $97.7 million for the nine months ended September 30, 2026 and 2025, respectively.
Previous wording
Net sales increased by $4.1 million, or 3.2%, during the six months ended June 30, 2026, compared to the six months ended June 30, 2025, primarily due to favorable foreign currency effects, higher selling prices reflecting the pass-through of increased raw material costs to customers, and higher sales volumes, partially offset by the impact of rationalization actions taken in 2025 to improve profitability.
Current wording
Net sales increased by $13.1 million, or 7.1%, during the nine months ended September 30, 2026, compared to the nine months ended September 30, 2025, primarily due to higher sales volume, favorable foreign currency effects, which was partially offset by the impact of rationalization actions taken in 2025 to improve profitability.
Previous wording
Loss from operations increased by $0.2 million or 5.9% during the six months ended June 30, 2026 compared to the six months ended June 30, 2025, primarily related to unfavorable raw material price increases and an unfavorable plant mix. These were partially offset by lower costs due to plant rationalization benefits and favorable foreign exchange effects.
Current wording
Loss from operations increased by $3.7 million or 55.0% during the nine months ended September 30, 2026 compared to the nine months ended September 30, 2025, primarily related to raw material cost increases and higher labor costs associated with increased headcount. These were partially offset by lower costs due to plant rationalization benefits and favorable foreign exchange effects.
Previous wording
Income from operations increased by $3.3 million during the three months ended June 30, 2026 compared to the same period in the prior year, primarily due to higher selling prices, improved product mix, and higher volumes.
Current wording
Income from operations increased by $10.3 million during the nine months ended September 30, 2026 compared to the same period in the prior year, primarily due to higher selling prices and higher volumes. These were partially offset by increased employee-related costs.
Previous wording
Cash provided by operations was $11.8 million for the six months ended June 30, 2026, compared to cash used in operations of $4.0 million for the six months ended June 30, 2025. The favorable change is primarily due to a $12.7 million collection of a tax refund claim and other favorable operating impacts.
Current wording
Cash provided by operations was $16.9 million for the nine months ended September 30, 2026, compared to cash provided by operations of $7.1 million for the nine months ended September 30, 2025. The favorable change is primarily due to a $12.7 million collection of a tax refund claim and other favorable operating impacts.
Previous wording
Cash used in investing activities was $8.4 million for the six months ended June 30, 2026, compared with $7.2 million for the six months ended June 30, 2025. The higher use of cash is primarily due to additional purchases of property, plant and equipment.
Current wording
Cash used in investing activities was $14.8 million for the nine months ended September 30, 2026, compared with $9.2 million for the nine months ended September 30, 2025. The higher use of cash is primarily due to additional purchases of equipment.
Previous wording
As of June 30, 2026, our primary sources of liquidity were cash and cash equivalents, availability under our ABL Facility, and cash flows from operating activities. On July 2, 2026, we received net proceeds of approximately $70.4 million from the closing of the Private Placement. On August 5, 2026, we completed the Redemption utilizing cash received in the Private Placement and completed the Exchange. We believe that the execution of these transactions will help support our long-term liquidity.
Current wording
As of September 30, 2026, our primary sources of liquidity were cash and cash equivalents, availability under our ABL Facility, and cash flows from operating activities. On October 5, 2026, we received net proceeds of approximately $49.8 million from the closing of the October Private Placement. On October 7, 2026, we redeemed the remaining 18,400 shares of Series D Preferred Stock for an aggregate cash consideration of approximately $30.7 million. We believe that the execution of these transactions will help support our long-term liquidity.
Previous wording
We are currently in compliance with all covenants as of June 30, 2026.
Current wording
We were in compliance with all covenants as of September 30, 2026.
Previous wording
General economic conditions impact our business and financial results, and certain businesses experience seasonal and other trends related to the industries and end markets that they serve. For example, European sales are often weaker in the summer months as customers slow production, and sales to original equipment manufacturers are often stronger immediately preceding and following the launch of new products. However, as a whole, we are not materially impacted by seasonality.
Current wording
General economic conditions impact our business and financial results, and certain businesses experience seasonal and other trends related to the industries and end markets that they serve. For example, European sales are often weaker in the summer months as customers slow production, and sales to original equipment manufacturers are often stronger immediately preceding and following the launch of new products. In addition, our consolidated net sales in the fourth quarter are typically lower than in other quarters. As such, our results for any particular quarter are not necessarily indicative of results to be expected for the full year.
Previous wording
Our significant accounting policies, including the assumptions and judgments underlying them, are disclosed in Note 1 of the Notes to Consolidated Financial Statements included in the 2025 Annual Report. Our most critical accounting estimates are discussed in the Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the 2025 Annual Report. There have been no material changes to our significant accounting policies or critical accounting estimates during the six months ended June 30, 2026.
Current wording
Our significant accounting policies, including the assumptions and judgments underlying them, are disclosed in Note 1 of the Notes to Consolidated Financial Statements included in the 2025 Annual Report. Our most critical accounting estimates are discussed in the Management’s Discussion and Analysis of Financial Condition and Results of Operations included in the 2025 Annual Report. There have been no material changes to our significant accounting policies or critical accounting estimates during the nine months ended September 30, 2026.
Rearranged previous paragraphs (1)
Previous report — wording carried elsewhere
Loss on Extinguishment of Debt. Loss on extinguishment of debt was $3.0 million during the six months ended June 30, 2025 due to the termination of the 2021 Term Loan Facility. No debt extinguishment has occurred during the six months ended June 30, 2026.