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AMERICAN AXLE & MANUFACTURING HOLDINGS INC

For the period ended Jun 30, 2024. Filed Aug 9, 2024.

View on SEC.gov

About 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.

Jun 30, 2024 · Filed Aug 9, 2024

DCH$4.52+2.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-03-31; filed 2024-05-03.

0001062231-24-000054

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2024-06-30; filed 2024-08-09.

0001062231-24-000084

Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The 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 83 previous paragraphs and 113 current paragraphs.

41 unchanged; 41 reworded; 20 added; 1 removed; 0 previous and 11 current paragraphs rearranged.

Tables are not compared: 8 previous and 12 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 (20)

Current report

The increase in the second quarter of 2024, as compared to the second quarter of 2023, primarily reflects increased production volumes on certain vehicle programs that we support, including those associated with program launches in 2024 from our new and incremental business backlog. This increase was partially offset by a reduction of approximately $20 million associated with the effect of metal market pass-throughs to our customers and the impact of foreign exchange related to translation adjustments.

Current report

SG&A as a percentage of net sales was 6.4% in the second quarter of 2024, as compared to 5.8% of net sales in the second quarter of 2023. Research and development (R&D) expense, net of customer engineering, design and development (ED&D) recoveries, was approximately $44.5 million in the second quarter of 2024, as compared to $37.1 million in the second quarter of 2023. In addition to the increase in R&D expense in the second quarter of 2024, as compared to the second quarter of 2023, the change in SG&A primarily reflects increased compensation-related expense.

Current report

Operating Income Operating income was $86.5 million in the second quarter of 2024, as compared to $57.8 million in the second quarter of 2023. Operating margin was 5.3% in the second quarter of 2024, as compared to 3.7% in the second quarter of 2023. The changes in operating income and operating margin were primarily due to factors discussed in Net Sales, Cost of Goods Sold and SG&A above.

Current report

Debt Refinancing and Redemption Costs In the second quarter of 2024, we amended our existing Amended and Restated Credit Agreement and established the New Term Loan B Facility. See Note 4 - Long-Term Debt for further detail on the New Term Loan B Facility. As a result, we incurred approximately $0.2 million of debt refinancing and redemption costs during the second quarter of 2024.

Current report

In addition, in the second quarter of 2024, we voluntarily redeemed a portion of our 6.25% Notes due 2026. This resulted in a principal payment of $30.0 million and $0.4 million in accrued interest. We also expensed approximately $0.1 million for the write-off of a portion of the unamortized debt issuance costs that we had been amortizing over the expected life of the borrowing.

Current report

Income Tax Expense Income tax expense was $17.2 million for the three months ended June 30, 2024, as compared to $5.3 million for the three months ended June 30, 2023. Our effective income tax rate was 48.6% in the second quarter of 2024, as compared to 39.8% in the second quarter of 2023.

Current report

Net Income and Earnings Per Share (EPS) Net income was $18.2 million in the second quarter of 2024, as compared to $8.0 million in the second quarter of 2023. Diluted earnings per share was $0.15 per share in the second quarter of 2024, as compared to $0.07 per share in the second quarter of 2023. Net income and EPS for the second quarters of 2024 and 2023 were primarily impacted by the factors discussed above.

Current report

RESULTS OF OPERATIONS –– SIX MONTHS ENDED JUNE 30, 2024 AS COMPARED TO SIX MONTHS ENDED JUNE 30, 2023

Current report

The increase in the first six months of 2024, as compared to the first six months of 2023, primarily reflects increased production volumes on certain vehicle programs that we support, including those associated with program launches in 2024 from our new and incremental business backlog. This increase was partially offset by a reduction of approximately $14 million associated with the effect of metal market pass-throughs to our customers and the impact of foreign exchange related to translation adjustments.

Current report

Interest income was $14.4 million in the first six months of 2024 as compared to $11.8 million in the first six months of 2023.

Current report

Debt Refinancing and Redemption Costs In the first six months of 2024, we amended our existing Amended and Restated Credit Agreement and established the New Term Loan B Facility. See Note 4 - Long-Term Debt for further detail on the New Term Loan B Facility. As a result, we incurred approximately $0.2 million of debt refinancing and redemption costs during the first six months of 2024.

Current report

In addition, in the first six months of 2024, we voluntarily redeemed a portion of our 6.25% Notes due 2026. This resulted in a principal payment of $30.0 million and $0.4 million in accrued interest. We also expensed approximately $0.1 million for the write-off of a portion of the unamortized debt issuance costs that we had been amortizing over the expected life of the borrowing.

Current report

The increase in Driveline sales for the three and six months ended June 30, 2024, as compared to the three and six months ended June 30, 2023, was primarily the result of increased production volumes on certain vehicle programs that we support, including those associated with program launches in 2024 from our new and incremental business backlog. For both the three and six months ended June 30, 2024, as compared to the three and six months ended June 30, 2023, Driveline sales were reduced by approximately $14 million as a result of the effect of metal market pass-throughs to our customers and the impact of foreign exchange translation.

Current report

Senior Secured Credit Facilities American Axle & Manufacturing Holdings, Inc. (Holdings) and American Axle & Manufacturing, Inc. (AAM, Inc.) are parties to an amended and restated credit agreement that was entered into on March 11, 2022 and amended on December 13, 2022, June 28, 2023 and May 16, 2024 (as so amended, the Amended and Restated Credit Agreement) which provides for a term loan A facility (the Term Loan A Facility), term loan B facility (the Term Loan B Facility) and a multi-currency revolving credit facility (the Revolving Credit Facility and together with the Term Loan A Facility and the Term Loan B Facility, the Senior Secured Credit Facilities).

Current report

On May 16, 2024, Holdings and AAM, Inc. entered into a refinancing facility agreement (the Refinancing Facility Agreement), that established a new Term Loan B Facility of $648.0 million (the New Term Loan B Facility) and amended the Amended and Restated Credit Agreement to, among other things, update the applicable interest rate on the New Term Loan B Facility. The proceeds from the New Term Loan B Facility, together with $2.2 million cash on hand, were used to a) prepay the entire principal amount of the then-outstanding Term Loan B Facility, b) pay all accrued and unpaid interest due under the then-outstanding Term Loan B Facility and c) pay fees, costs and expenses payable in connection with the refinancing of the Term Loan B Facility. The New Term Loan B Facility will mature on December 13, 2029 (TLB Maturity), subject to a springing maturity that will apply if on any date prior to the TLB Maturity any of AAM's senior notes exceed $250 million outstanding within 91 days of the maturity date of such senior notes. In connection with the Refinancing Facility Agreement, we paid $1.7 million of debt refinancing costs and paid accrued interest of $0.5 million relating to the Term Loan B Facility. The terms of the Term Loan A Facility and the Revolving Credit Facility under the Amended and Restated Credit Agreement, including their respective interest rates and maturity dates in the first quarter of 2027, remain unchanged.

Current report

On June 28, 2023, Holdings and AAM, Inc. entered into the First Amendment to the Amended and Restated Credit Agreement (the First Amendment), which, among other things, increased the maximum levels of the total net leverage ratio covenant and reduced the minimum levels of cash interest expense coverage ratio covenant for the period from June 28, 2023 through the filing of our second quarter 2024 results, subject to certain conditions (the Amendment Period), modified certain categories of the applicable margin (determined based on the total net leverage ratio of Holdings) for the duration of the Amendment Period with respect to interest rates under the Term Loan A Facility and the Revolving Credit Facility, and modified certain covenants restricting the ability of Holdings, AAM, Inc. and certain subsidiaries of Holdings to create, incur, assume, or permit to exist certain additional indebtedness and liens and to make or agree to pay or make certain restricted payments, voluntary payments and distributions. As of the date of the First Amendment, the terms of the then-outstanding Term Loan B Facility under the Amended and Restated Credit Agreement, including maturity dates, interest rates and their applicable margins, remained unchanged. We paid debt issuance costs of $3.1 million in the three months ended June 30, 2023 related to the First Amendment.

Current report

Subsequent to June 30, 2024, we voluntarily redeemed an additional portion of our 6.25% Notes due 2026. In August 2024, this resulted in a principal payment of $50.0 million and $1.2 million in accrued interest. We also expensed approximately $0.2 million for the write-off of a portion of the unamortized debt issuance costs that we had been amortizing over the expected life of the borrowing.
Removed paragraphs (1)

Previous report

The increase in the first three months of 2024, as compared to the first three months of 2023, primarily reflects increased production volumes on certain vehicle programs that we support, as well as approximately $6 million associated with the effect of metal market pass-throughs to our customers and the impact of foreign exchange related to translation adjustments.
Reworded paragraphs (41)

Previous wording

We are a primary supplier of driveline components to General Motors Company (GM) for its full-size rear-wheel drive (RWD) light trucks, sport utility vehicles (SUVs), and crossover vehicles manufactured in North America, supplying a significant portion of GM’s rear axle and four-wheel drive and all-wheel drive (4WD/AWD) axle requirements for these vehicle platforms. We also supply GM with various products from our Metal Forming segment. Sales to GM were approximately 40% of our consolidated net sales for the first three months of 2024 and 39% for both the first three months of 2023 and the full year 2023.

Current wording

We are a primary supplier of driveline components to General Motors Company (GM) for its full-size rear-wheel drive (RWD) light trucks, sport utility vehicles (SUVs), and crossover vehicles manufactured in North America, supplying a significant portion of GM’s rear axle and four-wheel drive and all-wheel drive (4WD/AWD) axle requirements for these vehicle platforms. We also supply GM with various products from our Metal Forming segment. Sales to GM were approximately 41% of our consolidated net sales for the first six months of 2024 and 39% for both the first six months of 2023 and the full year 2023.

Previous wording

We also supply driveline system products to Stellantis N.V. (Stellantis) for programs including the heavy-duty Ram full-size pickup trucks and its derivatives. In addition, we sell various products to Stellantis from our Metal Forming segment. Sales to Stellantis were approximately 14% of our consolidated net sales for the first three months of 2024, 17% for the first three months of 2023 and 16% for the full year 2023.

Current wording

We also supply driveline system products to Stellantis N.V. (Stellantis) for programs including the heavy-duty Ram full-size pickup trucks and its derivatives. In addition, we sell various products to Stellantis from our Metal Forming segment. Sales to Stellantis were approximately 14% of our consolidated net sales for the first six months of 2024, 17% for the first six months of 2023 and 16% for the full year 2023.

Previous wording

We are also a supplier to Ford Motor Company (Ford) for driveline system products on certain vehicle programs including the Bronco Sport, Maverick, Edge, Escape and Lincoln Nautilus, and we also sell various products to Ford from our Metal Forming segment. Sales to Ford were approximately 13% of our consolidated net sales for the first three months of 2024, 11% for the first three months of 2023 and 12% for the full year 2023.

Current wording

We are also a supplier to Ford Motor Company (Ford) for driveline system products on certain vehicle programs including the Bronco Sport, Maverick, Edge, Escape and Lincoln Nautilus, and we also sell various products to Ford from our Metal Forming segment. Sales to Ford were approximately 13% of our consolidated net sales for the first six months of 2024, 11% for the first six months of 2023 and 12% for the full year 2023.

Previous wording

The change in cost of goods sold in the first three months of 2024, as compared to the first three months of 2023, primarily reflects increased production volumes on certain vehicle programs that we support, as well as an increase of approximately $13 million associated with the effect of metal market pass-through costs and the impact of foreign exchange related to translation adjustments. For the three months ended March 31, 2024, material costs were approximately 58% of total costs of goods sold as compared to approximately 56% for the three months ended March 31, 2023.

Current wording

The change in cost of goods sold in the second quarter of 2024, as compared to the second quarter of 2023, primarily reflects increased production volumes on certain vehicle programs that we support, partially offset by a reduction of approximately $18 million associated with the effect of metal market pass-through costs and the impact of foreign exchange related to translation adjustments. For both the three months ended June 30, 2024 and June 30, 2023, material costs were approximately 58% of total costs of goods sold.

Previous wording

Amortization of Intangible Assets Amortization expense related to intangible assets was $20.7 million for the three months ended March 31, 2024 as compared to $21.4 million for the three months ended March 31, 2023.

Current wording

Amortization of Intangible Assets Amortization expense related to intangible assets was $20.6 million for the three months ended June 30, 2024 and $21.4 million for the three months ended June 30, 2023.

Previous wording

Interest income was $8.3 million in the first three months of 2024 as compared to $5.9 million in the first three months of 2023.

Current wording

Interest income was $6.1 million in the second quarter of 2024, as compared to $5.9 million in the second quarter of 2023.

Previous wording

Unrealized Gain (Loss) on Equity Securities We have an investment in the equity securities of REE Automotive, which are measured at fair value each reporting period with changes in fair value reported through an unrealized holding gain or loss within Other income (expense), net in our Condensed Consolidated Statement of Operations. We recognized an unrealized gain on our investment in REE Automotive of $0.1 million in the first quarter of 2024, as compared to an unrealized loss of $0.3 million in the first quarter of 2023.

Current wording

Gain (Loss) on Equity Securities We had previously invested in the equity securities of REE Automotive, which were measured at fair value each reporting period with changes in fair value reported as a gain or loss within Other income (expense), net in our Condensed Consolidated Statement of Income. During the second quarter of 2024, we sold all of our remaining equity securities of REE Automotive, resulting in a loss of $0.2 million for the three months ended June 30, 2024. During the second quarter of 2023, we recognized a gain of $0.3 million as a result of measuring the investment at fair value.

Previous wording

For the three months ended March 31, 2024, our effective income tax rate varies from the U.S. federal statutory rate primarily due to the unfavorable impact related to the disallowed interest expense deductions in the U.S. and tax expense related to global intangible low-taxed income (GILTI), net of the favorable impact of certain foreign tax rates and the impact of tax credits. For the three months ended March 31, 2023, our effective income tax rate varies from the U.S. federal statutory rate primarily due to the unfavorable impact related to the disallowed interest expense deductions in the U.S. and tax expense related to GILTI, net of the impact of the reduction in unrecognized tax benefits, favorable foreign tax rates and the impact of tax credits.

Current wording

For the three months ended June 30, 2024, our effective income tax rate varies from the U.S. federal statutory rate primarily due to the unfavorable impact related to the disallowed interest expense deductions in the U.S. and tax expense related to global intangible low-taxed income (GILTI), the impact of certain foreign tax rates and the impact of tax credits. For the three months ended June 30, 2023, our effective income tax rate varies from the U.S. federal statutory rate primarily due to the unfavorable impact related to the disallowed interest expense deductions in the U.S., net of the impact of a reduction in unrecognized tax benefits, as well as favorable foreign tax rates and the impact of tax credits.

Previous wording

Gross margin was 12.4% in the first three months of 2024 as compared to 10.8% in the first three months of 2023. Gross profit and gross margin were impacted by the factors discussed in Net Sales and Cost of Goods Sold above.

Current wording

Gross margin was 12.8% in the first six months of 2024 as compared to 11.1% in the first six months of 2023. Gross profit and gross margin were impacted by the factors discussed in Net Sales and Cost of Goods Sold above.

Previous wording

SG&A as a percentage of net sales was 6.1% in the first three months of 2024 as compared to 6.6% of net sales in the first three months of 2023. Research and development (R&D) expense, net of customer engineering, design and development recoveries, was approximately $36.7 million in the first three months of 2024, as compared to $42.8 million in the first three months of 2023. The decrease in R&D expense in the first quarter of 2024, as compared to the first quarter of 2023, was offset by increased compensation-related expense.

Current wording

SG&A as a percentage of net sales was 6.3% in the first six months of 2024 as compared to 6.2% in the first six months of 2023. R&D expense, net of customer engineering, design and development recoveries, was approximately $81.2 million in the first six months of 2024, as compared to $79.9 million in the first six months of 2023. The change in SG&A expense in the first six months of 2024, as compared to the first six months of 2023, was primarily the result of increased compensation-related expense.

Previous wording

Restructuring and Acquisition-Related Costs Restructuring and acquisition-related costs were $2.5 million for the three months ended March 31, 2024, as compared to $4.8 million for the three months ended March 31, 2023. In 2024, we expect to incur approximately $10 million to $20 million of total restructuring charges. In addition, we expect to incur up to $5 million of integration costs in 2024 associated with our acquisition of Tekfor. See Note 11 - Restructuring and Acquisition-Related Costs for additional detail regarding our restructuring, acquisition and integration activity.

Current wording

Restructuring and Acquisition-Related Costs Restructuring and acquisition-related costs were $7.5 million for the six months ended June 30, 2024, as compared to $12.7 million for the six months ended June 30, 2023. In 2024, we expect to incur approximately $10 million to $20 million of total restructuring charges. In addition, we expect to incur up to $5 million of integration costs in 2024 associated with our acquisition of Tekfor. See Note 11 - Restructuring and Acquisition-Related Costs for additional detail regarding our restructuring, acquisition and integration activity.

Previous wording

Operating Income Operating income was $77.0 million in the first three months of 2024 as compared to $36.1 million in the first three months of 2023. Operating margin was 4.8% in the first three months of 2024, as compared to 2.4% in the first three months of 2023. The changes in operating income and operating margin were due primarily to the factors discussed in Net Sales and Cost of Goods Sold.

Current wording

Operating Income Operating income was $163.5 million in the first six months of 2024 as compared to $93.9 million in the first six months of 2023. Operating margin was 5.0% in the first six months of 2024, as compared to 3.1% in the first six months of 2023. The changes in operating income and operating margin were due primarily to the factors discussed in Net Sales, Cost of Goods Sold and SG&A above.

Previous wording

Interest Expense and Interest Income Interest expense was $49.0 million in the first three months of 2024 as compared to $50.5 million in the first three months of 2023. The weighted-average interest rate of our long-term debt outstanding was 7.1% for the three months ended March 31, 2024 and 6.6% for the three months ended March 31, 2023. We expect our interest expense for the full year 2024 to be approximately $190 million to $200 million.

Current wording

Interest Expense and Interest Income Interest expense was $96.9 million in the first six months of 2024 as compared to $100.7 million in the first six months of 2023. The weighted-average interest rate of our long-term debt outstanding was 7.1% for the six months ended June 30, 2024 and 6.7% for the six months ended June 30, 2023. We expect our interest expense for the full year 2024 to be approximately $185 million to $195 million.

Previous wording

Other Income (Expense), Net Other income (expense), net includes the net effect of foreign exchange gains and losses, our proportionate share of earnings from equity in unconsolidated subsidiaries, and all components of net periodic pension and postretirement benefit costs other than service cost. Other income (expense), net was de minimis in the first three months of 2024, and was income of $3.7 million in the first three months of 2023.

Current wording

Other Income (Expense), Net Other income (expense), net includes the net effect of foreign exchange gains and losses, our proportionate share of earnings from equity in unconsolidated subsidiaries, and all components of net periodic pension and postretirement benefit costs other than service cost. Other income (expense), net was expense of $8.8 million in the first six months of 2024, and was income of $3.2 million in the first six months of 2023. The change in other income (expense), net was primarily driven by changes in foreign exchange gains and losses in the first six months of 2024, as compared to the first six months of 2023.

Previous wording

Income Tax Expense Income tax expense was $15.9 million for the three months ended March 31, 2024, and we had no income tax expense for the three months ended March 31, 2023. Our effective income tax rate was 43.7% in the first three months of 2024 as compared to 0.0% in the first three months of 2023.

Current wording

Income Tax Expense Income tax expense was $33.1 million for the six months ended June 30, 2024, as compared to $5.3 million for the six months ended June 30, 2023. Our effective income tax rate was 46.1% in the first six months of 2024 as compared to 64.6% in the first six months of 2023.

Previous wording

During the three months ended March 31, 2024 and 2023, in computing our estimated annual effective tax rate, we recorded a full valuation allowance against the deferred tax asset on the current year estimated disallowed interest expense in the U.S. In addition, during the three months ended March 31, 2023, we recorded a valuation allowance against a portion of the deferred tax asset on prior year disallowed interest expense in the U.S. and reduced our liability for unrecognized income tax benefits and related interest and penalties as a result of a change in estimate on previously recorded unrecognized tax benefits in certain jurisdictions, resulting in net tax expense of $3.4 million during the three months ended March 31, 2023.

Current wording

During the six months ended June 30, 2024 and 2023, in computing our estimated annual effective tax rate, we recorded a valuation allowance against substantially all of the deferred tax asset on the current year estimated disallowed interest expense in the U.S. During the six months ended June 30, 2023, we recognized an income tax benefit of approximately $3.2 million related to the release of a valuation allowance in a foreign jurisdiction. In addition, we recorded a valuation allowance against a portion of the deferred tax asset on prior year disallowed interest expense in the U.S. and reduced our liability for unrecognized income tax benefits and related interest and penalties as a result of a change in estimate on previously recorded unrecognized tax benefits in certain jurisdictions, resulting in net tax expense of $3.4 million during the six months ended June 30, 2023.

Previous wording

Net Income (Loss) and Earnings (Loss) Per Share (EPS) Our net income was $20.5 million in the first three months of 2024, as compared to a net loss of $5.1 million in the first three months of 2023. Diluted EPS was earnings of $0.17 per share in the first three months of 2024, as compared to a loss of $0.04 per share in the first three months of 2023. Net income (loss) and EPS for the first three months of 2024 and 2023 were primarily impacted by the factors discussed above.

Current wording

Net Income and Earnings Per Share (EPS) Our net income was $38.7 million in the first six months of 2024, as compared to $2.9 million in the first six months of 2023. Diluted EPS was $0.32 per share in the first six months of 2024, as compared to $0.02 per share in the first six months of 2023. Net income and EPS for the first six months of 2024 and 2023 were primarily impacted by the factors discussed above.

Previous wording

The following table represents sales by reportable segment for the three months ended March 31, 2024 and 2023(in millions):

Current wording

The following table represents sales by reportable segment for the three and six months ended June 30, 2024 and 2023(in millions):

Previous wording

The increase in both Driveline and Metal Forming sales for the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, is primarily the result of increased production volumes on certain vehicle programs that we support. Metal Forming sales also increased by approximately $6 million in the first three months of 2024, as compared to the first three months of 2023, as a result of the effect of metal market pass-throughs to our customers and the impact of foreign exchange translation.

Current wording

The increase in Metal Forming sales for the three and six months ended June 30, 2024, as compared to the three and six months ended June 30, 2023, was primarily the result of the timing of commercial recoveries for inflationary costs. For the three months ended June 30, 2024, as compared to the three months ended June 30, 2023, Metal Forming sales were reduced by approximately $6 million as a result of the effect of metal market pass-throughs to our customers and the impact of foreign exchange translation.

Previous wording

We use Segment Adjusted EBITDA as the measure of earnings to assess the performance of each segment and determine the resources to be allocated to the segments. The amounts for Segment Adjusted EBITDA for the three months ended March 31, 2024 and 2023 are as follows(in millions):

Current wording

We use Segment Adjusted EBITDA as the measure of earnings to assess the performance of each segment and determine the resources to be allocated to the segments. The amounts for Segment Adjusted EBITDA for the three and six months ended June 30, 2024 and 2023 are as follows(in millions):

Previous wording

For the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, the increase in Segment Adjusted EBITDA for the Driveline segment primarily reflects approximately $24 million attributable to the impact of increased production volumes on certain vehicle programs that we support, with the remainder primarily related to improved operating performance and lower program launch costs.

Current wording

For the three months ended June 30, 2024, as compared to the three months ended June 30, 2023, Segment Adjusted EBITDA for the Driveline segment primarily reflects an increase of approximately $9 million attributable to the impact of increased production volumes on certain vehicle programs that we support, which was offset by increased R&D expense. For the six months ended June 30, 2024, as compared to the six months ended June 30, 2023, the increase in Segment Adjusted EBITDA for the Driveline segment primarily reflects approximately $33 million attributable to the impact of increased production volumes on certain vehicle programs that we support, with the remainder primarily related to improved operating performance and lower launch costs.

Previous wording

For the three months ended March 31, 2024, as compared to the three months ended March 31, 2023, Segment Adjusted EBITDA for the Metal Forming segment was impacted by increased manufacturing costs, primarily labor costs, as well as the impact of production inefficiencies at certain of our locations due, in part, to labor shortages. These cost increases were partially offset by the favorable impact of increased production volumes on certain vehicle programs that we support.

Current wording

For the three and six months ended June 30, 2024, as compared to the three and six months ended June 30, 2023, the increase in Segment Adjusted EBITDA for the Metal Forming segment primarily reflects the impact of the timing of commercial recoveries for inflationary costs, partially offset by increased manufacturing costs, primarily labor costs, as well as the impact of production inefficiencies at certain of our locations due, in part, to labor shortages.

Previous wording

We define EBITDA to be earnings before interest expense, income taxes, depreciation and amortization. Total Segment Adjusted EBITDA is defined as EBITDA for our reportable segments excluding the impact of restructuring and acquisition-related costs, debt refinancing and redemption costs, unrealized gains or losses on equity securities, pension curtailment and settlement charges and non-recurring items. We believe that EBITDA and Total Segment Adjusted EBITDA are meaningful measures of performance as they are commonly utilized by management and investors to analyze operating performance and entity valuation. Our management, the investment community and the banking institutions routinely use EBITDA and Total Segment Adjusted EBITDA, together with other measures, to measure our operating performance relative to other Tier 1 automotive suppliers and to assess the relative mix of Adjusted EBITDA by segment. We also believe that Total Segment Adjusted EBITDA is a meaningful measure as it is used for operational planning and decision-making purposes. EBITDA and Total Segment Adjusted EBITDA are also key metrics used in our calculation of incentive compensation. These non-GAAP financial measures are not and should not be considered a substitute for any GAAP measure. Additionally, non-GAAP financial measures as presented by AAM may not be comparable to similarly titled measures reported by other companies.

Current wording

We define EBITDA to be earnings before interest expense, income taxes, depreciation and amortization. Total Segment Adjusted EBITDA is defined as EBITDA for our reportable segments excluding the impact of restructuring and acquisition-related costs, debt refinancing and redemption costs, gains or losses on equity securities, pension curtailment and settlement charges and non-recurring items. We believe that EBITDA and Total Segment Adjusted EBITDA are meaningful measures of performance as they are commonly utilized by management and investors to analyze operating performance and entity valuation. Our management, the investment community and the banking institutions routinely use EBITDA and Total Segment Adjusted EBITDA, together with other measures, to measure our operating performance relative to other Tier 1 automotive suppliers and to assess the relative mix of Adjusted EBITDA by segment. We also believe that Total Segment Adjusted EBITDA is a meaningful measure as it is used for operational planning and decision-making purposes. EBITDA and Total Segment Adjusted EBITDA are also key metrics used in our calculation of incentive compensation. These non-GAAP financial measures are not and should not be considered a substitute for any GAAP measure. Additionally, non-GAAP financial measures as presented by AAM may not be comparable to similarly titled measures reported by other companies.

Previous wording

At March 31, 2024, we had over $1.4 billion of liquidity consisting of approximately $470 million of cash and cash equivalents, approximately $892 million of available borrowings under our Revolving Credit Facility and approximately $83 million of available borrowings under foreign credit facilities. We have no significant debt maturities before 2026.

Current wording

At June 30, 2024, we had nearly $1.5 billion of liquidity consisting of approximately $520 million of cash and cash equivalents, approximately $892 million of available borrowings under our Revolving Credit Facility and approximately $83 million of available borrowings under foreign credit facilities. We have no significant debt maturities before 2026.

Previous wording

Operating Activities In the first three months of 2024, net cash provided by operating activities was $17.8 million as compared to $32.1 million in the first three months of 2023. The following factors impacted cash from operating activities in the first three months of 2024, as compared to the first three months of 2023:

Current wording

Operating Activities In the first six months of 2024, net cash provided by operating activities was $160.6 million as compared to $164.9 million in the first six months of 2023. The following factors impacted cash from operating activities in the first six months of 2024, as compared to the first six months of 2023:

Previous wording

Accounts receivable For the three months ended March 31, 2024, we experienced a decrease in cash flow from operating activities of approximately $79 million related to the change in our accounts receivable balance from December 31, 2023 to March 31, 2024, as compared to the change in our accounts receivable balance from December 31, 2022 to March 31, 2023. This change was primarily attributable to the timing of sales to customers in the applicable periods. The change was also the result of timing of collections on customer receivables as we participate in an early payment program offered by our largest customer, which allows us to sell certain of our North American receivables from this customer to a third party at our discretion. We utilize this program from time to time.

Current wording

Accounts receivable For the six months ended June 30, 2024, we experienced a decrease in cash flow from operating activities of approximately $30 million related to the change in our accounts receivable balance from December 31, 2023 to June 30, 2024, as compared to the change in our accounts receivable balance from December 31, 2022 to June 30, 2023. This change was primarily the result of timing of collections on customer receivables due, in part, to our participation in an early payment program offered by our largest customer, which allows us to sell certain of our North American receivables from this customer to a third party at our discretion. We utilize this program from time to time.

Previous wording

Accounts payable and accrued expenses For the three months ended March 31, 2024, we experienced an increase in cash flow from operating activities of approximately $26 million related to the change in our accounts payable and accrued expenses balance from December 31, 2023 to March 31, 2024, as compared to the change in our accounts payable and accrued expenses balance from December 31, 2022 to March 31, 2023. This change was primarily attributable to the timing of production and the associated purchases from suppliers within the applicable periods.

Current wording

Accounts payable and accrued expenses For the six months ended June 30, 2024, we experienced a decrease in cash flow from operating activities of approximately $54 million related to the change in our accounts payable and accrued expenses balance from December 31, 2023 to June 30, 2024, as compared to the change in our accounts payable and accrued expenses balance from December 31, 2022 to June 30, 2023. This change was primarily attributable to the timing of production and the associated purchases from suppliers within the applicable periods.

Previous wording

Income taxes Income taxes paid, net was $11.5 million in the first three months of 2024, as compared to $26.0 million in the first three months of 2023. During the first three months of 2023, we paid $10.1 million as a result of the Notice of Tax Due that was received from the Internal Revenue Service in the fourth quarter of 2022. See Note 12 - Income Taxes for additional detail regarding the Notice of Tax Due.

Current wording

Income taxes Income taxes paid, net was $22.8 million in the first six months of 2024, as compared to $40.6 million in the first six months of 2023. During the first six months of 2023, we paid $10.1 million as a result of the Notice of Tax Due that was received from the Internal Revenue Service in the fourth quarter of 2022. See Note 12 - Income Taxes for additional detail regarding the Notice of Tax Due.

Previous wording

Interest paid Interest paid was $47.8 million for the three months ended March 31, 2024, as compared to $41.6 million for the three months ended March 31, 2023. The change in interest paid was primarily the result of increased interest rates on our variable rate debt.

Current wording

Interest paid Interest paid was $101.7 million for the six months ended June 30, 2024, as compared to $88.8 million for the six months ended June 30, 2023. The change in interest paid was primarily the result of increased interest rates on our variable rate debt.

Previous wording

Investing Activities In the first three months of 2024, net cash used in investing activities was $48.2 million as compared to $30.5 million for the three months ended March 31, 2023. Capital expenditures were $48.0 million in the first three months of 2024 as compared to $46.6 million in the first three months of 2023. We expect our capital spending in 2024 to be 4.0% to 4.5% of sales.

Current wording

Investing Activities In the first six months of 2024, net cash used in investing activities was $94.9 million as compared to $77.9 million for the six months ended June 30, 2023. Capital expenditures were $96.8 million in the first six months of 2024 as compared to $90.7 million in the first six months of 2023. We expect our capital spending in 2024 to be approximately 4% of sales.

Previous wording

In the first three months of 2023, we received $17.0 million of cash reimbursements under our insurance policies associated with machinery and equipment that was damaged or destroyed as a result of the Malvern Fire that occurred in 2020. This cash received has been classified as an investing cash flow based on the nature of the associated loss incurred.

Current wording

In the first six months of 2023, we received $17.0 million of cash reimbursements under our insurance policies associated with machinery and equipment that was damaged or destroyed as a result of the Malvern Fire that occurred in 2020. This cash received has been classified as an investing cash flow based on the nature of the associated loss incurred.

Previous wording

Financing Activities In the first three months of 2024, net cash used in financing activities was $16.0 million, as compared to $49.1 million in the first three months of 2023. The following factors impacted cash from financing activities in the first three months of 2024, as compared to the first three months of 2023:

Current wording

Financing Activities In the first six months of 2024, net cash used in financing activities was $58.5 million, as compared to $87.4 million in the first six months of 2023. The following factors impacted cash from financing activities in the first six months of 2024, as compared to the first six months of 2023:

Previous wording

Senior Secured Credit Facilities Our Senior Secured Credit Facilities are comprised of the Revolving Credit Facility, Term Loan A Facility and Term Loan B Facility. The Revolving Credit Facility and Term Loan A Facility mature in the first quarter of 2027 and the Term Loan B Facility matures in the fourth quarter of 2029. At March 31, 2024, we had $892.3 million available under the Revolving Credit Facility. This availability reflects a reduction of $32.7 million primarily for standby letters of credit issued against the facility. In the first quarter of 2023, we paid $25.0 million on our Revolving Credit Facility that had been drawn in the fourth quarter of 2022.

Current wording

At June 30, 2024, we had $892.2 million available under the Revolving Credit Facility. This availability reflects a reduction of $32.8 million primarily for standby letters of credit issued against the facility. In the six months ended June 30, 2023, we repaid $25.0 million on our Revolving Credit Facility that had been drawn in the fourth quarter of 2022.

Previous wording

As of March 31, 2024, we have prepaid $19.5 million of the outstanding principal on our Term Loan A Facility and $18.6 million of the outstanding principal on our Term Loan B Facility. These payments satisfy our obligation for principal payments under the Term Loan A Facility through the end of 2024 and under the Term Loan B Facility through the end of 2026.

Current wording

As of June 30, 2024, we have prepaid $13.0 million of the outstanding principal on our Term Loan A Facility and $16.9 million of the outstanding principal on our Term Loan B Facility. These payments satisfy our obligation for principal payments under the Term Loan A Facility through the end of 2024 and under the Term Loan B Facility through the end of 2026.

Previous wording

Redemption of 6.25% Notes Due 2026 In the first quarter of 2024, we completed an open market repurchase of our 6.25% Notes due 2026 of $1.7 million.

Current wording

Redemption of 6.25% Notes Due 2026 In the second quarter of 2024, we voluntarily redeemed a portion of our 6.25% Notes due 2026. This resulted in a principal payment of $30.0 million and $0.4 million in accrued interest. We also expensed approximately $0.1 million for the write-off of a portion of the unamortized debt issuance costs that we had been amortizing over the expected life of the borrowing. In the six months ended June 30, 2024, we also completed an open market repurchase of our 6.25% Notes due 2026 of $1.7 million.

Previous wording

Repayment of Tekfor Group Indebtedness In the first quarter of 2024, we repaid $6.6 million of the outstanding indebtedness that we assumed upon our acquisition of Tekfor in June 2022.

Current wording

Repayment of Tekfor Group Indebtedness In the six months ended June 30, 2024, we repaid $6.6 million of outstanding indebtedness that we assumed upon our acquisition of Tekfor in June 2022.

Previous wording

Foreign credit facilities We utilize local currency credit facilities to finance the operations of certain foreign subsidiaries. At March 31, 2024, $42.4 million was outstanding under our foreign credit facilities, as compared to $51.8 million at December 31, 2023. At March 31, 2024, an additional $83.4 million was available under our foreign credit facilities.

Current wording

Foreign credit facilities We utilize local currency credit facilities to finance the operations of certain foreign subsidiaries. At June 30, 2024, $33.7 million was outstanding under our foreign credit facilities, as compared to $51.8 million at December 31, 2023. At June 30, 2024, an additional $82.5 million was available under our foreign credit facilities.

Previous wording

Treasury stock Treasury stock increased by $2.7 million in the first three months of 2024 to $235.6 million as compared to $232.9 million at year-end 2023, due to the withholding and repurchase of shares of AAM stock to satisfy employee tax withholding obligations due upon the vesting of stock-based compensation.

Current wording

Treasury stock Treasury stock increased by $2.8 million in the first six months of 2024 to $235.7 million as compared to $232.9 million at year-end 2023, due to the withholding and repurchase of shares of AAM stock to satisfy employee tax withholding obligations due upon the vesting of stock-based compensation.

Previous wording

At March 31, 2024 and December 31, 2023, amounts owed by the Combined Entities to non-guarantor entities totaled approximately $20 million and $1,090 million, respectively, and amounts owed to the Combined Entities from non-guarantor entities totaled approximately $465 million and $580 million, respectively. The reduction in the amounts owed by the Combined Entities to non-guarantor entities, and the associated reduction in Current liabilities at March 31, 2024, as compared to December 31, 2023, was the result of the implementation of certain actions to reorganize our global operating structure effective at the end of 2023 and a corresponding change to our Subsidiary Guarantors effective in the first quarter of 2024.

Current wording

At June 30, 2024 and December 31, 2023, amounts owed by the Combined Entities to non-guarantor entities totaled approximately $20 million and $1,090 million, respectively, and amounts owed to the Combined Entities from non-guarantor entities totaled approximately $390 million and $580 million, respectively. The reduction in the amounts owed by the Combined Entities to non-guarantor entities, and the associated reduction in Current liabilities at June 30, 2024, as compared to December 31, 2023, was the result of the implementation of certain actions to reorganize our global operating structure effective at the end of 2023 and a corresponding change to our Subsidiary Guarantors effective in the first six months of 2024.

Previous wording

We are subject to various federal, state, local and foreign environmental and occupational safety and health laws, regulations and ordinances, including those regulating air emissions, water discharge, waste management and environmental cleanup. We will continue to closely monitor our environmental conditions to ensure that we are in compliance with all laws, regulations and ordinances. We have made, and anticipate continuing to make, capital and other expenditures (including recurring administrative costs) to comply with environmental requirements at our current and former facilities. Such expenditures were not significant in the first quarter of 2024.

Current wording

We are subject to various federal, state, local and foreign environmental and occupational safety and health laws, regulations and ordinances, including those regulating air emissions, water discharge, waste management and environmental cleanup. We will continue to closely monitor our environmental conditions to ensure that we are in compliance with all laws, regulations and ordinances. We have made, and anticipate continuing to make, capital and other expenditures (including recurring administrative costs) to comply with environmental requirements at our current and former facilities. Such expenditures were not significant in the second quarter of 2024.

Showing the first 40 of 41 pairs. Open the source sections for the rest.

Rearranged current paragraphs (11)

Current report — wording carried from elsewhere

Gross margin was 13.3% in the second quarter of 2024, as compared to 11.3% in the second quarter of 2023. Gross profit and gross margin were impacted by the factors discussed in Net Sales and Cost of Goods Sold above.

Current report — wording carried from elsewhere

Restructuring and Acquisition-Related Costs Restructuring and acquisition-related costs were $5.0 million in the second quarter of 2024 and $7.9 million in the second quarter of 2023. See Note 11 - Restructuring and Acquisition-Related Costs for additional detail regarding our restructuring, acquisition and integration activity.

Current report — wording carried from elsewhere

Interest Expense and Interest Income Interest expense was $47.9 million in the second quarter of 2024, as compared to $50.2 million in the second quarter of 2023. The weighted-average interest rate of our long-term debt outstanding was 7.0% in the second quarter of 2024 and 6.7% in the second quarter of 2023.

Current report — wording carried from elsewhere

Other Income (Expense), Net Other income (expense), net includes the net effect of foreign exchange gains and losses, our proportionate share of earnings from equity in unconsolidated subsidiaries, and all components of net periodic pension and postretirement benefit costs other than service cost. Other income (expense), net was expense of $8.8 million in the second quarter of 2024, as compared to expense of $0.5 million in the second quarter of 2023. The change in other income (expense), net was primarily driven by changes in foreign exchange gains and losses in the second quarter of 2024, as compared to the second quarter of 2023.

Current report — wording carried from elsewhere

During the three months ended June 30, 2024 and 2023, in computing our estimated annual effective tax rate, we recorded a valuation allowance against substantially all of the deferred tax asset on the current year estimated disallowed interest expense in the U.S. During the three months ended June 30, 2023, we recognized an income tax benefit of approximately $3.2 million related to the release of a valuation allowance in a foreign jurisdiction.

Current report — wording carried from elsewhere

The change in cost of goods sold in the first six months of 2024, as compared to the first six months of 2023, primarily reflects increased production volumes on certain vehicle programs that we support. For the six months ended June 30, 2024, material costs were approximately 58% of total costs of goods sold as compared to approximately 57% for the six months ended June 30, 2023.

Current report — wording carried from elsewhere

Selling, General and Administrative Expenses (SG&A)

Current report — wording carried from elsewhere

Amortization of Intangible Assets Amortization expense related to intangible assets was $41.3 million for the six months ended June 30, 2024 as compared to $42.8 million for the six months ended June 30, 2023.

Current report — wording carried from elsewhere

Gain (Loss) on Equity Securities We had previously invested in the equity securities of REE Automotive, which were measured at fair value each reporting period with changes in fair value reported as a gain or loss within Other income (expense), net in our Condensed Consolidated Statement of Income. During the six months ended June 30, 2024, we sold all of our remaining equity securities of REE Automotive, resulting in a loss of $0.1 million. The fair value of the REE shares was principally unchanged during the six months ended June 30, 2023.

Current report — wording carried from elsewhere

Our effective income tax rate for the six months ended June 30, 2024 varies from our effective income tax rate for the six months ended June 30, 2023 primarily as a result of the mix of earnings on a jurisdictional basis and the impact of the discrete items noted above.

Current report — wording carried from elsewhere

For the six months ended June 30, 2024, our effective income tax rate varies from the U.S. federal statutory rate primarily due to the unfavorable impact related to the disallowed interest expense deductions in the U.S. and tax expense related to global intangible low-taxed income (GILTI), the impact of certain foreign tax rates and the impact of tax credits. For the six months ended June 30, 2023, our effective income tax rate varies from the U.S. federal statutory rate primarily due to the unfavorable impact related to the disallowed interest expense deductions in the U.S., net of the impact of a reduction in unrecognized tax benefits, as well as favorable foreign tax rates and the impact of tax credits.