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Cooper-Standard Holdings Inc

For the period ended Aug 1, 2024. Filed Aug 2, 2024.

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About this filing

A notice of a major event between regular reports, such as results, a deal or a change of executives. It is often the first formal record of the news.

Aug 1, 2024 · Filed Aug 2, 2024

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CPS$17.93+0.4%Stored close · as of Nov 6, 2026
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EX-99 · Forward Looking Statements

Forward Looking Statements

This press release includes “forward-looking statements” within the meaning of U.S. federal securities laws, and we intend that such forward-looking statements be subject to the safe harbor created thereby. Our use of words “estimate,” “expect,” “anticipate,” “project,” “plan,” “intend,” “believe,” “outlook,” “guidance,” “forecast,” or future or conditional verbs, such as “will,” “should,” “could,” “would,” or “may,” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements are based upon our current expectations and various assumptions. Our expectations, beliefs, and projections are expressed in good faith and we believe there is a reasonable basis for them. However, we cannot assure you that these expectations, beliefs and projections will be achieved. Forward-looking statements are not guarantees of future performance and are subject to significant risks and uncertainties that may cause actual results or achievements to be materially different from the future results or achievements expressed or implied by the forward-looking statements. Among other items, such factors may include: volatility or decline of the Company’s stock price, or absence of stock price appreciation; impacts and disruptions related to the wars in Ukraine and the Middle East; our ability to achieve commercial recoveries and to offset the adverse impact of higher commodity and other costs through pricing and other negotiations with our customers; work stoppages or other labor disruptions with our employees or our customers’ employees; prolonged or material contractions in automotive sales and production volumes; our inability to realize sales represented by awarded business; escalating pricing pressures; loss of large customers or significant platforms; our ability to successfully compete in the automotive parts industry; availability and increasing volatility in costs of manufactured components and raw materials; disruption in our supply base; competitive threats and commercial risks associated with our diversification strategy; possible variability of our working capital requirements; risks associated with our international operations, including changes in laws, regulations, and policies governing the terms of foreign trade such as increased trade restrictions and tariffs; foreign currency exchange rate fluctuations; our ability to control the operations of our joint ventures for our sole benefit; our substantial amount of indebtedness and variable rates of interest; our ability to obtain adequate financing sources in the future; operating and financial restrictions imposed on us under our debt instruments; the underfunding of our pension plans; significant changes in discount rates and the actual return on pension assets; effectiveness of continuous improvement programs and other cost savings plans; significant costs related to manufacturing facility closings or consolidation; our ability to execute new program launches; our ability to meet customers’ needs for new and improved products; the possibility that our acquisitions and divestitures may not be successful; product liability, warranty and recall claims brought against us; laws and regulations, including environmental, health and safety laws and regulations; legal and regulatory proceedings, claims or investigations against us; the potential impact of any future public health events on our financial condition and results of operations; the ability of our intellectual property to withstand legal challenges; cyber-attacks, data privacy concerns, other disruptions in, or the inability to implement upgrades to, our information technology systems; the possible volatility of our annual effective tax rate; the possibility of a failure to maintain effective controls and procedures; the possibility of future impairment charges to our goodwill and long-lived assets; our ability to identify, attract, develop and retain a skilled, engaged and diverse workforce; our ability to procure insurance at reasonable rates; and our dependence on our subsidiaries for cash to satisfy our obligations.; and other risks and uncertainties, including those detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission.

You should not place undue reliance on these forward-looking statements. Our forward-looking statements speak only as of the date of this press release and we undertake no obligation to publicly update or otherwise revise any forward-looking statement, whether as a result of new information, future events or otherwise, except where we are expressly required to do so by law.

This press release also contains estimates and other information that is based on industry publications, surveys and forecasts. This information involves a number of assumptions and limitations, and we have not independently verified the accuracy or completeness of the information.

Contact for Analysts:Contact for Media:
Roger HendriksenChris Andrews
Cooper StandardCooper Standard
(248) 596-6465(248) 596-6217
roger.hendriksen@cooperstandard.comcandrews@cooperstandard.com

Financial statements and related notes follow:

COOPER-STANDARD HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollar amounts in thousands except per share and share amounts)
Three Months Ended June 30,Six Months Ended June 30,
2024202320242023
Sales$708,362$723,740$1,384,787$1,406,198
Cost of products sold625,422646,0261,240,2041,286,656
Gross profit82,94077,714144,583119,542
Selling, administration & engineering expenses52,40854,605107,774106,694
Amortization of intangibles1,6051,6723,2663,479
Restructuring charges17,7818,49918,91410,878
Impairment charges—654—654
Operating income (loss)11,14612,28414,629(2,163)
Interest expense, net of interest income(28,635)(34,034)(57,916)(64,254)
Equity in earnings of affiliates1,3026563,572458
Loss on refinancing and extinguishment of debt———(81,885)
Pension settlement charge(46,787)—(46,787)—
Other expense, net(5,129)(2,561)(8,778)(6,565)
Loss before income taxes(68,103)(23,655)(95,280)(154,409)
Income tax expense8,0804,76512,2115,123
Net loss(76,183)(28,420)(107,491)(159,532)
Net (income) loss attributable to noncontrolling interests(60)591(412)1,336
Net loss attributable to Cooper-Standard Holdings Inc.$(76,243)$(27,829)$(107,903)$(158,196)
Weighted average shares outstanding:
Basic17,564,01517,334,91817,513,07617,282,462
Diluted17,564,01517,334,91817,513,07617,282,462
Loss per share:
Basic$(4.34)$(1.61)$(6.16)$(9.15)
Diluted$(4.34)$(1.61)$(6.16)$(9.15)
COOPER-STANDARD HOLDINGS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollar amounts in thousands except share amounts)
June 30, 2024December 31, 2023
(unaudited)
Assets
Current assets:
Cash and cash equivalents$93,793$154,801
Accounts receivable, net367,132380,562
Tooling receivable, net72,19780,225
Inventories171,851146,846
Prepaid expenses27,12528,328
Value added tax receivable61,50769,684
Other current assets42,96440,140
Total current assets836,569900,586
Property, plant and equipment, net568,381608,431
Operating lease right-of-use assets, net92,18491,126
Goodwill140,688140,814
Intangible assets, net37,08940,568
Other assets92,03990,774
Total assets$1,766,950$1,872,299
Liabilities and Equity
Current liabilities:
Debt payable within one year$49,551$50,712
Accounts payable333,555334,578
Payroll liabilities100,939132,422
Accrued liabilities113,952116,954
Current operating lease liabilities19,62318,577
Total current liabilities617,620653,243
Long-term debt1,057,3221,044,736
Pension benefits97,715100,578
Postretirement benefits other than pensions27,95928,940
Long-term operating lease liabilities76,20376,482
Other liabilities51,03658,053
Total liabilities1,927,8551,962,032
Equity:
Common stock, $0.001 par value, 190,000,000 shares authorized; 19,384,716 shares issued and 17,318,907 shares outstanding as of June 30, 2024, and 19,263,288 shares issued and 17,197,479 shares outstanding as of December 31, 20231717
Additional paid-in capital514,905512,164
Retained deficit(499,719)(391,816)
Accumulated other comprehensive loss(168,276)(201,665)
Total Cooper-Standard Holdings Inc. equity(153,073)(81,300)
Noncontrolling interests(7,832)(8,433)
Total equity(160,905)(89,733)
Total liabilities and equity$1,766,950$1,872,299
COOPER-STANDARD HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollar amounts in thousands)
Six Months Ended June 30,
20242023
Operating activities:
Net loss$(107,491)$(159,532)
Adjustments to reconcile net loss to net cash (used in) provided by operating activities:
Depreciation49,07052,319
Amortization of intangibles3,2663,479
Impairment charges—654
Pension settlement charge46,787—
Share-based compensation expense4,8622,705
Equity in (earnings) losses of affiliates, net of dividends related to earnings(1,995)720
Loss on refinancing and extinguishment of debt—81,885
Payment-in-kind interest12,36727,500
Deferred income taxes91520
Other2,6012,376
Changes in operating assets and liabilities(36,594)5,024
Net cash (used in) provided by operating activities(26,212)17,150
Investing activities:
Capital expenditures(28,077)(46,760)
Other2421,638
Net cash used in investing activities(27,835)(45,122)
Financing activities:
Proceeds from issuance of long-term debt, net of debt issuance costs—925,020
Repayment and refinancing of long-term debt—(927,046)
Principal payments on long-term debt(1,255)(949)
Decrease in short-term debt, net(264)(1,240)
Debt issuance costs and other fees(1,403)(74,376)
Taxes withheld and paid on employees' share-based payment awards(571)(209)
Other—(238)
Net cash used in financing activities(3,493)(79,038)
Effects of exchange rate changes on cash, cash equivalents and restricted cash(4,580)(4,565)
Changes in cash, cash equivalents and restricted cash(62,120)(111,575)
Cash, cash equivalents and restricted cash at beginning of period163,061192,807
Cash, cash equivalents and restricted cash at end of period$100,941$81,232
Reconciliation of cash, cash equivalents and restricted cash to the condensed consolidated balance sheets:
Balance as of
June 30, 2024December 31, 2023
Cash and cash equivalents$93,793$154,801
Restricted cash included in other current assets5,2677,244
Restricted cash included in other assets1,8811,016
Total cash, cash equivalents and restricted cash$100,941$163,061
ContentsView on SEC.gov

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