Cooper-Standard Holdings Inc.
For the period ended Mar 31, 2026. Filed May 7, 2026.
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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.
Mar 31, 2026 · Filed May 7, 2026
What changed in Management’s Discussion and Analysis?
Read the current filingPrevious report: 10-Q
Period ended 2025-09-30; filed 2025-10-31.
0001320461-25-000156
Item 2. Management’s Discussion and Analysis of Financial Condition and Results of OperationsCurrent report: 10-Q
Period ended 2026-03-31; filed 2026-05-07.
0001320461-26-000081
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 101 previous paragraphs and 95 current paragraphs.
50 unchanged; 27 reworded; 18 added; 23 removed; 1 previous and 0 current paragraphs rearranged.
Tables are not compared: 11 previous and 7 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 (18)
Current report
The global automotive industry is susceptible to unpredictable economic conditions that can adversely impact new vehicle demand and production levels. These challenges may be compounded by disruptions in supply chains for certain critical materials and components, while business conditions can vary materially by region and over time. In 2025, global light vehicle production increased modestly despite persistent economic risks and uncertainties stemming from ongoing geopolitical conflicts, vehicle affordability pressures and shifts in U.S. trade policy, including the implementation of significant new tariffs on a broad range of imported goods, automobiles included. This growth was primarily driven by strong production volumes in China, which more than offset declines in North America and Europe. The industry outlook for 2026 is increasingly uncertain due to geopolitical risks, including military actions in the Middle East, rising oil prices, constraints on global trade and transportation through the Strait of Hormuz, increased inflationary pressures and reduced consumer confidence.
Current report
In Europe, trends toward economic stabilization and expansion evident earlier in the year have been disrupted by the military actions in the Middle East. Rising oil and natural gas prices are contributing to higher inflation and lower consumer spending. Fiscal stimulus, particularly in Germany, increased defense-related spending, and continuing solid business investment are expected to provide some support to regional economic activity, partially offsetting lower consumer spending. Amid this uncertain environment, economists at the IMF project that the Eurozone economy will grow by 1.1 percent in 2026.
Current report
In South America, the Brazilian central bank initiated a policy to lower interest rates during the first quarter of 2026 in an effort to stimulate economic growth. However, inflationary pressures have re-emerged as military actions in the Middle East have led to higher energy prices and increased costs for imported fertilizers critical to Brazil’s agriculture sector. With inflation concerns rising, the central bank may need to moderate its pace of rate reductions in the near term. Despite these concerns and ongoing global market uncertainty, consumer confidence in Brazil remains well above the averages observed over the past decade. As a result, economists at the IMF project that Brazil's economy will grow by 1.9 percent in 2026.
Current report
** Net of savings from restructuring initiatives.
Current report
Loss on Refinancing and Extinguishment of Debt. Loss on refinancing and extinguishment of debt for thethree months ended March 31, 2026 was $24.2 million, which resulted from redemption premiums associated with the prepayment of our First Lien Notes and Third Lien Notes and the write off of unamortized debt issuance costs and unamortized original issue discount on our First Lien Notes and Third Lien Notes related to the Refinancing Transactions described in Liquidity and Capital Resources.
Current report
Sealing Systems. The variance in volume and mix, including customer price adjustments, was driven by lower customer volumes and unfavorable mix. The foreign currency exchange variance was primarily driven by the strengthening of the Euro relative to the U.S. dollar, which resulted in a $13.0 million favorable impact, as well as a $2.4 million favorable impact of the
Current report
Chinese Renminbi, a $2.0 million favorable impact of the Brazilian Real, and a $1.2 million favorable impact of all other currencies.
Current report
Fluid Handling Systems. The variance in volume and mix, including customer price adjustments, was driven by favorable volume and mix, improved customer recoveries, and timing of tariff recoveries. The foreign currency exchange variance was primarily driven by the strengthening of the Euro relative to the U.S. dollar, which resulted in a a $3.7 million favorable impact of the Euro, as well as a $1.0 million favorable impact of the Chinese Renminbi, and a $0.7 million favorable impact of all other currencies.
Current report
** Net of savings from restructuring initiatives.
Current report
Refinancing Transactions
Current report
On March 4, 2026 (the “Settlement Date”), Cooper-Standard Automotive Inc. (“CSA U.S.”)., a wholly-owned subsidiary of the Company, completed certain refinancing transactions (the “Refinancing Transactions”) consisting of:
Current report
•the issuance by CSA U.S. of $1,100.0 million aggregate principal amount of 9.250% Senior Secured First Lien Notes due 2031 (the “Senior Secured First Lien Notes”) pursuant to an Indenture, dated as of the Settlement Date (the “Indenture”), by and among CSA U.S., the Guarantors (as defined below) and U.S. Bank Trust Company, National Association, as trustee and collateral agent (the “Collateral Agent”);
Current report
•the redemption of all $616.9 million aggregate principal amount of CSA U.S.’s 13.50% Cash Pay / PIK Toggle Senior Secured First Lien Notes due 2027 (the “First Lien Notes”) at a redemption price of 102.250% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding the Settlement Date;
Current report
•the redemption of all $391.8 million aggregate principal amount of CSA U.S.’s 5.625% Cash Pay / 10.625% PIK Toggle Senior Secured Third Lien Notes due 2027 (the “Third Lien Notes”) at a redemption price of 101.410% of the principal amount thereof, plus accrued and unpaid interest thereon to, but excluding the Settlement Date;
Current report
•the redemption of all $42.6 million aggregate principal amount of CSA U.S.’s 5.625% Senior Notes due 2026 (the “2026 Senior Notes”) at a redemption price of 100.000% of the principal amount thereof, plus accrued interest and unpaid interest thereon to, but excluding the Settlement Date; and
Current report
•the entry into Amendment No. 5 (the “Fifth Amendment”) to the ABL Facility with certain lenders, Bank of America, N.A., as agent, and the other parties thereto.
Current report
As a result of the Refinancing Transactions, the Company extended the maturities of its indebtedness and reduced the amount of cash interest the Company is required to pay on such indebtedness. The Company recognized a loss on the refinancing and extinguishment of debt of $24.2 million during the three months ended March 31, 2026 related to redemption premiums associated with the prepayment of our First Lien Notes and Third Lien Notes and the write off of unamortized debt issuance costs and unamortized original issue discount on our First Lien Notes and Third Lien Notes. Additionally, the Company incurred total fees and redemption premiums of $35.3 million associated with the Refinancing Transactions, of which $28.9 million were paid during the three months ended March 31, 2026 and $6.4 million are recorded in accounts payable in the condensed consolidated balance sheets as of March 31, 2026 and will be paid in future periods. The fees and redemption premiums paid during the three months ended March 31, 2026 are reflected as a financing outflow in the condensed consolidated statement of cash flows.
Current report
(2)Loss on refinancing and extinguishment of debt relating to the Refinancing Transactions during the three months ended March 31, 2026.
Removed paragraphs (23)
Previous report
The global automotive industry is susceptible to unpredictable economic conditions that can adversely impact new vehicle demand and production. Disruptions in the supply chains for certain critical materials and components can further exacerbate these challenges. Business conditions can fluctuate significantly across different periods and regions. In 2024, light vehicle production experienced a modest slowdown, primarily due to rising inventory levels, relatively high interest rates, concerns about vehicle affordability, and ongoing geopolitical tensions around the world. In the first nine months of 2025, global light vehicle production increased by approximately 3% compared to the same period in 2024. However, given certain supply chain disruptions and other headwinds anticipated in the fourth quarter of 2025, we expect global production for the full year 2025 will moderate to an increase of approximately 2% compared to full year 2024. While production is expected to decline in North America and Europe, these decreases will be more than offset by increases in China, South America and South Asia. Additionally, ongoing changes in U.S. trade policy, including the implementation of significant tariffs on imported goods, along with a recent fire at a production facility for a major automotive aluminum supplier, are contributing to economic risks and uncertainty. These factors may pose further short-term challenges for the global automotive industry.
Previous report
In Europe, rising real wages, increased employment, lower inflation (including reduced energy costs), and declining interest rates are driving stronger household consumption. Additionally, fiscal stimulus measures, particularly in Germany, along with increased investments in infrastructure and defense are contributing to overall economic growth. However, there is still uncertainty about how recent trade agreements with the United States will be implemented and their potential impact. Amid this uncertain environment, economists at the IMF project that the Eurozone economy will grow by 1.2 percent in 2025.
Previous report
In South America, the Brazilian central bank has maintained policy interest rates at restrictive levels to combat persistent inflation resulting from a tight labor market, wage growth and weakening of the Real. These high interest rates, along with decreased fiscal stimulus, political tensions leading up to the 2026 presidential election, and worsening trade relations with the United States, have negatively affected consumer confidence and economic demand in Brazil. In light of this mixed economic situation, economists at the IMF project that Brazil's economic growth rate will slow modestly to 2.4 percent in 2025.
Previous report
Pension Settlement Credit. A one-time pension settlement credit of $2.2 million was recorded in the three months ended September 30, 2024, reflecting a refund of plan assets received from the insurance company administering the group annuity contract related to the 2024 termination of the U.S. pension plan. See Note 9. “Pensions and Postretirement Benefits Other Than Pensions” to the unaudited condensed consolidated financial statements included in Part I, Item 1 of this Report for additional information.
Previous report
Other Expense, Net. Other expense, net, for the three months ended September 30, 2025 decreased $3.0 million compared to the three months ended September 30, 2024. The decrease was primarily driven by lower foreign currency losses.
Previous report
Nine Months Ended September 30, 2025 Compared with Nine Months Ended September 30, 2024
Previous report
Sales for the nine months ended September 30, 2025 decreased 0.1%, compared to the nine months ended September 30, 2024. The decrease in sales was driven by unfavorable foreign exchange, partially offset by favorable volume and mix, net of customer price adjustments including recoveries.
Previous report
The change in cost of products sold was impacted by manufacturing and purchasing savings through lean initiatives, favorable foreign exchange and savings from prior year restructuring initiatives, partially offset by increased costs from volume and mix, net of recoveries, and higher inflation of labor and overhead. The Company’s direct material content represented approximately 53% and 51% of total cost of products sold for the nine months ended September 30, 2025 and 2024, respectively.
Previous report
Gross profit for the nine months ended September 30, 2025 increased $36.5 million compared to the nine months ended September 30, 2024. The change was driven by manufacturing and purchasing savings through lean initiatives, savings from prior year restructuring initiatives andfavorable foreign exchange, partially offset by unfavorable volume and mix, net of recoveries, and higher inflation of labor and overhead.
Previous report
Selling, Administration and Engineering Expenses. Selling, administration and engineering expenses for the nine months ended September 30, 2025 were $157.8 million, or 7.6% of sales, compared to $157.5 million, or 7.6% of sales for the nine months ended September 30, 2024. Savings realized from restructuring actions and spending reductions initiated in 2024 were largely offset by higher stock-based compensation recorded in the third quarter of 2025, driven by stock price appreciation.
Previous report
Restructuring Charges. Restructuring charges for the nine months ended September 30, 2025 decreased $11.9 million compared to the nine months ended September 30, 2024. Thedecrease was primarily driven by a cost optimization restructuring plan that was implemented in the second quarter of 2024, resulting in higher restructuring-related expenses recognized in the prior period. See Note 4. “Restructuring” to the unaudited condensed consolidated financial statements included in Part I, Item 1 of this Report for additional information.
Previous report
Pension Settlement Charge. A one-time, non-cash pension settlement charge of $44.6 million was incurred in the nine months ended September 30, 2024 related to the 2024 termination of the U.S. pension plan. See Note 9. “Pensions and Postretirement Benefits Other Than Pensions” to the unaudited condensed consolidated financial statements included in Part I, Item 1 of this Report for additional information.
Previous report
Sales
Previous report
Sealing Systems. The variance in volume and mix, including customer price adjustments, was driven by lower customer volumes, unfavorable product mix and reduced customer recoveries. The foreign currency exchange variance was driven by a $6.1 million favorable impact of the Euro.
Previous report
Fluid Handling Systems. The variance in volume and mix, including customer price adjustments, was driven by higher customer volumes, favorable product mix and improved customer recoveries. The foreign currency exchange variance was driven by a $1.8 million favorable impact of the Euro, partially offset by a $0.2 million unfavorable impact of all other currencies.
Previous report
Sealing Systems. The variance in volume and mix, including customer price adjustments, was driven by lower customer volumes, unfavorable product mix, and reduced customer recoveries. The cost decreases were driven by $12.7 million of manufacturing and purchasing savings through lean initiatives. These savings were partially offset by $2.2 million of unfavorable inflation in labor and other operational costs.
Previous report
Nine Months Ended September 30, 2025 Compared with Nine Months Ended September 30, 2024
Previous report
Sales
Previous report
Sealing Systems. The variance in volume and mix, including customer price adjustments, was driven by lower customer volumes, unfavorable product mix and reduced customer recoveries. The foreign currency exchange variance was driven by a $8.7 million favorable impact of the Euro, which was more than offset by a $5.3 million unfavorable impact of the Brazilian Real, a $3.1 million unfavorable impact of the Canadian Dollar, and a $1.3 million unfavorable impact of all other currencies.
Previous report
Fluid Handling Systems. The variance in volume and mix, including customer price adjustments, was driven by higher customer volumes, favorable product mix and improved customer recoveries. The foreign currency exchange variance was driven by a $2.5 million unfavorable impact of the Korean Won and a $1.9 million unfavorable impact of the Brazilian Real, partially offset by a $2.2 million favorable impact of all other currencies.
Previous report
Segment adjusted EBITDA
Previous report
Fluid Handling Systems. The variance in volume and mix, including customer price adjustments, was driven by lower customer volumes and unfavorable product mix. The foreign currency exchange variance was primarily driven by a $16.3 million favorable impact of the Mexican Peso. The cost decreases were driven by $20.1 million of manufacturing and purchasing savings through lean initiatives. These savings were partially offset by $8.3 million of unfavorable inflationin labor and other operational costs.
Previous report
(2)Pension credit and one-time, non-cash settlement charge and administrative fees incurred related to the termination of our U.S. Pension Plan in 2024.
Reworded paragraphs (27)
Previous wording
In North America, consumer confidence in the United States remains subdued, with certain indices reaching their lowest levels in over a decade. Uncertainty surrounding U.S. trade policy, particularly the implementation of significant tariffs on imported goods, has created instability in both capital and consumer markets. Persistently high interest rates, elevated prices for consumer goods, growing consumer debt, and a weak labor market are negatively affecting overall economic activity. Economists at the International Monetary Fund (IMF) project that the economies of the United States, Canada and Mexico will grow by 2.0 percent, 1.2 percent and 1.0 percent, respectively, in 2025.
Current wording
In North America, consumer confidence in the United States remains subdued, with certain surveys and economic indices declining to their lowest levels in over a decade. Ongoing concerns regarding U.S. military actions in the Middle East and continued uncertainty surrounding U.S. trade policy have contributed to heightened volatility across capital and consumer markets. Persistently high interest rates, elevated prices for energy and consumer goods, and rising levels of consumer debt are further weighing on overall economic activity. Conversely, lower tax rates, reduced regulation, and other incentives included in recently enacted legislation are expected to support commercial investment and consumer demand once geopolitical conditions stabilizes. Economists at the International Monetary Fund (“IMF”) project that the economies of the United States, Canada and Mexico will grow by 2.3 percent, 1.5 percent and 1.6 percent, respectively, in 2026.
Previous wording
In the Asia Pacific region, China’s economy has shown steady growth, supported by stimulus measures and an increase in exports ahead of anticipated new tariffs. However, weak domestic consumer demand, persistent declines in property values and increasing public debt are obscuring the prospects for future growth. Additionally, ongoing uncertainties in trade relations with the United States have contributed to a slowdown in private industrial investment. Despite these challenges, economists at the IMF project the Chinese economy will grow by 4.8 percent in 2025.
Current wording
In the Asia Pacific region, China’s economy has continued to grow steadily, supported by domestic stimulus measures and increased export activity. Lower effective U.S. tariffs and domestic stimulus have helped offset certain impacts of the military actions in the Middle East. However, weak consumer demand, persistent declines in property values and rising public debt continue to cloud the outlook for future growth, with consumer confidence remaining near its lowest level in a decade. Despite these challenges, economists at the IMF project that China’s economy will grow by 4.4 percent in 2026.
Previous wording
Our business is directly affected by the automotive vehicle production rates in North America, Europe, the Asia Pacific region and South America. These production rates can be impacted by changing macro-economic conditions, geopolitical actions, regional consumer sentiment, labor disruptions, supply chain disruptions and changing regulatory and trade requirements, among other factors.
Current wording
Our business is directly affected by automotive vehicle production rates in North America, Europe, the Asia Pacific region and South America. These production rates can be impacted by changing macro-economic conditions, geopolitical actions, regional consumer sentiment, labor disruptions, supply chain disruptions and changing regulatory and trade requirements, among other factors.
Previous wording
Light vehicle production by region for the three and nine months ended September 30, 2025 and 2024 was as follows:
Current wording
Light vehicle production in certain regions for the three months ended March 31, 2026 and 2025 was as follows:
Previous wording
Current industry forecasts indicate global light vehicle production in the full year 2025 will increase by approximately 2% compared to full year 2024, driven by increases in China, South America and South Asia, partially offset by declines in North America and Europe. Looking further ahead, global production is expected to remain relatively flat to slightly down in 2026, followed by modest growth of 2-3% in 2027. However, actual production volumes have varied and may fluctuate from forecasted levels due to numerous factors including, but not limited to, catastrophic events impacting aluminum supply and other supply chain disruptions, labor disruptions in select regions or locations, cyberattack and natural disasters impacting customer operations, consumer demand, the regulatory environment, available incentives and industry competitiveness. The electric vehicle segment has faced significant challenges in achieving previously forecasted production volumes, particularly in North America.
Current wording
Current industry forecasts project that global light vehicle production for the full year 2026 will decline by approximately 2% compared to the full year 2025, followed by modest growth in 2027. Actual production volumes, however, have varied historically and may fluctuate from forecasted levels due to geopolitical actions, catastrophic events affecting the supply of aluminum and other critical materials and components, broader supply chain disruptions, labor-related disruptions in certain regions or locations, cyberattacks or natural disasters impacting customer operations, changes in consumer demand, the regulatory environment, availability of incentives and overall industry competitiveness, among other factors. In addition, the electric vehicle segment continues to face significant challenges in achieving previously forecasted production volumes, particularly in North America.
Previous wording
Our business is susceptible to inflationary pressures with respect to raw materials. Abrupt changes in the market prices or availability of certain key raw materials may result in operational and profitability challenges for the Company and the industry as a whole. Although global commodity markets and pricing largely stabilized in 2024 and have remained stable through the first nine months of 2025, we continually work with our customers and suppliers to mitigate ongoing inflationary pressures and material-related cost exposures through a combination of expanded index-based agreements and other commercial enhancements.
Current wording
Our business is susceptible to inflationary pressures related to raw materials. Abrupt changes in the market prices or availability of certain key raw materials may result in operational and profitability challenges for the Company and the industry as a whole. Although global commodity markets and pricing remained relatively stable in 2025, geopolitical instability in the Middle East during the first three months of 2026 has contributed to higher oil prices and disruptions along major global shipping routes. These conditions may result in shipment delays, extended transit times, increased fuel, freight and insurance costs, reduced carrier availability, or the need to reroute cargo, any of which could adversely affect our supply chain, production schedules, operating costs, and ability to meet customer delivery commitments. To date, we have not experienced a material financial impact from the ongoing geopolitical instability in the Middle East. We continue to work closely with our customers and suppliers to mitigate ongoing inflationary pressures and material-related cost exposures through a combination of index-based pricing agreements and other commercial enhancements.
Previous wording
Sales for the three months ended September 30, 2025 increased 1.5% compared to the three months ended September 30, 2024. The increase in sales was driven by favorable foreign exchange and volume and mix, net of customer price adjustments including recoveries.
Current wording
Sales for the three months ended March 31, 2026 increased 2.9%, compared to the three months ended March 31, 2025. The increase in sales was driven by favorable foreign exchange, partially offset by net unfavorable volume and mix, net of customer price adjustments including recoveries.
Previous wording
Cost of products sold is primarily comprised of direct materials, labor, manufacturing overhead, freight, depreciation and other direct operating expenses. Among these, direct materials represent the largest component, accounting for approximately 52% and 51% of total cost of products sold for the three months ended September 30, 2025 and September 30, 2024, respectively. The change in cost of products sold was impacted by manufacturing and purchasing savings through lean initiatives, and savings from prior year restructuring initiatives, offset by increased costs from volume and mix, net of recoveries, higher inflation of labor and overhead, and unfavorable foreign exchange.
Current wording
Cost of products sold is primarily comprised of direct materials, labor, manufacturing overhead, freight, depreciation and other direct operating expenses. Among these, direct materials represent the largest component, accounting for approximately 50% and 52% of total costs of products sold for the three months ended March 31, 2026 and March 31, 2025, respectively. The change in cost of products sold was impacted by unfavorable foreign exchange, increased costs from volume and mix, net of recoveries, and higher inflation of labor and overhead, partially offset by manufacturing and purchasing savings through lean initiatives and savings from prior year restructuring initiatives.
Previous wording
Gross profit for the three months ended September 30, 2025 increased $10.8 million compared to the three months ended September 30, 2024. The change was driven by manufacturing and purchasing savings through lean initiatives, savings from prior year restructuring initiatives and favorable foreign exchange, partially offset by unfavorable volume and mix, net of recoveries, and higher inflation of labor and overhead.
Current wording
Gross profit for the three months ended March 31, 2026 increased $5.2 million compared to the three months ended March 31, 2025. The change in gross profit was driven by manufacturing and purchasing savings through lean initiatives and savings from prior year restructuring initiatives, partially offset by unfavorable volume and mix, net of recoveries, and higher inflation of labor and overhead.
Previous wording
Selling, Administration and Engineering Expenses. Selling, administration and engineering expenses include administrative expenses as well as product engineering and design and development costs. Selling, administration and engineering expenses for the three months ended September 30, 2025 were $55.4 million, or 8.0% of sales, compared to $49.7 million, or 7.3% of sales, for the three months ended September 30, 2024. The increase, in both dollar terms and as a percentage of sales, was primarily due to higher stock-based compensation driven by stock price appreciation during the quarter, which resulted in approximately $4.0 million of additional expense.
Current wording
Selling, Administration and Engineering Expenses. Selling, administration and engineering expenses for the three months ended March 31, 2026 were $52.5 million, or 7.6% of sales, compared to $51.2 million, or 7.7% of sales for the three months ended March 31, 2025. The increase in dollar terms was primarily due to foreign exchange.
Previous wording
Restructuring Charges. Restructuring charges for thethree months ended September 30, 2025 increased $2.0 million compared to thethree months ended September 30, 2024. The increase was primarily driven by higher restructuring costs related to employee severance and other related exit costs in our Sealing Systems segment.
Current wording
Restructuring Charges. Restructuring charges for the three months ended March 31, 2026 increased $2.5 million compared to the three months ended March 31, 2025. The increase was primarily driven by higher restructuring costs related to employee severance and other related exit costs in our Fluid Handling Systems segment.
Previous wording
Other Income, Net. Other income, net for the nine months ended September 30, 2025 increased $17.0 million compared to the nine months ended September 30, 2024. The increase was primarily driven by $10.3 million ofincome recognized in connection with certain royalty settlements and lower foreign currency losses.
Current wording
Other (Expense) Income, Net. Other expense, net for the three months ended March 31, 2026 was $2.1 million compared to other income, net of $8.9 million for the three months ended March 31, 2025. The change was primarily driven by $10.0 million ofincome recognized in connection with certain royalty settlements in the prior year period.
Previous wording
Income Tax Expense. Income tax expense for the three months ended September 30, 2025 was $3.9 million on losses before income taxes of $3.8 million compared to an income tax expense of $2.9 million on losses before income taxes of $8.0 million for the three months ended September 30, 2024. The effective tax rate for the three months ended September 30, 2025 differed from the effective tax rate for the three months ended September 30, 2024 primarily due to the geographic mix of pre-tax losses, the inability to record a tax benefit for pre-tax losses in the U.S. and certain foreign jurisdictions due to valuation allowances and other permanent items.
Current wording
Income Tax Expense. Income tax expense for the three months ended March 31, 2026 was $4.2 million on losses before income taxes of $29.1 million compared to income tax expense of $2.7 million on earnings before income taxes of $4.3 million for the three months ended March 31, 2025. The effective tax rate for the three months ended March 31, 2026 differed from the effective tax rate for the three months ended March 31, 2025 primarily due to the geographic mix of pre-tax earnings and losses, the inability to record a tax benefit for pre-tax losses in the U.S. and certain foreign jurisdictions due to valuation allowances, and other permanent items.
Previous wording
Our business is organized in two reportable segments: Sealing Systems and Fluid Handling Systems. All other business activities are reported in Corporate, eliminations and other. The Company uses 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. We have defined adjusted EBITDA as net income before interest, taxes, depreciation, amortization, restructuring expense, and special items.
Current wording
Our business is organized in two reportable segments: Sealing Systems and Fluid Handling Systems. All other business activities are reported in Corporate, eliminations and other. The Company uses 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. We have defined adjusted EBITDA as net income (loss) before interest, taxes, depreciation, amortization, restructuring expense, and special items.
Previous wording
Sealing Systems. The variance in volume and mix, including customer price adjustments, was driven by lower customer volumes, unfavorable product mix, and reduced customer recoveries. The foreign currency exchange variance was primarily driven by a $4.0 million unfavorable impact of the Canadian Dollar. The cost decreases were driven by $37.4 million of manufacturing and purchasing savings through lean initiatives and $9.4 million of all other operational savings, primarily from prior year restructuring actions. These savings were partially offset by $9.8 million of unfavorable inflation in labor and other operational costs.
Current wording
Sealing Systems. The variance in volume and mix, including customer price adjustments, was driven by lower customer volumes and unfavorable mix. The cost decreases were driven by $6.6 million of manufacturing and purchasing savings through lean initiatives and $4.3 million of all other operational savings, primarily from prior year restructuring actions. These savings were partially offset by $3.8 million of unfavorable inflation in labor and other operational costs.
Previous wording
Fluid Handling Systems. The variance in volume and mix, including customer price adjustments, was driven by higher customer volumes, favorable product mix, and improved customer recoveries. The foreign currency exchange variance was primarily driven by a $2.8 million favorable impact of the Mexican Peso. The cost increases were driven by $6.0 million of unfavorable inflation in labor and other operational costs. These costs were partially offset by $4.2 million of manufacturing and purchasing savings through lean initiatives.
Current wording
Fluid Handling Systems. The variance in volume and mix, including customer price adjustments, was driven by improved customer recoveries, timing of tariff recoveries, and partially offset by unfavorable mix. The foreign currency exchange variance was primarily driven by a $5.3 million unfavorable impact of the Mexican Peso and a $0.7 million favorable impact of all other currencies. The cost decreases were driven by $10.5 million of manufacturing and purchasing savings through lean initiatives and were partially offset by $6.0 million of unfavorable inflation in labor and other operational cost increases.
Previous wording
We continue to actively preserve cash and enhance liquidity, including proactively managing our capital expenditures. We continuously monitor and forecast our liquidity situation in light of automotive industry, customer and economic factors, and take the necessary actions to preserve our liquidity and evaluate other financial alternatives that may be available to us should the need arise. Our ability to fund our working capital needs, debt payments and other obligations, and to comply with the financial covenants, including borrowing base limitations under our ABL Facility, depends on our future operating performance and cash flows. These may be impacted by many factors outside of our control, including but not limited to industry production levels, the costs of raw materials, the state of the overall automotive industry, general financial and economic conditions, including global trade and tariff policies, work stoppages, and potential public health events. Considering these factors, current projections for light vehicle production and customer demand for our products, we believe that our cash flows from operations, cash on hand, availability under our ABL Facility and receivables factoring will enable us to meet our ongoing working capital requirements, capital expenditures, debt service and other funding requirements for the foreseeable future, despite the challenges facing the industry.
Current wording
We continue to actively preserve cash and enhance liquidity, including proactively managing our capital expenditures. We continuously monitor and forecast our liquidity situation in light of automotive industry, customer and economic factors, and take the necessary actions to preserve our liquidity and evaluate other financial alternatives that may be available to us should the need arise. Our ability to fund our working capital needs, debt payments and other obligations, and to comply with the financial covenants, including borrowing base limitations under our ABL Facility, depends on our future operating performance and cash flows. These may be impacted by many factors outside of our control, including but not limited to industry production levels, the costs of raw materials, the state of the overall automotive industry, geopolitical risks, general financial and economic conditions, including global trade and tariff policies, work stoppages, and potential public health events. Considering these factors, current projections for light vehicle production and customer demand for our products, we believe that our cash flows from operations, cash on hand, availability under our ABL Facility and receivables factoring will enable us to meet our ongoing working capital requirements, capital expenditures, debt service and other funding requirements for the foreseeable future, despite the challenges facing the industry.
Previous wording
Operating Activities. Net cash provided by operations was $8.2 million for the nine months ended September 30, 2025, compared to net cash provided by operations of $1.6 million for the nine months ended September 30, 2024. The net change was primarily due to higher net cash earnings year-over-year, partially offset by changes in working capital and an increase in cash interest payments by $12.4 million year-over-year. Working capital was negatively impacted primarily by a larger increase in receivables, reflecting timing of collections from customers during the nine months ended September 30, 2025 compared to the nine months ended September 30, 2024.
Current wording
Operating Activities. Net cash used in operations was $69.2 million for the three months ended March 31, 2026, compared to net cash used in operations of $14.9 million for the three months ended March 31, 2025. The net change was primarily due to an increase in cash interest payments of $23.9 million year-over-year as a result of the Refinancing Transactions described above, lower net cash earnings year-over-year driven by $10.0 million ofincome recognized in connection with certain royalty settlements in the prior year and changes in working capital. Working capital was negatively impacted primarily due to an increase in payments related to customer tooling programs during the three months ended March 31, 2026 compared to the three months ended March 31, 2025.
Previous wording
Investing Activities. Net cash used in investing activities was $33.9 million for the nine months ended September 30, 2025, compared to net cash used in investing activities of $38.7 million for the nine months ended September 30, 2024. The net change was primarily due to proceeds of $2.6 million related to the 2024 divestiture of our non-core Canadian tooling business received during the nine months ended September 30, 2025, as well as lower capital expenditures. Capital expenditures were $36.5 million for the nine months ended September 30, 2025 compared to $39.0 million for the nine months ended September 30, 2024. We expect to maintain disciplined capital spending and anticipate total capital expenditures of approximately $45 to $55 million in 2025.
Current wording
Investing Activities. Net cash used in investing activities was $24.0 million for the three months ended March 31, 2026, compared to net cash used in investing activities of $15.2 million for the three months ended March 31, 2025. The net change was primarily due to higher capital expenditures. Capital expenditures were $24.0 million for the three months ended March 31, 2026 compared to $17.5 million for the three months ended March 31, 2025. We expect to maintain disciplined capital spending and anticipate total capital expenditures of approximately $55 million to $65 million in 2026.
Previous wording
Financing Activities. Net cash used in financing activities totaled $3.8 million for the nine months ended September 30, 2025, compared to net cash used in financing activities of $6.8 million for the nine months ended September 30, 2024. The net change was primarily due to a net decrease in principal payments on outstanding debt by $2.2 million year-over-year and a net decrease in debt issuance costs by $1.9 million year-over-year. The prior year debt issuance costs were paid in connection with Amendment No. 4 to the Company’s ABL Facility, which was executed in May 2024. These changes were partially offset by a net increase in tax withholding amounts related to employees’ share-based payment awards by $1.1 million year-over-year.
Current wording
Financing Activities. Net cash provided by financing activities totaled $16.4 million for the three months ended March 31, 2026, compared to net cash used in financing activities of $2.5 million for the three months ended March 31, 2025. The net change was primarily due to the net cash impact of the Refinancing Transactions described above. This net change was partially offset by a net increase in tax withholding amounts related to employees’ share-based payment awards by $1.3 million year-over-year.
Previous wording
In June 2018, our Board of Directors approved a common stock repurchase program (the “2018 Program”) authorizing us to repurchase, in the aggregate, up to $150.0 million of our outstanding common stock. Under the 2018 Program, repurchases may be made on the open market, through private transactions, accelerated share repurchases, round lot or block transactions on the New York Stock Exchange or otherwise, as determined by us and in accordance with prevailing market conditions and federal securities laws and regulations. We expect to fund any future repurchases from cash on hand and future cash flows from operations. The specific timing and amount of any future repurchase will vary based on market and business conditions, changes in tax laws and other factors. We are not obligated to acquire a particular amount of securities, and the 2018 Program may be discontinued at any time at our discretion. The 2018 Program became effective in November 2018. As of September 30, 2025, we had approximately $98.7 million of repurchase authorization remaining under the 2018 Program. We did not make any repurchases under the 2018 Program during the nine months ended September 30, 2025 or 2024.
Current wording
In June 2018, our Board of Directors approved a common stock repurchase program (the “2018 Program”) authorizing us to repurchase, in the aggregate, up to $150.0 million of our outstanding common stock. Under the 2018 Program, repurchases may be made on the open market, through private transactions, accelerated share repurchases, round lot or block transactions on the New York Stock Exchange or otherwise, as determined by us and in accordance with prevailing market conditions and federal securities laws and regulations. We expect to fund any future repurchases from cash on hand and future cash flows from operations. The specific timing and amount of any future repurchase will vary based on market and business conditions, changes in tax laws and other factors. We are not obligated to acquire a particular amount of securities, and the 2018 Program may be discontinued at any time at our discretion. The 2018 Program became effective in November 2018. As of March 31, 2026, we had approximately $98.7 million of repurchase authorization remaining under the 2018 Program. We did not make any repurchases under the 2018 Program during the three months ended March 31, 2026 or 2025.
Previous wording
We may, from time to time, seek to purchase our outstanding debt securities or loans, including the First Lien Notes, Third Lien Notes and 2026 Senior Notes. Such transactions could be privately negotiated or open market transactions, pursuant to tender offers or otherwise. Any such purchases will be made in our sole discretion in light of market conditions, applicable limitations contained in the agreements governing our indebtedness and other relevant factors. The amounts involved in any such purchase transactions, individually or in the aggregate, may be material. Any such purchases may equate to a substantial amount of a particular class or series of debt, which may reduce the trading liquidity of such class or series.
Current wording
We may, from time to time, seek to purchase our outstanding debt securities or loans, including the Senior Secured First Lien Notes. Such transactions could be privately negotiated or open market transactions, pursuant to tender offers or otherwise. Any such purchases will be made in our sole discretion in light of market conditions, applicable limitations contained in the agreements governing our indebtedness and other relevant factors. The amounts involved in any such purchase transactions, individually or in the aggregate, may be material. Any such purchases may equate to a substantial amount of a particular class or series of debt, which may reduce the trading liquidity of such class or series.
Previous wording
In the third quarter of 2023, we designated Liveline Technologies, Inc. (“Liveline”) an unrestricted subsidiary under the terms of certain of its debt agreements. Liveline remains a wholly-owned subsidiary of Cooper-Standard Automotive Inc. Liveline incurred a net loss of $0.4 million and $1.4 million during the three and nine months ended September 30, 2025, respectively, compared to a net loss of $1.3 million and $1.7 million during the three and nine months ended September 30, 2024, respectively. As of September 30, 2025, Liveline had approximately $1.1 million of gross assets. Liveline will look to the Company for necessary funding until it is able to sustain itself through sales of its products and services.
Current wording
We designated Liveline Technologies, Inc. (“Liveline”) as an unrestricted subsidiary under the terms of certain of its debt agreements. Liveline remains a wholly-owned subsidiary of CSA U.S. Liveline incurred a net loss of $0.5 million and $0.4 million during the three months ended March 31, 2026 and March 31, 2025, respectively. As of March 31, 2026, Liveline had approximately $0.9 million of gross assets. Liveline will look to the Company for necessary funding until it is able to sustain itself through sales of its products and services.
Previous wording
•they do not reflect interest expense or cash requirements necessary to service interest or principal payments under our ABL Facility, First Lien Notes, Third Lien Notes, and 2026 Senior Notes;
Current wording
•they do not reflect interest expense or cash requirements necessary to service interest or principal payments under our ABL Facility, and Senior Secured First Lien Notes, First Lien Notes, Third Lien Notes, and 2026 Senior Notes;
Previous wording
The following table provides a reconciliation of EBITDA and Adjusted EBITDA from net loss, which is the most comparable financial measure in accordance with U.S. GAAP:
Current wording
The following table provides a reconciliation of EBITDA and Adjusted EBITDA from net (loss) income, which is the most comparable financial measure in accordance with U.S. GAAP:
Previous wording
There have been no significant changes in our critical accounting estimates during the nine months ended September 30, 2025.
Current wording
There have been no significant changes in our critical accounting estimates during the three months ended March 31, 2026.
Previous wording
This quarterly report on Form 10-Q 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; the effects of the current U.S. government shutdown and its impact on our customers; 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; disruptions in our supply base or our customers’ 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 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…
Excerpt shortened here; the source contains the full paragraph.
Current wording
This quarterly report on Form 10-Q 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; disruptions in our supply base or our customers’ 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; the effects of a potential U.S. government shutdown and its impact on our customers; our ability to control the operations of our joint ventures for our sole benefit; our substantial amount of indebtedness and 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…
Excerpt shortened here; the source contains the full paragraph.
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Previous report — wording carried elsewhere
Income Tax Expense. Income tax expense for the nine months ended September 30, 2025 was $14.6 million on earnings before income taxes of $7.2 million compared to income tax expense of $15.1 million on losses before income taxes of $103.3 million for the nine months ended September 30, 2024. The effective tax rate for the nine months ended September 30, 2025 differed from the effective tax rate for the nine months ended September 30, 2024 primarily due to the geographic mix of pre-tax losses, the inability to record a tax benefit for pre-tax losses in the U.S. and certain foreign jurisdictions due to valuation allowances, and other permanent items.