cmt-20240331

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q


☒			QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended March 31, 2024


☐			TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

for the transition period from ____________ to

Commission File Number 001-12505

CORE MOLDING TECHNOLOGIES, INC.

_______________________________________________________________

(Exact name of registrant as specified in its charter)

Delaware

31-1481870

(State or other jurisdiction

incorporation or organization)

(I.R.S. Employer Identification No.)

800 Manor Park Drive, Columbus, Ohio

43228-0183

(Address of principal executive office)

(Zip Code)

Registrant’s telephone number, including area code (614) 870-5000

N/A

__________________________________________________________

Former name, former address and former fiscal year, if changed since last report.

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ¨

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See definition of “accelerated filer,” “large accelerated filer,” and “smaller reporting company,” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ¨

Accelerated Filer ☒

Non-accelerated Filer ¨

Smaller reporting company

☒

Emerging growth company

☐

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

Indicate by check mark whether the registrant is a shell company as defined in Rule 12b-2 of the Exchange Act. Yes ☐ No ☒

Securities registered pursuant to Section 12(b) of the Act:

Title of each class

Name of each exchange on which registered

Trading Symbol

Common Stock, par value $0.01

NYSE American LLC

CMT

As of May 6, 2024, the latest practicable date, 9,144,640 shares of the registrant’s common stock were issued, which includes 446,999 shares of unvested restricted common stock.


Part I — Financial Information

Item 1. Financial Statements (Unaudited)

Consolidated Statements of Operations			3

Consolidated Statements of Comprehensive Income			4

Consolidated Balance Sheets			5

Consolidated Statement of Stockholders’ Equity			6

Consolidated Statements of Cash Flows			7

Notes to Consolidated Financial Statements			8

Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations			21

Item 3. Quantitative and Qualitative Disclosures About Market Risk			26

Item 4. Controls and Procedures			26

Part II — Other Information

Item 1. Legal Proceedings			27

Item 1A. Risk Factors			27

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds			27

Item 3. Defaults Upon Senior Securities			27

Item 4. Mine Safety Disclosures			27

Item 5. Other Information			27

Item 6. Exhibits			27

Signatures			28

Index to Exhibits			33


	Three months ended March 31,
	2024		2023
Net sales	$	78,145	$	99,507

Cost of sales	64,840		81,764

Gross margin	13,305		17,743

Selling, general and administrative expense	8,573		9,668

Operating income	4,732		8,075

Other income and expense

Net interest expense	82		356
Net periodic post-retirement benefit	(138)		(52)
Total other (income) and expense	(56)		304

Income before taxes	4,788		7,771

Income tax expense	1,029		1,919

Net income	$	3,759	$	5,852

Net income per common share:
Basic	$	0.43	$	0.69
Diluted	$	0.43	$	0.66


	March 31, 2024		December 31, 2023
	(Unaudited)
Assets:
Current assets:
Cash and cash equivalents	$	26,618	$	24,104
Accounts receivable, net	40,082		41,711
Inventories, net	23,861		22,063
Foreign tax receivable	5,937		6,380
Prepaid expenses and other current assets	6,739		8,621
Total current assets	103,237		102,879

Right of use asset	3,302		3,802
Property, plant and equipment, net	80,398		81,185

Goodwill	17,376		17,376
Intangibles, net	5,617		6,017
Other non-current assets	2,337		2,118
Total Assets	$	212,267	$	213,377

Liabilities and Stockholders’ Equity:
Current liabilities:
Current portion of long-term debt	$	1,624	$	1,468
Accounts payable	24,260		23,958

Contract liability	4,222		5,204

Compensation and related benefits	6,711		10,498
Accrued other liabilities	5,406		5,058
Total current liabilities	42,223		46,186

Other non-current liabilities	3,316		3,759
Long-term debt	21,061		21,519
Post-retirement benefits liability	2,852		2,960
Total Liabilities	69,452		74,424
Commitments and Contingencies
Stockholders’ Equity:
Preferred stock — $0.01 par value, authorized shares — 10,000,000; no shares outstanding at March 31, 2024 and December 31, 2023	—		—
Common stock — $0.01 par value, authorized shares – 20,000,000; outstanding shares: 8,697,641 at March 31, 2024 and 8,655,384 at December 31, 2023	87		86
Paid-in capital	44,004		43,265
Accumulated other comprehensive income, net of income taxes	5,007		5,301
Treasury stock - at cost, 4,009,925 shares at March 31, 2024 and 3,992,152 shares at December 31, 2023	(32,111)		(31,768)
Retained earnings	125,828		122,069
Total Stockholders’ Equity	142,815		138,953
Total Liabilities and Stockholders’ Equity	$	212,267	$	213,377


	Common Stock Outstanding			Paid-In Capital		Accumulated Other Comprehensive Income		Treasury Stock		Retained Earnings		Total Stockholders' Equity
	Shares	Amount
Balance at December 31, 2022	8,417,656	$	84	$	40,342	$	3,053	$	(29,099)	$	101,745	$	116,125
Net income										5,852		5,852
Change in post-retirement benefits, net of tax $25						(93)						(93)
Change in foreign currency hedge, net of tax of $105						383						383
Change in interest rate swaps, net of tax of $64						(242)						(242)
Restricted stock vested	4,002	—		—								—
Purchase of treasury stock	(1,318)							(23)				(23)
Share-based compensation				731								731
Balance at March 31, 2023	8,420,340	$	84	$	41,073	$	3,101	$	(29,122)	$	107,597	$	122,733


	March 31, 2024		December 31, 2023
Raw materials	$	15,089	$	13,068
Work in process	2,817		2,649
Finished goods	5,955		6,346
Total	$	23,861	$	22,063


	Three months ended March 31,
	2024		2023
Operating lease cost	$	538	$	427
Short-term lease cost	$	458	$	470
Total net lease cost	$	996	$	897


	March 31, 2024		December 31, 2023
Operating lease right of use assets	$	3,302	$	3,802

Current operating lease liabilities(A)	$	1,785	$	1,981
Noncurrent operating lease liabilities(B)	1,529		1,828
Total operating lease liabilities	$	3,314	$	3,809


	March 31, 2024		December 31, 2023
Property, plant and equipment	$	211,419	$	209,333
Accumulated depreciation	(131,021)		(128,148)
Property, plant and equipment — net	$	80,398	$	81,185


Balance at December 31, 2023	$	17,376
Additions	—
Impairment	—
Balance at March 31, 2024	$	17,376


Definite-lived Intangible Assets	Amortization Period	Gross Carrying Amount		Accumulated Amortization		Net Carrying Amount
Trade name	25 Years	$	250	$	(93)	$	157
Trademarks	10 Years	1,610		(1,000)		610
Non-competition agreement	5 Years	1,810		(1,810)		—
Developed technology	7 Years	4,420		(3,920)		500
Customer relationships	10-12 Years	9,330		(4,980)		4,350
Total		$	17,420	$	(11,803)	$	5,617


	Three months ended March 31,
	2024		2023
Net income	$	3,759	$	5,852

Other comprehensive income:

Foreign currency hedging derivatives:
Unrealized hedge gain (loss)	(487)		488
Net of tax benefit (expense)	105		(105)

Interest rate swaps:
Unrealized hedge gain (loss)	272		(306)
Net of tax benefit (expense)	(57)		64

Post-retirement benefit plan adjustments:
Amortization of net actuarial (gain) loss	(37)		6
Amortization of prior service credits	(124)		(124)
Net of tax benefit	34		25

Comprehensive income	$	3,465	$	5,900


	Three months ended March 31,
	2024		2023
BRP product sales	$	7,557	$	12,144
BRP tooling sales	114		581
Total BRP sales	7,671		12,725

Navistar product sales	14,429		19,262
Navistar tooling sales	161		185
Total Navistar sales	14,590		19,447

PACCAR product sales	9,949		10,200
PACCAR tooling sales	246		67
Total PACCAR sales	10,195		10,267

UFP product sales	6,276		10,774
UFP tooling sales	—		—
Total UFP sales	6,276		10,774

Volvo product sales	12,720		15,609
Volvo tooling sales	—		45
Total Volvo sales	12,720		15,654

Yamaha product sales	8,582		7,888
Yamaha tooling sales	—		—
Total Yamaha sales	8,582		7,888

Other product sales	16,318		22,460
Other tooling sales	1,793		292
Total other sales	26,693		30,640

Total product sales	75,831		98,337
Total tooling sales	2,314		1,170
Total sales	$	78,145	$	99,507


	Three months ended March 31,
	2024		2023
Pension expense:
Multi-employer plan	$	214	$	238
Defined contribution plan	506		528
Total pension expense	720		766
Health and life insurance:
Interest cost	23		66
Amortization of prior service credits	(124)		(124)
Amortization of net loss	(37)		6
Net periodic benefit credit	(138)		(52)
Total post-retirement benefits expense	$	582	$	714


	March 31, 2024		December 31, 2023

Huntington term loans payable	22,917		23,230
Leaf Capital term loan payable	39		48
Total	22,956		23,278
Less deferred loan costs	(271)		(291)
Less current portion	(1,624)		(1,468)
Long-term debt	$	21,061	$	21,519


	Number of Shares	Weighted Average Grant Date Fair Value
Unvested balance at December 31, 2023	373,583	$	12.81
Granted	94,704	19.18
Vested	(61,508)	15.98
Forfeited	—	—
Unvested balance at March 31, 2024	406,779	$	14.31


	Fair Value of Derivative Instruments March 31, 2024
	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Prepaid expenses other current assets	$	133	Accrued other liabilities	$	—
	Other non-current assets	$	—	Other non-current liabilities	$	—

Interest rate swaps	Prepaid expenses other current assets	$	542	Accrued other liabilities	$	—
	Other non-current assets	$	255	Other non-current liabilities	$	—


	Fair Value of Derivative Instruments December 31, 2023
	Asset Derivatives			Liability Derivatives
	Balance Sheet Location	Fair Value		Balance Sheet Location	Fair Value
Foreign exchange contracts	Prepaid expenses other current assets	$	620	Accrued other liabilities	$	—
	Other non-current assets	$	—	Other non-current liabilities	$	—

Interest rate swaps	Prepaid expenses other current assets	$	419	Accrued other liabilities	$

SEC Form 10-Q filed by Core Molding Technologies Inc