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,September 30, 2020

or

 

Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

 

For the transition period from                    to                    

 

Commission File No.: 001-12933

 

AUTOLIV, INC.

(Exact name of registrant as specified in its charter)

 

 

Delaware

 

51-0378542

(State or other jurisdiction of

 

(I.R.S. Employer

incorporation or organization)

 

Identification No.)

 

 

 

Klarabergsviadukten 70, Section B7

 

 

Box 70381,

 

 

Stockholm, Sweden

 

SE-107 24

(Address of principal executive offices)

 

(Zip Code)

+46 8 587 20 600

(Registrant’s telephone number, including area code)

 

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

 

Title of each class

 

Trading Symbol(s)

 

Name of each exchange on which registered

Common Stock (par value $1.00 per share)

 

ALV

 

New York Stock Exchange

 

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, a smaller reporting company or an emerging growth company. See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth 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:  

 

Indicate the number of shares outstanding of each of the registrant's classes of common stock, as of the latest practicable date: As of April 20,October 15, 2020, there were 87,315,66087,337,501 shares of common stock of Autoliv, Inc., par value $1.00 per share, outstanding.  

 

 

 

 

 


FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q contains statements that are not historical facts but rather forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. Such forward-looking statements include those that address activities, events or developments that Autoliv, Inc. (“Autoliv,” the “Company” or “we”) or its management believes or anticipates may occur in the future. All forward-looking statements are based upon our current expectations, various assumptions and/or data available from third parties. Our expectations and assumptions are expressed in good faith and we believe there is a reasonable basis for them. However, there can be no assurance that such forward-looking statements will materialize or prove to be correct as forward-looking statements are inherently subject to known and unknown risks, uncertainties and other factors which may cause actual future results, performance or achievements to differ materially from the future results, performance or achievements expressed in or implied by such forward-looking statements.

In some cases, you can identify these statements by forward-looking words such as “estimates,” “expects,” “anticipates,” “projects,” “plans,” “intends,” “believes,” “may,” “likely,” “might,” “would,” “should,” “could,” or the negative of these terms and other comparable terminology, although not all forward-looking statements contain such words.

Because these forward-looking statements involve risks and uncertainties, the outcome could differ materially from those set out in the forward-looking statements for a variety of reasons, including without limitation: general economic conditions; the impacts of the coronavirus (COVID-19) pandemic on the Company’s financial condition, business operations, operating costs, liquidity and liquidity;competition; changes in light vehicle production; fluctuation in vehicle production schedules for which the Company is a supplier; changes in general industry and market conditions or regional growth or decline; changes in and the successful execution of our capacity alignment: restructuring and cost reduction and efficiency initiatives and the market reaction thereto; loss of business from increased competition; higher raw material, fuel and energy costs; changes in consumer and customer preferences for end products; customer losses; changes in regulatory conditions; customer bankruptcies, consolidations or restructuring or divestiture of customer brands; unfavorable fluctuations in currencies or interest rates among the various jurisdictions in which we operate; component shortages; market acceptance of our new products; costs or difficulties related to the integration of any new or acquired businesses and technologies; continued uncertainty in pricing negotiations with customers; successful integration of acquisitions and operations of joint ventures; successful implementation of strategic partnerships and collaborations; our ability to be awarded new business; product liability, warranty and recall claims and investigations and other litigation and customer reactions thereto (including the resolution of the Toyota Recall); higher expenses for our pension and other postretirement benefits, including higher funding needs for our pension plans; work stoppages or other labor issues; possible adverse results of pending or future litigation or infringement claims; our ability to protect our intellectual property rights; negative impacts of antitrust investigations or other governmental investigations and associated litigation relating to the conduct of our business; tax assessments by governmental authorities and changes in our effective tax rate; dependence on key personnel; legislative or regulatory changes impacting or limiting our business; political conditions; dependence on and relationships with customers and suppliers; and other risks and uncertainties identified in Item 1A “Risk Factors” of this Quarterly Report on Form 10-Q, Item 1A “Risk Factors” and Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in our Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on February 21, 2020.

For any forward-looking statements contained in this or any other document, we claim the protection of the safe harbor for forward-looking statements contained in the Private Securities Litigation Reform Act of 1995, and we assume no obligation to update publicly or revise any forward-looking statements in light of new information or future events, except as required by law.


INDEX

INDEX

 

 

INDEX

 

 

 

 

 

 

PART I - FINANCIAL INFORMATION

PART I - FINANCIAL INFORMATION

 

4

PART I - FINANCIAL INFORMATION

 

4

 

 

 

 

ITEM 1. FINANCIAL STATEMENTS

ITEM 1. FINANCIAL STATEMENTS

 

4

ITEM 1. FINANCIAL STATEMENTS

 

4

 

 

 

 

1.

Basis of Presentation

 

9

Basis of Presentation

 

9

2.

New Accounting Standards

 

9

New Accounting Standards

 

9

3.

Fair Value Measurements

 

10

Fair Value Measurements

 

10

4.

Income Taxes

 

12

Income Taxes

 

12

5.

Inventories

 

12

Inventories

 

12

6.

Restructuring

 

12

Restructuring

 

12

7.

Product-Related Liabilities

 

13

Product-Related Liabilities

 

13

8.

Retirement Plans

 

13

Retirement Plans

 

13

9.

Contingent Liabilities

 

14

Contingent Liabilities

 

14

10.

Stock Incentive Plan

 

15

Stock Incentive Plan

 

15

11.

Earnings Per Share

 

15

Earnings Per Share

 

15

12.

Related Party Transactions

 

16

Related Party Transactions

 

16

13.

Revenue Disaggregation

 

16

Revenue Disaggregation

 

17

14.

Subsequent Events

 

16

Subsequent Events

 

17

 

 

 

 

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

17

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

18

 

 

 

 

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

27

ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

 

30

 

 

 

 

ITEM 4. CONTROLS AND PROCEDURES

ITEM 4. CONTROLS AND PROCEDURES

 

27

ITEM 4. CONTROLS AND PROCEDURES

 

30

 

 

 

 

 

 

 

 

PART II - OTHER INFORMATION

PART II - OTHER INFORMATION

 

28

PART II - OTHER INFORMATION

 

31

 

 

 

 

ITEM 1. LEGAL PROCEEDINGS

ITEM 1. LEGAL PROCEEDINGS

 

28

ITEM 1. LEGAL PROCEEDINGS

 

31

 

 

 

 

ITEM 1A. RISK FACTORS

ITEM 1A. RISK FACTORS

 

28

ITEM 1A. RISK FACTORS

 

31

 

 

 

 

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

28

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

 

33

 

 

 

 

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

28

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

 

33

 

 

 

 

ITEM 4. MINE SAFETY DISCLOSURES

ITEM 4. MINE SAFETY DISCLOSURES

 

28

ITEM 4. MINE SAFETY DISCLOSURES

 

33

 

 

 

 

ITEM 5. OTHER INFORMATION

ITEM 5. OTHER INFORMATION

 

28

ITEM 5. OTHER INFORMATION

 

33

 

 

 

 

ITEM 6. EXHIBITS

ITEM 6. EXHIBITS

 

29

ITEM 6. EXHIBITS

 

34

 

3


PART I - FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

CONSOLIDATED STATEMENTS OF INCOME (UNAUDITED)

(Dollars in millions, except per share data)

 

 

Three months ended March 31

 

 

Three months ended September 30

 

 

Nine months ended September 30

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net sales

 

$

1,845.8

 

 

$

2,174.0

 

 

$

2,037.2

 

 

$

2,027.7

 

 

$

4,930.6

 

 

$

6,356.4

 

Cost of sales

 

 

(1,514.8

)

 

 

(1,795.2

)

 

 

(1,637.5

)

 

 

(1,648.6

)

 

 

(4,185.5

)

 

 

(5,198.8

)

Gross profit

 

 

331.0

 

 

 

378.8

 

 

 

399.7

 

 

 

379.1

 

 

 

745.1

 

 

 

1,157.6

 

Selling, general and administrative expenses

 

 

(93.5

)

 

 

(101.4

)

 

 

(91.7

)

 

 

(97.7

)

 

 

(283.7

)

 

 

(300.2

)

Research, development and engineering expenses, net

 

 

(102.6

)

 

 

(107.4

)

 

 

(101.6

)

 

 

(99.1

)

 

 

(292.2

)

 

 

(323.5

)

Amortization of intangibles

 

 

(2.7

)

 

 

(2.8

)

 

 

(2.4

)

 

 

(2.9

)

 

 

(7.5

)

 

 

(8.6

)

Other income (expense), net

 

 

2.1

 

 

 

6.0

 

 

 

(29.5

)

 

 

(25.6

)

 

 

(86.4

)

 

 

(28.8

)

Operating income

 

 

134.3

 

 

 

173.2

 

 

 

174.5

 

 

 

153.8

 

 

 

75.3

 

 

 

496.5

 

Income from equity method investment

 

 

0.3

 

 

 

1.0

 

 

 

0.7

 

 

 

0.4

 

 

 

1.0

 

 

 

1.6

 

Interest income

 

 

1.1

 

 

 

1.0

 

 

 

1.1

 

 

 

0.7

 

 

 

3.7

 

 

 

2.7

 

Interest expense

 

 

(16.3

)

 

 

(18.0

)

 

 

(21.2

)

 

 

(17.1

)

 

 

(53.3

)

 

 

(52.6

)

Other non-operating items, net

 

 

(8.1

)

 

 

(3.6

)

 

 

(6.6

)

 

 

(3.4

)

 

 

(13.4

)

 

 

(9.4

)

Income before income taxes

 

 

111.3

 

 

 

153.6

 

 

 

148.5

 

 

 

134.4

 

 

 

13.3

 

 

 

438.8

 

Income tax expense

 

 

(36.4

)

 

 

(42.1

)

 

 

(49.7

)

 

 

(48.4

)

 

 

(13.9

)

 

 

(131.9

)

Net income

 

 

74.9

 

 

 

111.5

 

Net income (loss)

 

 

98.8

 

 

 

86.0

 

 

 

(0.6

)

 

 

306.9

 

Less: Net income attributable to non-controlling interest

 

 

0.1

 

 

 

0.1

 

 

 

0.5

 

 

 

0.6

 

 

 

1.0

 

 

 

1.0

 

Net income attributable to controlling interest

 

$

74.8

 

 

$

111.4

 

Net income (loss) attributable to controlling interest

 

$

98.3

 

 

$

85.4

 

 

$

(1.6

)

 

$

305.9

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share – basic 1)

 

$

0.86

 

 

$

1.28

 

Earnings per share – diluted 1)

 

$

0.86

 

 

$

1.27

 

Net earnings (loss) per share – basic 1)

 

$

1.13

 

 

$

0.98

 

 

$

(0.02

)

 

$

3.51

 

Net earnings (loss) per share – diluted 1)

 

$

1.12

 

 

$

0.98

 

 

$

(0.02

)

 

$

3.50

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average number of shares outstanding, net of

treasury shares (in millions)

 

 

87.3

 

 

 

87.2

 

 

 

87.3

 

 

 

87.2

 

 

 

87.3

 

 

 

87.2

 

Weighted average number of shares outstanding, assuming

dilution and net of treasury shares (in millions)

 

 

87.4

 

 

 

87.4

 

 

 

87.5

 

 

 

87.3

 

 

 

87.3

 

 

 

87.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash dividend per share – declared 2)

 

$

0.62

 

 

$

0.62

 

 

$

 

 

$

0.62

 

 

$

0.62

 

 

$

1.86

 

Cash dividend per share – paid

 

$

0.62

 

 

$

0.62

 

 

$

 

 

$

0.62

 

 

$

0.62

 

 

$

1.86

 

 

1)

Participating share awards with the right to receive dividend equivalents are (under the two-class method) excluded from the earnings per share calculation (see Note 11 to the unaudited condensed consolidated financial statements).

2)

On February 20, the Company declared a dividend of $0.62 per share for the second quarter of 2020. On April 2, 2020, the Company announced it canceled its declared dividend for the second quarter of 2020 (see Note 14 to the unaudited condensed consolidated financial statements).2020.

See Notes to the unaudited Condensed Consolidated Financial Statements.

4


CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

(Dollars in millions)

 

 

 

Three months ended March 31

 

 

 

2020

 

 

2019

 

Net income

 

$

74.9

 

 

$

111.5

 

Other comprehensive (loss) income before tax:

 

 

 

 

 

 

 

 

Change in cumulative translation adjustments

 

 

(101.8

)

 

 

20.8

 

Net change in unrealized components of defined benefit plans

 

 

0.9

 

 

 

0.1

 

Other comprehensive (loss) income, before tax

 

 

(100.9

)

 

 

20.9

 

Tax effect allocated to other comprehensive loss

 

 

(0.3

)

 

 

(0.0

)

Other comprehensive (loss) income, net of tax

 

 

(101.2

)

 

 

20.9

 

Comprehensive (loss) income

 

 

(26.3

)

 

 

132.4

 

Less: Comprehensive (loss) income attributable to non-controlling interest

 

 

(0.1

)

 

 

0.4

 

Comprehensive (loss) income attributable to controlling interest

 

$

(26.2

)

 

$

132.0

 

 

 

Three months ended September 30

 

 

Nine months ended September 30

 

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Net income (loss)

 

$

98.8

 

 

$

86.0

 

 

$

(0.6

)

 

$

306.9

 

Other comprehensive income (loss) before tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in cumulative translation adjustments

 

 

56.1

 

 

 

(71.6

)

 

 

(19.1

)

 

 

(44.7

)

Net change in unrealized components of defined benefit plans

 

 

1.7

 

 

 

0.0

 

 

 

5.7

 

 

 

0.1

 

Other comprehensive income (loss), before tax

 

 

57.8

 

 

 

(71.6

)

 

 

(13.4

)

 

 

(44.6

)

Tax effect allocated to other comprehensive loss

 

 

(0.6

)

 

 

0.0

 

 

 

(1.8

)

 

 

0.0

 

Other comprehensive income (loss), net of tax

 

 

57.2

 

 

 

(71.6

)

 

 

(15.2

)

 

 

(44.6

)

Comprehensive income (loss)

 

 

156.0

 

 

 

14.4

 

 

 

(15.8

)

 

 

262.3

 

Less: Comprehensive income attributable to

   non-controlling interest

 

 

1.0

 

 

 

0.1

 

 

 

1.3

 

 

 

0.6

 

Comprehensive income (loss) attributable to

   controlling interest

 

$

155.0

 

 

$

14.3

 

 

$

(17.1

)

 

$

261.7

 

 

See Notes to the unaudited Condensed Consolidated Financial Statements.

5


CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(Dollars in millions)

 

 

As of

 

 

As of

 

 

March 31, 2020

 

 

December 31, 2019

 

 

September 30, 2020

 

 

December 31, 2019

 

Assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

$

907.2

 

 

$

444.7

 

 

$

1,476.5

 

 

$

444.7

 

Receivables, net

 

 

1,428.1

 

 

 

1,626.7

 

 

 

1,615.7

 

 

 

1,626.7

 

Inventories, net

 

 

771.6

 

 

 

740.9

 

 

 

713.8

 

 

 

740.9

 

Other current assets

 

 

200.1

 

 

 

189.8

 

 

 

230.5

 

 

 

189.8

 

Total current assets

 

 

3,307.0

 

 

 

3,002.1

 

 

 

4,036.5

 

 

 

3,002.1

 

Property, plant and equipment, net

 

 

1,749.5

 

 

 

1,815.7

 

 

 

1,779.1

 

 

 

1,815.7

 

Investments and other non-current assets

 

 

367.1

 

 

 

386.4

 

 

 

475.6

 

 

 

386.4

 

Operating lease right-of-use assets

 

 

148.5

 

 

 

156.8

 

 

 

137.3

 

 

 

156.8

 

Goodwill

 

 

1,382.4

 

 

 

1,387.9

 

 

 

1,389.6

 

 

 

1,387.9

 

Intangible assets, net

 

 

19.4

 

 

 

22.3

 

 

 

15.3

 

 

 

22.3

 

Total assets

 

$

6,973.9

 

 

$

6,771.2

 

 

$

7,833.4

 

 

$

6,771.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities and equity

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term debt

 

$

318.8

 

 

$

368.1

 

Short-term debt 1)

 

$

1,025.5

 

 

$

368.1

 

Accounts payable

 

 

862.5

 

 

 

950.6

 

 

 

912.4

 

 

 

950.6

 

Accrued expenses

 

 

807.2

 

 

 

824.7

 

 

 

1,011.0

 

 

 

824.7

 

Operating lease liabilities - current

 

 

35.9

 

 

 

37.8

 

 

 

35.9

 

 

 

37.8

 

Other current liabilities

 

 

201.8

 

 

 

229.0

 

 

 

236.5

 

 

 

229.0

 

Total current liabilities

 

 

2,226.2

 

 

 

2,410.2

 

 

 

3,221.3

 

 

 

2,410.2

 

Long-term debt

 

 

2,209.4

 

 

 

1,726.1

 

Long-term debt 1)

 

 

2,007.1

 

 

 

1,726.1

 

Pension liability

 

 

231.8

 

 

 

240.2

 

 

 

239.2

 

 

 

240.2

 

Operating lease liabilities - non-current

 

 

113.4

 

 

 

119.4

 

 

 

102.0

 

 

 

119.4

 

Other non-current liabilities

 

 

149.0

 

 

 

152.9

 

 

 

150.5

 

 

 

152.9

 

Total non-current liabilities

 

 

2,703.6

 

 

 

2,238.6

 

 

 

2,498.8

 

 

 

2,238.6

 

Common stock

 

 

102.8

 

 

 

102.8

 

 

 

102.8

 

 

 

102.8

 

Additional paid-in capital

 

 

1,329.3

 

 

 

1,329.3

 

 

 

1,329.3

 

 

 

1,329.3

 

Retained earnings

 

 

2,304.7

 

 

 

2,283.5

 

 

 

2,282.8

 

 

 

2,283.5

 

Accumulated other comprehensive loss

 

 

(549.9

)

 

 

(448.9

)

 

 

(464.4

)

 

 

(448.9

)

Treasury stock

 

 

(1,155.9

)

 

 

(1,157.5

)

 

 

(1,150.7

)

 

 

(1,157.5

)

Total controlling interest's equity

 

 

2,031.0

 

 

 

2,109.2

 

 

 

2,099.8

 

 

 

2,109.2

 

Non-controlling interest

 

 

13.1

 

 

 

13.2

 

 

 

13.5

 

 

 

13.2

 

Total equity

 

 

2,044.1

 

 

 

2,122.4

 

 

 

2,113.3

 

 

 

2,122.4

 

Total liabilities and equity

 

$

6,973.9

 

 

$

6,771.2

 

 

$

7,833.4

 

 

$

6,771.2

 

1)

As of September 30, 2020, $600 million of the revolving credit facility loan was classified as short-term debt since it was repaid on October 2, 2020. See also Note 3 – Fair value measurements.

 

See Notes to the unaudited condensed consolidated financial statements.

 

6


CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

(Dollars in millions)

 

 

Three months ended March 31

 

 

Nine months ended September 30

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Operating activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

$

74.9

 

 

$

111.5

 

Adjustments (non-cash items) to reconcile net income to cash provided by operating activities:

 

 

 

 

 

 

 

 

Net (loss) income

 

$

(0.6

)

 

$

306.9

 

Adjustments, non-cash items, to reconcile net (loss) income to cash provided by

operating activities:

 

 

 

 

 

 

 

 

Depreciation and amortization

 

 

88.8

 

 

 

90.1

 

 

 

268.1

 

 

 

260.1

 

EC antitrust, change in legal provision

 

 

 

 

 

(6.8

)

Net change in:

 

 

 

 

 

 

 

 

Deferred income taxes

 

 

(82.4

)

 

 

2.4

 

Other non-cash items, net

 

 

(1.0

)

 

 

0.8

 

Increase (decrease) in operating capital:

 

 

 

 

 

 

 

 

EC antitrust payment

 

 

 

 

 

(203.0

)

Net change in operating assets and liabilities

 

 

(18.9

)

 

 

(37.1

)

 

 

163.2

 

 

 

(37.8

)

Other, net

 

 

11.0

 

 

 

(4.0

)

 

 

32.7

 

 

 

(1.0

)

Net cash provided by operating activities

 

 

155.8

 

 

 

153.7

 

 

 

380.0

 

 

 

328.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Investing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenditures for property, plant and equipment

 

 

(89.1

)

 

 

(108.4

)

 

 

(231.5

)

 

 

(360.0

)

Proceeds from sale of property, plant and equipment

 

 

0.9

 

 

 

0.4

 

 

 

3.0

 

 

 

1.9

 

Net cash used in investing activities

 

 

(88.2

)

 

 

(108.0

)

 

 

(228.5

)

 

 

(358.1

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net decrease in short-term debt

 

 

(26.9

)

 

 

(173.1

)

Increase of long-term debt

 

 

500.0

 

 

 

 

Net decrease in short-term debt 1)

 

 

(197.7

)

 

 

(309.4

)

Increase of long-term debt 1)

 

 

1,720.1

 

 

 

243.5

 

Repayment of long-term debt

 

 

(629.5

)

 

 

 

Debt issuance cost

 

 

 

 

 

(0.3

)

Dividends paid

 

 

(54.1

)

 

 

(54.3

)

 

 

(54.1

)

 

 

(162.7

)

Dividends paid to non-controlling interest

 

 

(1.0

)

 

 

(1.1

)

Common stock options exercised

 

 

0.2

 

 

 

0.1

 

 

 

0.2

 

 

 

0.3

 

Net cash provided by (used in) financing activities

 

 

419.2

 

 

 

(227.3

)

 

 

838.0

 

 

 

(229.7

)

Effect of exchange rate changes on cash and cash equivalents

 

 

(24.3

)

 

 

2.4

 

 

 

42.3

 

 

 

(22.0

)

Increase (decrease) in cash and cash equivalents

 

 

462.5

 

 

 

(179.2

)

 

 

1,031.8

 

 

 

(281.4

)

Cash and cash equivalents at beginning of period

 

 

444.7

 

 

 

615.8

 

 

 

444.7

 

 

 

615.8

 

Cash and cash equivalents at end of period

 

$

907.2

 

 

$

436.6

 

 

$

1,476.5

 

 

$

334.4

 

1)

As of September 30, 2020, $600 million of the revolving credit facility loan was classified as short-term debt in the Balance Sheet since it was repaid on October 2, 2020. See also Note 3 – Fair value measurements.

 

See Notes to unaudited condensed consolidated financial statements.

7


CONSOLIDATED STATEMENTS OF TOTAL EQUITY (UNAUDITED)

(Dollars in millions)

 

Common

stock

 

 

Additional

paid-in

capital

 

 

Retained

earnings

 

 

Accumulated

other

comprehensive

loss

 

 

Treasury

stock

 

 

Total controlling interest's

equity

 

 

Non-

controlling

interest

 

 

Total

equity

 

Common

stock

 

 

Additional

paid-in

capital

 

 

Retained

earnings

 

 

Accumulated

other

comprehensive

loss

 

 

Treasury

stock

 

 

Total

controlling

interest's

equity

 

 

Non-

controlling

interest

 

 

Total

equity

 

Balances at December 31, 2019

$

102.8

 

 

$

1,329.3

 

 

$

2,283.5

 

 

$

(448.9

)

 

$

(1,157.5

)

 

$

2,109.2

 

 

$

13.2

 

 

$

2,122.4

 

$

102.8

 

 

$

1,329.3

 

 

$

2,283.5

 

 

$

(448.9

)

 

$

(1,157.5

)

 

$

2,109.2

 

 

$

13.2

 

 

$

2,122.4

 

Comprehensive Income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

74.8

 

 

 

 

 

 

 

 

 

 

74.8

 

 

 

0.1

 

 

 

74.9

 

Foreign currency translation

adjustment

 

 

 

 

 

 

 

 

 

 

 

 

(101.6

)

 

 

 

 

 

 

(101.6

)

 

 

(0.2

)

 

 

(101.8

)

Pension liability

 

 

 

 

 

 

 

 

 

 

 

 

0.6

 

 

 

 

 

 

 

0.6

 

 

 

 

 

 

0.6

 

Total Comprehensive Income (loss)

 

 

 

 

 

 

74.8

 

 

 

(101.0

)

 

 

 

 

 

(26.2

)

 

 

(0.1

)

 

 

(26.3

)

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1.6

 

 

 

1.6

 

 

 

 

 

 

1.6

 

Cash dividends declared

 

 

 

 

 

 

 

 

 

(53.6

)

 

 

 

 

 

 

 

 

 

(53.6

)

 

 

 

 

 

(53.6

)

Balances at March 31, 2020

 

102.8

 

 

 

1,329.3

 

 

 

2,304.7

 

 

 

(549.9

)

 

 

(1,155.9

)

 

 

2,031.0

 

 

 

13.1

 

 

 

2,044.1

 

Comprehensive Income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net loss

 

 

 

 

 

 

 

 

 

(174.7

)

 

 

 

 

 

 

 

 

 

(174.7

)

 

 

0.4

 

 

 

(174.3

)

Foreign currency translation

adjustment

 

 

 

 

 

 

 

 

 

 

 

 

26.6

 

 

 

 

 

 

 

26.6

 

 

 

0.0

 

 

 

26.6

 

Pension liability

 

 

 

 

 

 

 

 

 

 

 

 

2.2

 

 

 

 

 

 

 

2.2

 

 

 

 

 

 

2.2

 

Total Comprehensive Income (loss)

 

 

 

 

 

 

 

(174.7

)

 

 

28.8

 

 

 

 

 

 

(145.9

)

 

 

0.4

 

 

 

(145.5

)

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2.2

 

 

 

2.2

 

 

 

 

 

 

2.2

 

Cash dividends declared1)

 

 

 

 

 

 

 

 

 

54.2

 

 

 

 

 

 

 

 

 

 

54.2

 

 

 

 

 

 

54.2

 

Balances at June 30, 2020

 

102.8

 

 

 

1,329.3

 

 

 

2,184.2

 

 

 

(521.1

)

 

 

(1,153.7

)

 

 

1,941.5

 

 

 

13.5

 

 

 

1,955.0

 

Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

74.8

 

 

 

 

 

 

 

 

 

 

74.8

 

 

 

0.1

 

 

 

74.9

 

 

 

 

 

 

 

 

 

 

98.3

 

 

 

 

 

 

 

 

 

 

98.3

 

 

 

0.5

 

 

 

98.8

 

Foreign currency translation

adjustment

 

 

 

 

 

 

 

 

 

 

 

 

(101.6

)

 

 

 

 

 

 

(101.6

)

 

 

(0.2

)

 

 

(101.8

)

 

 

 

 

 

 

 

 

 

 

 

 

55.6

 

 

 

 

 

 

 

55.6

 

 

 

0.5

 

 

 

56.1

 

Pension liability

 

 

 

 

 

 

 

 

 

 

 

 

0.6

 

 

 

 

 

 

 

0.6

 

 

 

 

 

 

0.6

 

 

 

 

 

 

 

 

 

 

 

 

 

1.1

 

 

 

 

 

 

 

1.1

 

 

 

 

 

 

 

1.1

 

Total Comprehensive Income

 

 

 

 

 

 

74.8

 

 

 

(101.0

)

 

 

 

 

 

(26.2

)

 

 

(0.1

)

 

 

(26.3

)

 

 

 

 

 

 

 

98.3

 

 

 

56.7

 

 

 

 

 

 

155.0

 

 

 

1.0

 

 

 

156.0

 

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1.6

 

 

 

1.6

 

 

 

 

 

 

1.6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3.0

 

 

 

3.0

 

 

 

 

 

 

3.0

 

Cash dividends declared 1)

 

 

 

 

 

 

 

 

 

(53.6

)

 

 

 

 

 

 

 

 

 

(53.6

)

 

 

 

 

 

(53.6

)

Balances at March 31, 2020

$

102.8

 

 

$

1,329.3

 

 

$

2,304.7

 

 

$

(549.9

)

 

$

(1,155.9

)

 

$

2,031.0

 

 

$

13.1

 

 

$

2,044.1

 

Dividends paid to non-controlling interest

on subsidiary shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1.0

)

 

 

(1.0

)

Cash dividends declared

 

 

 

 

 

 

 

 

 

0.1

 

 

 

 

 

 

 

 

 

 

 

0.1

 

 

 

 

 

 

 

0.1

 

Other

 

 

 

 

 

 

 

 

 

0.2

 

 

 

 

 

 

 

 

 

 

 

0.2

 

 

 

 

 

 

 

0.2

 

Balances at September 30, 2020

$

102.8

 

 

$

1,329.3

 

 

$

2,282.8

 

 

$

(464.4

)

 

$

(1,150.7

)

 

$

2,099.8

 

 

$

13.5

 

 

$

2,113.3

 

1)

On April 2, 2020, the Company announced itReversal of canceled itsdividend declared dividend for the second quarter of 2020 (see Note 14 towhich was announced by the unaudited condensed consolidated financial statements).Company on April 2, 2020.

 

 

Common

stock

 

 

Additional

paid-in

capital

 

 

Retained

earnings

 

 

Accumulated

other

comprehensive

loss

 

 

Treasury

stock

 

 

Total controlling interest's

equity

 

 

Non-

controlling

interest

 

 

Total

equity

 

Common

stock

 

 

Additional

paid-in

capital

 

 

Retained

earnings

 

 

Accumulated

other

comprehensive

loss

 

 

Treasury

stock

 

 

Total

controlling

interest's

equity

 

 

Non-

controlling

interest

 

 

Total

equity

 

Balances at December 31, 2018

$

102.8

 

 

$

1,329.3

 

 

$

2,041.8

 

 

$

(423.2

)

 

$

(1,167.0

)

 

$

1,883.7

 

 

$

13.1

 

 

$

1,896.8

 

$

102.8

 

 

$

1,329.3

 

 

$

2,041.8

 

 

$

(423.2

)

 

$

(1,167.0

)

 

$

1,883.7

 

 

$

13.1

 

 

$

1,896.8

 

Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

111.4

 

 

 

 

 

 

 

 

 

 

111.4

 

 

 

0.1

 

 

 

111.5

 

 

 

 

 

 

 

 

 

 

111.4

 

 

 

 

 

 

 

 

 

 

111.4

 

 

 

0.1

 

 

 

111.5

 

Foreign currency translation

adjustment

 

 

 

 

 

 

 

 

 

 

 

 

20.5

 

 

 

 

 

 

 

20.5

 

 

 

0.3

 

 

 

20.8

 

 

 

 

 

 

 

 

 

 

 

 

 

20.5

 

 

 

 

 

 

 

20.5

 

 

 

0.3

 

 

 

20.8

 

Pension liability

 

 

 

 

 

 

 

 

 

 

 

 

0.1

 

 

 

 

 

 

 

0.1

 

 

 

 

 

 

0.1

 

 

 

 

 

 

 

 

 

 

 

 

 

0.1

 

 

 

 

 

 

 

0.1

 

 

 

 

 

 

0.1

 

Total Comprehensive Income

 

 

 

 

 

 

111.4

 

 

20.6

 

 

 

 

 

 

132.0

 

 

 

0.4

 

 

 

132.4

 

 

 

 

 

 

 

111.4

 

 

20.6

 

 

 

 

 

 

132.0

 

 

 

0.4

 

 

 

132.4

 

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1.6

 

 

 

1.6

 

 

 

 

 

 

1.6

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1.6

 

 

 

1.6

 

 

 

 

 

 

1.6

 

Cash dividends declared

 

 

 

 

 

 

 

 

 

(54.3

)

 

 

 

 

 

 

 

 

 

(54.3

)

 

 

 

 

 

(54.3

)

 

 

 

 

 

 

 

 

 

(54.3

)

 

 

 

 

 

 

 

 

 

(54.3

)

 

 

 

 

 

(54.3

)

Distribution to Veoneer

 

 

 

 

 

 

 

 

 

(2.5

)

 

 

 

 

 

 

 

 

 

(2.5

)

 

 

 

 

 

(2.5

)

 

 

 

 

 

 

 

 

 

(2.5

)

 

 

 

 

 

 

 

 

 

(2.5

)

 

 

 

 

 

(2.5

)

Balances at March 31, 2019

$

102.8

 

 

$

1,329.3

 

 

$

2,096.4

 

 

$

(402.6

)

 

$

(1,165.4

)

 

$

1,960.5

 

 

$

13.5

 

 

$

1,974.0

 

 

102.8

 

 

 

1,329.3

 

 

 

2,096.4

 

 

 

(402.6

)

 

 

(1,165.4

)

 

 

1,960.5

 

 

 

13.5

 

 

 

1,974.0

 

Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

109.1

 

 

 

 

 

 

 

 

 

 

109.1

 

 

 

0.3

 

 

 

109.4

 

Foreign currency translation adjustment

 

 

 

 

 

 

 

 

 

 

 

 

6.3

 

 

 

 

 

 

 

6.3

 

 

 

(0.2

)

 

 

6.1

 

Pension liability

 

 

 

 

 

 

 

 

 

 

 

 

0.0

 

 

 

 

 

 

 

0.0

 

 

 

 

 

 

0.0

 

Total Comprehensive Income

 

 

 

 

 

 

 

109.1

 

 

 

6.3

 

 

 

 

 

 

115.4

 

 

 

0.1

 

 

 

115.5

 

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2.6

 

 

 

2.6

 

 

 

 

 

 

2.6

 

Cash dividends declared

 

 

 

 

 

 

 

 

 

(54.2

)

 

 

 

 

 

 

 

 

 

(54.2

)

 

 

 

 

 

(54.2

)

Distribution to Veoneer

 

 

 

 

 

 

 

 

 

(0.2

)

 

 

 

 

 

 

 

 

 

(0.2

)

 

 

 

 

 

(0.2

)

Balances at June 30, 2019

 

102.8

 

 

 

1,329.3

 

 

 

2,151.1

 

 

 

(396.3

)

 

 

(1,162.8

)

 

 

2,024.1

 

 

 

13.6

 

 

 

2,037.7

 

Comprehensive Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income

 

 

 

 

 

 

 

 

 

85.4

 

 

 

 

 

 

 

 

 

 

85.4

 

 

 

0.6

 

 

 

86.0

 

Foreign currency translation

adjustment

 

 

 

 

 

 

 

 

 

 

 

 

(71.1

)

 

 

 

 

 

 

(71.1

)

 

 

(0.5

)

 

 

(71.6

)

Pension liability

 

 

 

 

 

 

 

 

 

 

 

 

0.0

 

 

 

 

 

 

 

0.0

 

 

 

 

 

 

0.0

 

Total Comprehensive Income (loss)

 

 

 

 

 

 

 

85.4

 

 

 

(71.1

)

 

 

 

 

 

14.3

 

 

 

0.1

 

 

 

14.4

 

Stock-based compensation

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2.5

 

 

 

2.5

 

 

 

 

 

 

2.5

 

Cash dividends declared

 

 

 

 

 

 

 

 

 

(54.2

)

 

 

 

 

 

 

 

 

 

(54.2

)

 

 

 

 

 

(54.2

)

Dividends paid to non-controlling interest

on subsidiary shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1.1

)

 

 

(1.1

)

Balances at September 30, 2019

$

102.8

 

 

$

1,329.3

 

 

$

2,182.3

 

 

$

(467.4

)

 

$

(1,160.3

)

 

$

1,986.7

 

 

$

12.6

 

 

$

1,999.3

 

 

See Notes to the unaudited Condensed Consolidated Financial Statements.

8


NOTES TO THE UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

(Unless otherwise noted, all amounts are presented in millions of dollars, except for per share amounts)

March 31,September 30, 2020

1. BASIS OF PRESENTATION

The accompanying interim unaudited condensed consolidated financial statements have been prepared in accordance with United States generally accepted accounting principles (U.S. GAAP) for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by U.S. GAAP for complete consolidated financial statements. The unaudited condensed consolidated financial statements have been prepared on the same basis as the prior year audited consolidated financial statements and all adjustments considered necessary for a fair presentation have been included in the consolidated financial statements. All such adjustments are of a normal recurring nature. The results for the interim period are not necessarily indicative of the results to be expected for any future period or for the fiscal year ending December 31, 2020.

The Condensed Consolidated Balance Sheet at December 31, 2019 has been derived from the audited consolidated financial statements at that date, but does not include all the information and footnotes required by U.S. GAAP for complete consolidated financial statements.

The Company has 1 reportable segment, formerly its Passive Safety segment, which includes Autoliv’s airbag and seatbelt products and components. The operating results of the operating segment are regularly reviewed by the Company’s chief operating decision maker to assess the performance of the individual operating segment and make decisions about resources to be allocated to the operating segment.

Statements in this report that are not of historical fact are forward-looking statements that involve risks and uncertainties that could affect the actual results of the Company. A description of the important factors that could cause Autoliv’s actual results to differ materially from the forward-looking statements contained in this report may be found in this report and Autoliv’s other reports filed with the Securities and Exchange Commission (the “SEC”). For further information, refer to the consolidated financial statements, footnotes and definitions thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on February 21, 2020.

2. NEW ACCOUNTING STANDARDS

Changes to U.S. GAAP are established by the Financial Accounting Standards Board (“FASB”) in the form of accounting standards updates (“ASUs”) to the FASB’s Accounting Standards Codification.

The Company considers the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have an immaterial impact on the Company’s consolidated financial statements.

Adoption of New Accounting Standards

In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses (Topic 326), Measurement of Credit Losses on Financial Instruments, which requires the measurement and recognition of expected credit losses for financial assets held and enhanced disclosures. The Company’s financial assets in the scope of ASU 2016-13 mainly consists of short-term trade receivables. Historically, the Company’s actual credit losses have not been material. In addition to continuing to individually assess overdue customer balances for expected credit losses, the Company has implemented a new methodology that reflects the expected credit losses on receivables considering both historical experience as well as forward looking assumptions. The method calculates the expected credit loss for a group of customers by using the customer groups’ average short-term default rates based on officially published credit ratings and the Company’s historical experience. These default rates are considered the Company’s best estimate of the customer’s ability to pay. The Company will regularly reassess the customer group’s and the applied customer group’s default rates by using its best judgement when considering changes in customer’s credit ratings, customer’s historical payments and loss experience, current market and economic conditions and the Company’s expectations of future market and economic conditions. ASU 2016-13 was adopted prospectively by the Company on January 1, 2020. The adoption of ASU 2016-13 did not have a material impact on the consolidated financial statements.

In August 2018, the FASB issued ASU 2018-15, Intangibles-Goodwill and Other-Internal Use Software (Subtopic 350-40), Customer’s accounting for implementation costs incurred in a cloud computing arrangement that is a service contract, which align the requirements for capitalizing implementation costs incurred in a hosting arrangement that is a service contract with the requirements for capitalizing implementation costs incurred to develop or obtain internal-use software (and hosting arrangements that include an internal-use software license). The accounting for the service element of a hosting arrangement that is a service contract is not affected by the amendments in ASU 2018-15. The amendments in ASU 2018-15 are effective for public business entities for annual periods beginning after December 15, 2019, and interim periods within those annual years. The amendments in ASU 2018-15 should be applied either retrospectively or prospectively to all implementation costs incurred after the date of adoption. The Company adopted ASU 2018-15 prospectively as of January 1, 2020 and the impact to ouron the consolidated financial statements has not been material through September 30, 2020. The future impact of ASU 2018-15 will depend on the nature of ourthe Company’s future cloud computing arrangements.

9


In March 2020, the FASB issued ASU 2020-04, Reference Rate Reform (Topic 848) – Facilitation of the Effects of Reference Rate Reform on Financial Reporting, which provides optional expedients and exceptions for applying U.S. GAAP to contracts, hedging relationships, and other transactions affected by the reference rate reform if certain criteria are met. The amendments in ASU 2020-04 apply only to contracts, hedging relationships, and other transactions that reference LIBOR or another reference rate expected to be discontinued because of reference rate reform. The amendments in ASU 2020-04 are effective for all entities as of March 12, 2020 through December 31, 2022. The adoption of ASU 2020-04 did not have a material impact on the Company’s consolidated financial statements.

Accounting Standards Issued But Not Yet Adopted

The Company considers the applicability and impact of all ASUs. ASUs not listed below were assessed and determined to be either not applicable or are expected to have an immaterial impact on our consolidated financial statements.

In December 2019, the FASB issued ASU 2019-12, Income Taxes (Topic 740), Simplifying the Accounting for Income Taxes, which simplifysimplifies the accounting for income taxes. ASU 2019-12 is effective for public business entities for annual periods beginning after December 15, 2020, and early adoption is permitted. The amendments related to changes in ownership of foreign equity method investments or foreign subsidiaries should be applied on a modified retrospective basis through a cumulative-effect adjustment to retained earnings as of the beginning of the fiscal year of adoption. The Company is currently evaluatingplans to adopt ASU 2019-12 as of January 1, 2021. The Company has concluded that the impact of our pending adoption of ASU 2019-12 will not have a material impact on the Company’s consolidated financial statements.

 

 

3. FAIR VALUE MEASUREMENTS

Assets and liabilities measured at fair value on a recurring basis

The carrying value of cash and cash equivalents, accounts receivable, accounts payable, short-term debt and other current financial assets and liabilities approximate their fair value because of the short-term maturity of these instruments.

The Company uses derivative financial instruments (“derivatives”) as part of its debt management to mitigate the market risk that occurs from its exposure to changes in interest rates and foreign exchange rates. The Company does not enter into derivatives for trading or other speculative purposes. The Company’s use of derivatives is in accordance with the strategies contained in the Company’s overall financial policy. All derivatives are recognized in the consolidated financial statements at fair value. For certain derivatives hedge accounting is not applied either because non-hedge accounting treatment creates the same accounting result or the hedge does not meet the hedge accounting requirements, although entered into applying the same rationale concerning mitigating market risk that occurs from changes in interest rates and foreign exchange rates.

The degree of judgment utilized in measuring the fair value of the instruments generally correlates to the level of pricing observability. Pricing observability is impacted by several factors, including the type of asset or liability, whether the asset or liability has an established market and the characteristics specific to the transaction. Instruments with readily active quoted prices or for which fair value can be measured from actively quoted prices generally will have a higher degree of pricing observability and a lesser degree of judgment utilized in measuring fair value. Conversely, assets rarely traded or not quoted will generally have less, or no, pricing observability and a higher degree of judgment utilized in measuring fair value.

All the Company’s derivatives are classified as Level 2 financial instruments in the fair value hierarchy. Level 2 pricing inputs are other than quoted prices in active markets, which are either directly or indirectly observable as of the reported date. The nature of these assets and liabilities include items for which quoted prices are available but traded less frequently, and items that are fair valued using other financial instruments, the parameters of which can be directly observed.

The tables below present information about the Company’s derivative financial assets and liabilities measured at fair value on a recurring basis (dollars in millions). The carrying value is the same as the fair value as these instruments are recognized in the consolidated financial statements at fair value. Although the Company is party to close-out netting agreements (ISDA agreements) with all derivative counterparties, the fair values in the tables below and in the Condensed Consolidated Balance Sheets at March 31,September 30, 2020 and December 31, 2019 have been presented on a gross basis. According to the close-out netting agreements, transaction amounts payable to a counterparty on the same date and in the same currency can be netted. The amounts subject to netting agreements that the Company chose not to offset are presented below.

Derivatives designated as hedging instruments

There were 0 derivatives designated as hedging instruments as of March 31,September 30, 2020 and December 31, 2019 related to the operations.

Derivatives not designated as hedging instruments

Derivatives not designated as hedging instruments relate to economic hedges and are marked to market with all amounts recognized in the Consolidated Statements of Income. The derivatives not designated as hedging instruments outstanding at March 31,September 30, 2020 and December 31, 2019 were foreign exchange swaps.

10


For the three months periodmonth periods ended March 31,September 30, 2020 and March 31,September 30, 2019, the gains and losses recognized in other non-operating items, net were a loss of $8.5$17.7 million and a loss of $3.2$9.5 million, respectively, for derivative instruments not designated as hedging instruments. For the nine month periods ended September 30, 2020 and September 30, 2019, the gains and losses recognized in other non-operating items, net were a loss of $19.4 million and a loss of $6.9 million, respectively, for derivative instruments not designated as hedging instruments.

10


For the three months periodand nine month periods ended March 31,September 30, 2020 and March 31,September 30, 2019, the gains and losses recognized as interest expense were immaterial.

 

 

March 31, 2020

 

 

 

September 30, 2020

 

 

 

December 31, 2019

 

 

 

 

 

 

 

Fair Value

Measurements

 

 

 

 

 

 

 

Fair Value Measurements

 

 

 

 

 

 

 

Fair Value Measurements

 

 

Description

 

Nominal

volume

 

 

Derivative asset

(Other current assets)

 

 

Derivative liability

(Other current liabilities)

 

 

 

Nominal

volume

 

 

Derivative

asset

(Other

current assets)

 

 

Derivative

liability

(Other

current

liabilities)

 

 

 

Nominal

volume

 

 

Derivative

asset

(Other

current assets)

 

 

Derivative

liability

(Other

current

liabilities)

 

 

Derivatives not designated as hedging

instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange swaps, less than

6 months

 

$

661.0

 

1)

$

3.3

 

2)

$

7.7

 

3)

 

$

840.2

 

1)

$

5.7

 

2)

$

20.9

 

3)

 

$

934.2

 

4)

$

6.0

 

5)

$

1.8

 

6)

Total derivatives not designated as

hedging instruments

 

$

661.0

 

 

$

3.3

 

 

$

7.7

 

 

 

$

840.2

 

 

$

5.7

 

 

$

20.9

 

 

 

$

934.2

 

 

$

6.0

 

 

$

1.8

 

 

 

1)

Net nominal amount after deducting for offsetting swaps under ISDA agreements is $661.0$834.4 million.

2)

Net amount after deducting for offsetting swaps under ISDA agreements is $3.3$5.6 million.

3)

Net amount after deducting for offsetting swaps under ISDA agreements is $7.7$20.8 million.

 

 

December 31, 2019

 

 

 

 

 

 

 

 

Fair Value

Measurements

 

 

Description

 

Nominal

volume

 

 

Derivative asset

(Other current assets)

 

 

Derivative liability

(Other current liabilities)

 

 

Derivatives not designated as hedging

   instruments

 

 

 

 

 

 

 

 

 

 

 

 

 

Foreign exchange swaps, less than

   6 months

 

$

934.2

 

1)

$

6.0

 

2)

$

1.8

 

3)

Total derivatives not designated as

   hedging instruments

 

$

934.2

 

 

$

6.0

 

 

$

1.8

 

 

1)4)

Net nominal amount after deducting for offsetting swaps under ISDA agreements is $860.6 million.

2)5)

Net amount after deducting for offsetting swaps under ISDA agreements is $5.8 million.

3)6)

Net amount after deducting for offsetting swaps under ISDA agreements is $1.6 million.

Fair Value of Debt

The fair value of long-term debt is determined either from quoted market prices as provided by participants in the secondary market or for long-term debt without quoted market prices, estimated using a discounted cash flow method based on the Company’s current borrowing rates for similar types of financing. The Company has determined that each of these fair value measurements of debt reside within Level 2 of the fair value hierarchy.

The fair value and carrying value of debt is summarized in the table below (dollars in millions).

 

 

March 31, 2020

 

 

December 31, 2019

 

 

September 30, 2020

 

 

December 31, 2019

 

 

Carrying

value1)

 

 

Fair

value

 

 

Carrying

value1)

 

 

Fair

value

 

 

Carrying

value1)

 

 

Fair

value

 

 

Carrying

value1)

 

 

Fair

value

 

Long-term debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Bonds

 

$

1,589.0

 

 

$

1,584.5

 

 

$

1,597.5

 

 

$

1,671.1

 

 

$

1,347.4

 

 

$

1,443.5

 

 

$

1,597.5

 

 

$

1,671.1

 

Loans

 

 

620.4

 

 

 

617.1

 

 

 

128.6

 

 

 

128.6

 

 

 

659.7

 

 

 

675.8

 

 

 

128.6

 

 

 

128.6

 

Total

 

$

2,209.4

 

 

$

2,201.6

 

 

$

1,726.1

 

 

$

1,799.7

 

 

$

2,007.1

 

 

$

2,119.3

 

 

$

1,726.1

 

 

$

1,799.7

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Short-term debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial paper

 

$

125.5

 

 

$

125.5

 

 

$

230.7

 

 

$

230.7

 

 

$

0.0

 

 

$

0.0

 

 

$

230.7

 

 

$

230.7

 

Short-term portion of long-term debt

 

 

110.3

 

 

 

110.2

 

 

 

112.0

 

 

 

112.1

 

Short-term portion of long-term debt 2)

 

 

991.8

 

 

 

998.2

 

 

 

112.0

 

 

 

112.1

 

Overdrafts and other short-term debt

 

 

83.0

 

 

 

83.0

 

 

 

25.4

 

 

 

25.3

 

 

 

33.7

 

 

 

33.7

 

 

 

25.4

 

 

 

25.3

 

Total

 

$

318.8

 

 

$

318.7

 

 

$

368.1

 

 

$

368.1

 

 

$

1,025.5

 

 

$

1,031.9

 

 

$

368.1

 

 

$

368.1

 

 

1)

Debt as reported in balance sheet.

2)

Including $600 million revolving credit facility loan that was repaid on October 2, 2020.

11


Assets and liabilities measured at fair value on a nonrecurring basis

In addition to assets and liabilities that are measured at fair value on a recurring basis, the Company also has assets and liabilities in its balance sheet that are measured at fair value on a nonrecurring basis including certain long-lived assets, including equity method investments, goodwill and other intangible assets, typically as it relates to impairment.

11


The Company has determined that the fair value measurements included in each of these assets and liabilities rely primarily on Company-specific inputs and the Company’s assumptions about the use of the assets and settlements of liabilities, as observable inputs are not available. The Company has determined that each of these fair value measurements reside within Level 3 of the fair value hierarchy. To determine the fair value of long-lived assets, the Company utilizes the projected cash flows expected to be generated by the long-lived assets, then discounts the future cash flows over the expected life of the long-lived assets.

For the three and nine month periodperiods ended March 31,September 30, 2020 and March 31,September 30, 2019, the Company did 0t record any material impairment charges on its long-lived assets for its operations.

 

4. INCOME TAXES

The effective tax rate in the firstthird quarter of 2020 was 32.7%33.5% compared to 27.4%36.0% in the same quarter of 2019. Discrete tax items, net in the firstthird quarter of 2020 had an unfavorablea favorable impact of 0.5%9.9%. In the firstthird quarter of 2019, discrete tax items, net had an unfavorable impact of 0.5%0.2%. The effective tax rate for the first nine months of 2020 was 104.4% compared to 30.1% in the same period of 2019. The year to date 2020 tax rate was negatively impacted by unfavorable country mix and capacity alignment costs giving rise to losses with no tax benefit against a low level of reported pre-tax income. Discrete tax items, net for the first nine months of 2020 had a favorable impact of 187.5%, principally from one-time tax benefits recorded as a result of final U.S. tax regulations issued in the third quarter of 2020 against a low level of reported pre-tax income. In the same period of 2019, discrete tax items, net had a favorable impact of 0.2%.

The Company files income tax returns in the United StatesU.S. federal jurisdiction, and various states and non-U.S. jurisdictions. At any given time, the Company is undergoing tax audits in several tax jurisdictions covering multiple years. The Company is no longer subject to income tax examination by the U.S. federal income tax authorities for years prior to 2015. With few exceptions, the Company is no longer subject to income tax examination by U.S. state or local tax authorities or by non-U.S. tax authorities for years before 2010.

As of March 31,September 30, 2020, the Company is not aware of any proposed income tax adjustments resulting from tax examinations that would have a material impact on the Company’s condensed consolidated financial statements. The conclusion of such audits could result in additional increases or decreases to unrecognized tax benefits in some future period or periods.

During the first threenine months of 2020, the Company recorded a net increase of $1.7$1.1 million to income tax reserves for unrecognized tax benefits based on tax positions related to the current year, including accruing additional interest related to unrecognized tax benefits offrom prior years. Of the total unrecognized tax benefits of $67.0$69.4 million recorded at March 31,September 30, 2020, $1.8 million is classified as current tax payable within Other current liabilities and $65.2$67.6 million is classified as non-current tax payable within Other non-current liabilities on the Condensed Consolidated Balance Sheet.

5. INVENTORIES

Inventories are stated at the lower of cost (FIFO) and net realizable value. The components of inventories were as follows (dollars in millions):

 

 

As of

 

 

As of

 

 

March 31,

2020

 

 

December 31,

2019

 

 

September 30,

2020

 

 

December 31,

2019

 

Raw materials

 

$

374.9

 

 

$

366.3

 

 

$

354.3

 

 

$

366.3

 

Work in progress

 

 

271.6

 

 

 

257.4

 

 

 

266.0

 

 

 

257.4

 

Finished products

 

 

205.3

 

 

 

200.4

 

 

 

182.9

 

 

 

200.4

 

Inventories

 

 

851.8

 

 

 

824.1

 

 

 

803.2

 

 

 

824.1

 

Inventory valuation reserve

 

 

(80.2

)

 

 

(83.2

)

 

 

(89.4

)

 

 

(83.2

)

Total inventories, net of reserve

 

$

771.6

 

 

$

740.9

 

 

$

713.8

 

 

$

740.9

 

 

6. RESTRUCTURING

The provisionsCompany recorded restructuring charges in the three monthsmonth period ended March 31,September 30, 2020, of $1.7 million mainly relaterelated to footprint optimization activities in Europe. The Company recorded restructuring charges in the nine month period ended September 30, 2020, mainly related to the structural efficiency program initiated in the second quarter of 2019 and is expected to be concluded2020 in the secondAmericas and Europe and footprint optimization activities in Europe in the third quarter of 2020. For the three months periodand nine month periods ended March 31,September 30, 2020, cash payments of $4.4 million mainly relate to the structural efficiency program initiated in 2019.

As of March 31,September 30, 2020, approximately $48$60 million out of the $52.1$122.9 million in total reserve balance can be attributed to the structural efficiency program. The remaining balance relates to older restructuring programs, primarilyprogram initiated in Western Europe, whichthe second quarter of 2020. This program is expected to be settledconcluded in 2021. Approximately $29 million of the balance can be attributed to footprint optimization activities in Europe in the third quarter of 2020. This program is expected to be concluded in 2023. The remaining balance mainly relates to the structural efficiency program initiated in 2019, whereof the main part is expected to be concluded in 2020.

12


The table below summarizes the change in the balance sheet position of the employee related restructuring reserves (dollars in millions). The changes in the employee-related reserves have been charged against Other income (expense), net in the Consolidated Statements of Income. Restructuring costs other than employee related costs are immaterial for all periods presented.

 

 

Three months ended March 31

 

 

Three months ended September 30

 

 

Nine months ended September 30

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Reserve at beginning of the period

 

$

56.1

 

 

$

33.4

 

 

$

99.6

 

 

$

40.3

 

 

$

56.1

 

 

$

33.4

 

Provision - charge

 

 

1.7

 

 

 

0.8

 

 

 

32.8

 

 

 

27.7

 

 

 

103.7

 

 

 

41.4

 

Provision - reversal

 

 

(0.1

)

 

 

(0.1

)

 

 

(2.0

)

 

 

(0.2

)

 

 

(9.4

)

 

 

(0.3

)

Cash payments

 

 

(4.4

)

 

 

(5.1

)

 

 

(11.6

)

 

 

(15.2

)

 

 

(32.0

)

 

 

(21.7

)

Translation difference

 

 

(1.2

)

 

 

(0.5

)

 

 

4.1

 

 

 

(1.8

)

 

 

4.5

 

 

 

(2.0

)

Reserve at end of the period

 

$

52.1

 

 

$

28.5

 

 

$

122.9

 

 

$

50.8

 

 

$

122.9

 

 

$

50.8

 

 

7. PRODUCT-RELATED LIABILITIES

The Company is exposed to product liability and warranty claims in the event that the Company’s products fail to perform as represented and such failure results, or is alleged to result, in bodily injury, and/or property damage or other loss. The Company has reserves for product risks. Such reserves are related to product performance issues, including recalls, product liability and warranty issues. For further explanation, see Note 9. Contingent Liabilities below.

For the three months periodand nine month periods ended March 31,September 30, 2020 and March 31,September 30, 2019, provisions and cash paid primarily relate to recall and warranty related issues. The decrease in the reserve balance as of March 31,September 30, 2020 compared to the priorbeginning of the year was mainly due to cash payments. 

Pursuant to the Spin-Off Agreements,agreements entered into in connection with the spin-off of Veoneer, Inc. on June 29, 2018 (collectively, the “Spin-off Agreements”), Autoliv is also required to indemnify Veoneer for recalls related to certain qualified Electronics products. At March 31,September 30, 2020, the indemnification liabilities are approximately $7$5 million included within Accrued expenses on the Condensed Consolidated Balance Sheets.

The table below summarizes the change in the balance sheet position of the product-related liabilities (dollars in millions). Insurance receivables are included within Other current assets and Investments and other non-current assets on the Condensed Consolidated Balance Sheets.

 

 

Three months ended March 31

 

 

Three months ended September 30

 

 

Nine months ended September 30

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Reserve at beginning of the period

 

$

72.1

 

 

$

62.2

 

 

$

57.9

 

 

$

55.9

 

 

$

72.1

 

 

$

62.2

 

Change in reserve

 

 

2.4

 

 

 

2.9

 

 

 

5.3

 

 

 

9.4

 

 

 

16.0

 

 

 

17.5

 

Cash payments

 

 

(20.3

)

 

 

(4.4

)

 

 

(6.3

)

 

 

(10.5

)

 

 

(30.8

)

 

 

(24.8

)

Translation difference

 

 

(0.7

)

 

 

(0.2

)

 

 

0.7

 

 

 

(0.6

)

 

 

0.3

 

 

 

(0.7

)

Reserve at end of the period

 

$

53.5

 

 

$

60.5

 

 

$

57.6

 

 

$

54.2

 

 

$

57.6

 

 

$

54.2

 

 

8. RETIREMENT PLANS

The components of total Net Periodic Benefit Cost associated with the Company’s defined benefit retirement plans are as follows (dollars in millions):

 

 

Three months ended March 31

 

 

Three months ended September 30

 

 

Nine months ended September 30

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Service cost

 

$

5.2

 

 

$

4.5

 

 

$

4.3

 

 

$

4.5

 

 

$

14.8

 

 

$

13.5

 

Interest cost

 

 

4.8

 

 

 

5.2

 

 

 

4.4

 

 

 

5.1

 

 

 

13.9

 

 

 

15.4

 

Expected return on plan assets

 

 

(4.5

)

 

 

(3.9

)

 

 

(4.6

)

 

 

(3.9

)

 

 

(13.5

)

 

 

(11.6

)

Amortization of prior service cost

 

 

(0.4

)

 

 

0.1

 

Amortization of prior service (credit) cost

 

 

(0.4

)

 

 

0.1

 

 

 

(1.3

)

 

 

0.3

 

Amortization of actuarial loss

 

 

1.2

 

 

 

0.6

 

 

 

1.4

 

 

 

0.6

 

 

 

3.7

 

 

 

1.8

 

Settlement loss

 

 

4.2

 

 

 

 

 

 

4.2

 

 

 

 

Net Periodic Benefit Cost

 

$

6.3

 

 

$

6.5

 

 

$

9.3

 

 

$

6.4

 

 

$

21.8

 

 

$

19.4

 

 

The settlement loss in the third quarter of 2020 relates to the US qualified pension plan and was triggered by lump-sum payments for the nine month period ended September 30, 2020 in excess of the total of annual service costs and interest costs. The Service cost and Amortization of prior service cost components in the table above are reported in Operating Income in the Consolidated Statements of Income. The remaining components - Interest cost, Expected return on plan assets, and Amortization of actuarial loss and Settlement loss - are reported as Other non-operating items, net in the Consolidated Statements of Income.

13


9. CONTINGENT LIABILITIES

Legal Proceedings

Various claims, lawsuits and proceedings are pending or threatened against the Company or its subsidiaries, covering a range of matters that arise in the ordinary course of its business activities with respect to commercial, product liability and other matters. Litigation is subject to many uncertainties, and the outcome of any litigation cannot be assured. After discussions with counsel, and with the exception of losses resulting from the antitrust proceedings described below, it is the opinion of management that the various legal proceedings and investigations to which the Company currently is a party will not have a material adverse impact on the consolidated financial position of Autoliv, but the Company cannot provide assurance that Autoliv will not experience material litigation, product liability or other losses in the future.

ANTITRUST MATTERS

Authorities in several jurisdictions have conducted broad, and in some cases, long-running investigations of suspected anti-competitive behavior among parts suppliers in the global automotive vehicle industry. These investigations included, but are not limited to, the products that the Company sells. In addition to concluded matters, authorities of other countries with significant light vehicle manufacturing or sales may initiate similar investigations.

European Commission (“EC”) Investigations:

In June 2011, representatives of the European Commission (“EC”), the European antitrust authority, visited 2 facilities of a Company subsidiary in Germany to gather information for an investigation of anti-competitive behavior among suppliers of occupant safety systems.  

In November 2017, the EC concluded a discrete portion of its investigation, and in 2018 the Company paid a fine of €8.1 million (approximately $9.7 million) with respect to this portion of the EC’s overall investigation. while it continued the more significant portion of its investigation.

In March 2019, the EC completed the remaining portion of the investigation, and in 2019 the Company paid a fine of €179 million (approximately $203 million).

PRODUCT WARRANTY, RECALLS AND INTELLECTUAL PROPERTY

Autoliv is exposed to various claims for damages and compensation if its products fail to perform as expected. Such claims can be made, and result in costs and other losses to the Company, even where the product is eventually found to have functioned properly. Where a product (actually or allegedly) fails to perform as expected or is defective, the Company may face warranty and recall claims. Where such (actual or alleged) failure or defect results, or is alleged to result, in bodily injury and/or property damage, the Company may also face product liability and other claims. There can be no assurance that the Company will not experience material warranty, recall or product (or other) liability claims or losses in the future, or that the Company will not incur significant costs to defend against such claims. The Company may be required to participate in a recall involving its products. Each vehicle manufacturer has its own practices regarding product recalls and other product liability actions relating to its suppliers. As suppliers become more integrally involved in the vehicle design process and assume more of the vehicle assembly functions, vehicle manufacturers are increasingly looking to their suppliers for contribution when faced with recalls and product liability claims. Government safety regulators may also play a role in warranty and recall practices. A warranty, recall or product-liability claim brought against the Company in excess of its insurance may have a material adverse effect on the Company’s business. Vehicle manufacturers are also increasingly requiring their outside suppliers to guarantee or warrant their products and bear the costs of repair and replacement of such products under new vehicle warranties. A vehicle manufacturer may attempt to hold the Company responsible for some, or all, of the repair or replacement costs of products when the product supplied did not perform as represented by us or expected by the customer. Accordingly, the future costs of warranty claims by the customers may be material. However, the Company believes its established reserves are adequate. Autoliv’s warranty reserves are based upon the Company’s best estimates of amounts necessary to settle future and existing claims. The Company regularly evaluates the adequacy of these reserves, and adjusts them when appropriate. However, the final amounts actually due related to these matters could differ materially from the Company’s recorded estimates.

In addition, as vehicle manufacturers increasingly use global platforms and procedures, quality performance evaluations are also conducted on a global basis. Any one or more quality, warranty or other recall issue(s) (including those affecting few units and/or having a small financial impact) may cause a vehicle manufacturer to implement measures such as a temporary or prolonged suspension of new orders, which may have a material impact on the Company’s results of operations.

The Company carries insurance for potential recall and product liability claims at coverage levels based on our prior claims experience. In addition, a number of the agreements entered into by the Company, including the Spin-off Agreements, require Autoliv to indemnify the other parties for certain claims. Autoliv cannot assure that the level of coverage will be sufficient to cover every possible claim that can arise in our businesses or with respect to other obligations, now or in the future, or that such coverage always will be available should we, now or in the future, wish to extend, increase or otherwise adjust our insurance.

14


Toyota Recall: On June 29, 2016, the Company announced that it is cooperating with Toyota Motor Corp. in its recall of approximately 1.4 million vehicles equipped with a certain model of the Company’s side curtain airbag (the “Toyota Recall”). The Company continues to cooperate with Toyota regarding the analysis of the root cause of the issue and potential liability and indemnification obligations of the parties. If the Company is obligated to indemnify Toyota for any of the costs associated with the Toyota Recall, the Company expects that its insurance will generally cover such costs and liabilities. The Company’s insurance policies generally include coverage of the costs of a recall, although costs related to replacement parts are generally not covered.

The Company has determined pursuant to ASC 450 that a loss with respect to this issue is probable and therefore has accrued an immaterial amount related to potential costs for replacement parts. The ultimate costs to the Company of the Toyota Recall could be materially different from the amount the Company has accrued. However, the Company continues to believe that the Company’s loss, net of expected insurance recoveries, will be less than $20 million. The main variables affecting the ultimate cost for the Company include: the determination of proportionate responsibility (if any) among Toyota, the Company, and any relevant sub-suppliers; the ultimate number of vehicles repaired; the cost of repair per vehicle; and the actual recoveries from sub-suppliers and insurers.

Intellectual Property: In its products, the Company utilizes technologies which may be subject to intellectual property rights of third parties. While the Company does seek to procure the necessary rights to utilize intellectual property rights associated with its products, it may fail to do so. Where the Company so fails, the Company may be exposed to material claims from the owners of such rights. Where the Company has sold products which infringe upon such rights, its customers may be entitled to be indemnified by the Company for the claims they suffer as a result thereof. Such claims could be material.

The table in Note 7. Product-Related Liabilities above summarizes the change in the balance sheet position of the product related liabilities.

10. STOCK INCENTIVE PLAN

Eligible employees and non-employee directors of the Company participate in the Autoliv, Inc.1997 Stock Incentive Plan, as amended and received Autoliv stock-based awards which include stock options (SOs), restricted stock units (RSUs) and performance shares (PSs).

TheFor the three and nine month periods ended September 30, 2020, the Company recorded approximately $1.7$3.0 million and $7.1 million, respectively, in stock-based compensation expense related to RSUs and PSs. During the three and nine month periods ended September 30, 2019, the Company recorded $2.0 million and $5.6 million, respectively, of stock-based compensation expense related to RSUs and PSs for the three months period ended March 31, 2020. PSs.

During the three months periodmonth periods ended March 31,September 30, 2020 and September 30, 2019, approximately 6 thousand and 2 thousand shares of common stock from the Company recorded $1.1 milliontreasury stock, respectively, were utilized by the Plan. During the nine month periods ended September 30, 2020 and September 30, 2019, approximately 92 thousand and 90 thousand shares of stock-based compensation expense in operations related to RSUs and PSs.common stock from the treasury stock were utilized by the Plan.

11. EARNINGS PER SHARE

For the three months periodmonth periods ended March 31,September 30, 2020 and March 31,September 30, 2019, approximately 116 thousand0.0 million and 54 thousand shares,0.1 million awards, respectively, were excluded from the computation of the diluted EPS, since the inclusion of these awards would be antidilutive.

During For the three monthsnine month period ended March 31,September 30, 2020, and March 31,shares in the diluted loss per share calculation represent basic shares due to the net loss. For the nine month period ended September 30, 2019, approximately 70 thousand and 77 thousand shares of common stock0.1 million awards were excluded from the treasury stock, respectively, were utilized bycomputation of the Plan.diluted EPS, since the inclusion of these awards would be antidilutive.

15


The computation of basic and diluted EPS under the two-class method werewas as follows:

 

(In millions, except per share amounts)

 

Three months ended March 31

 

 

 

2020

 

 

2019

 

Numerator:

 

 

 

 

 

 

 

 

Basic and diluted:

 

 

 

 

 

 

 

 

Net income attributable to controlling interest

 

$

74.8

 

 

$

111.4

 

Participating share awards with dividend equivalent rights

 

 

0.0

 

 

 

0.0

 

Net income applicable to common shareholders

 

 

74.8

 

 

 

111.4

 

Earnings allocated to participating share awards1)

 

 

0.0

 

 

 

0.0

 

Net income attributable to common shareholders

 

$

74.8

 

 

$

111.4

 

Denominator: 1)

 

 

 

 

 

 

 

 

Basic: Weighted average common stock

 

 

87.3

 

 

 

87.2

 

Add: Weighted average stock options/share awards

 

 

0.1

 

 

 

0.2

 

Diluted:

 

 

87.4

 

 

 

87.4

 

 

 

 

 

 

 

 

 

 

Basic EPS

 

$

0.86

 

 

$

1.28

 

 

 

 

 

 

 

 

 

 

Diluted EPS

 

$

0.86

 

 

$

1.27

 

 

 

Three months ended September 30

 

 

Nine months ended September 30

 

(In millions, except per share amounts)

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic and diluted:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income attributable to controlling interest

 

$

98.3

 

 

$

85.4

 

 

$

(1.6

)

 

$

305.9

 

Participating share awards with dividend

   equivalent rights

 

-

 

 

-

 

 

-

 

 

-

 

Net income applicable to common

   shareholders

 

 

98.3

 

 

 

85.4

 

 

 

(1.6

)

 

 

305.9

 

Earnings allocated to participating

   share awards1)

 

 

0.0

 

 

 

0.0

 

 

 

0.0

 

 

 

0.0

 

Net income attributable to common

   shareholders

 

$

98.3

 

 

$

85.4

 

 

$

(1.6

)

 

$

305.9

 

Denominator: 1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic: Weighted average common stock

 

 

87.3

 

 

 

87.2

 

 

 

87.3

 

 

 

87.2

 

Add: Weighted average stock options/

   share awards

 

 

0.2

 

 

 

0.1

 

 

 

0.0

 

 

 

0.2

 

Diluted: 2)

 

 

87.5

 

 

 

87.3

 

 

 

87.3

 

 

 

87.4

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings (loss) per share - basic

 

$

1.13

 

 

$

0.98

 

 

$

(0.02

)

 

$

3.51

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earnings (loss) per share - diluted2)

 

$

1.12

 

 

$

0.98

 

 

$

(0.02

)

 

$

3.50

 

 

1)

The Company’s unvested RSUs and PSs,PSUs, of which some included the right to receive non-forfeitable dividend equivalents, are considered participating securities. Calculations of EPS under the two-class method exclude from the numerator any dividends paid or owed on participating securities and any undistributed earnings considered to be attributable to participating securities. The related participating securities are similarly excluded from the denominator.

2)

The number of shares in the diluted loss per share calculation for the nine month period ended September 30, 2020 is the same as the number of shares used in the basic loss per share calculation due to the net loss.

 

 

15


 

The Company purchases finished goods from Veoneer. For the three months periodmonth periods ended March 31,September 30, 2020 and March 31,September 30, 2019, related party purchases from Veoneer amounted to $18$19 million and $18$17 million, respectively. For the nine month periods ended September 30, 2020 and September 30, 2019 related party purchases from Veoneer amounted to $48 million and $54 million, respectively.

 

Amounts due to and due from related party as of March 31,September 30, 2020 and December 31, 2019, were as follows:

 

 

 

As of

 

Related party

(Dollars in millions)

 

March 31, 2020

 

 

December 31, 2019

 

Related party receivables1)

 

$

1.5

 

 

$

2.8

 

Related party payables2)

 

 

15.1

 

 

 

9.7

 

Related party accrued expenses3)

 

 

6.9

 

 

 

7.7

 

 

 

 

 

 

 

 

 

 

1) Included in Receivables, net in the Condensed Consolidated Balance Sheet.

 

 

 

 

 

 

 

 

2) Included in Accounts payable in the Condensed Consolidated Balance Sheet.

 

 

 

 

 

 

 

 

3) Included in Accrued expenses in the Condensed Consolidated Balance Sheet.

 

 

 

 

 

 

 

 

 

 

As of

 

(Dollars in millions)

 

September 30, 2020

 

 

December 31, 2019

 

Related party receivables1)

 

$

1.1

 

 

$

2.8

 

Related party payables2)

 

 

23.9

 

 

 

9.7

 

Related party accrued expenses3)

 

 

5.6

 

 

 

7.7

 

1)

Included in Receivables, net in the Condensed Consolidated Balance Sheet.

2)

Included in Accounts payable in the Condensed Consolidated Balance Sheet.

3)

Included in Accrued expenses in the Condensed Consolidated Balance Sheet.

 

 

16


13. REVENUE DISAGGREGATION

 

The Company’s disaggregated revenue for the three months period March 31,and nine month periods ended September 30, 2020 and March 31,September 30, 2019, were as follows.

 

 

Three months ended March 31

 

Net Sales by Products

(Dollars in millions)

 

2020

 

 

2019

 

Net Sales by Products

 

Three months ended September 30

 

 

Nine months ended September 30

 

(Dollars in millions)

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Airbag Products and Other1)

 

$

1,202.2

 

 

$

1,447.7

 

 

$

1,331.6

 

 

$

1,349.3

 

 

$

3,187.5

 

 

$

4,232.7

 

Seatbelt Products1)

 

 

643.6

 

 

 

726.3

 

 

 

705.6

 

 

 

678.4

 

 

 

1,743.1

 

 

 

2,123.7

 

Total net sales

 

$

1,845.8

 

 

$

2,174.0

 

 

$

2,037.2

 

 

$

2,027.7

 

 

$

4,930.6

 

 

$

6,356.4

 

1) Including Corporate and other sales.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Three months ended March 31

 

Net Sales by Region

(Dollars in millions)

 

2020

 

 

2019

 

Net Sales by Region

 

Three months ended September 30

 

 

Nine months ended September 30

 

(Dollars in millions)

 

2020

 

 

2019

 

 

2020

 

 

2019

 

China

 

$

425.2

 

 

$

381.7

 

 

$

989.1

 

 

$

1,061.7

 

Japan

 

 

180.3

 

 

 

202.4

 

 

 

487.9

 

 

 

601.6

 

Rest of Asia

 

 

200.7

 

 

 

193.6

 

 

 

514.2

 

 

 

622.8

 

Americas

 

 

672.2

 

 

 

743.1

 

 

 

693.3

 

 

 

713.1

 

 

 

1,578.9

 

 

 

2,214.2

 

Europe

 

 

576.4

 

 

 

680.2

 

 

 

537.7

 

 

 

536.9

 

 

 

1,360.5

 

 

 

1,856.1

 

Japan

 

 

203.0

 

 

 

208.1

 

China

 

 

197.5

 

 

 

330.4

 

Rest of Asia

 

 

196.7

 

 

 

212.2

 

Total net sales

 

$

1,845.8

 

 

$

2,174.0

 

 

$

2,037.2

 

 

$

2,027.7

 

 

$

4,930.6

 

 

$

6,356.4

 

 

Contract balances

Contract assets relate to the Company's rights to consideration for work completed but not billed (generally in conjunction with contracts for which revenue is recognized over time) at the reporting date on production parts and is included in Other current assets onin the Condensed Consolidated Balance Sheet. The contract assets are reclassified into the receivables balance when the rights to receive payments become unconditional. The net change in the contract assets balance, reflecting the adjustments needed to align revenue recognition for work completed but not billed, for the three months periodand nine month periods ended March 31,September 30, 2020 and March 31,September 30, 2019 were not material.

 

14. SUBSEQUENT EVENTS

The following non-adjustingThere were no reportable events subsequent events arose after March 31, 2020 as part of the Company’s response to the auto industry downturn caused by the COVID-19 pandemic.

The Company announced on April 2, 2020 that the dividend declared on February 20, 2020 (scheduled for payment on June 4, 2020) was cancelled.  The accrued dividend in the March 31, 2020 balance sheet of $54 million (as other current liabilities) has been released to retained earnings on April 2, 2020. This resulted in an increase in equity of $54 million and a decrease in other current liabilities of $54 million on April 2,September 30, 2020.

The Company announced on April 2, 2020 that it had drawn down $600 million of cash on its existing credit line. This resulted in an increase in cash and cash equivalents and short-term debt of $600 million on April 2, 2020.

1617


ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following discussion and analysis should be read in conjunction with our Condensed Consolidated Financial Statements and accompanying Notes thereto included elsewhere herein and with our Annual Report on Form 10-K for the year ended December 31, 2019 filed with the United States Securities and Exchange Commission (the “SEC”) on February 21, 2020. Unless otherwise noted, all dollar amounts are in millions.

Autoliv, Inc. (“Autoliv” or the “Company”) is a Delaware corporation with its principal executive offices in Stockholm, Sweden. The Company functions as a holding corporation and owns two principal operating subsidiaries, Autoliv AB and Autoliv ASP, Inc.

Through its operating subsidiaries, Autoliv is a supplier of automotive safety systems with a broad range of product offerings, including modules and components for passenger and driver airbags, side airbags, curtain airbags, seatbelts and steering wheels. Autoliv is also a supplier of anti-whiplash systems, pedestrian protection systems and child seats.

Autoliv’s filings with the SEC, including this Quarterly Report on Form 10-Q, annual reports on Form 10-K, current reports on Form 8-K, proxy statements and all of our other reports and statements, and amendments thereto, are available free of charge on our corporate website at www.autoliv.com as soon as reasonably practicable after such material is electronically filed with or furnished to the SEC (generally the same day as the filing).

 

The primary exchange market for Autoliv’s securities is the New York Stock Exchange (NYSE) where Autoliv’s common stock trades under the symbol “ALV”. Autoliv’s Swedish Depositary Receipts (SDRs) are traded on Nasdaq Stockholm’s list for large market cap companies under the symbol “ALIV SDB”. Options in SDRs trade on Nasdaq Stockholm under the name “Autoliv SDB”.  Options in Autoliv shares are traded on Nasdaq OMX PHLX and on NYSE Amex Options under the symbol “ALV”.

 

Autoliv’s fiscal year ends on December 31.

 

EXECUTIVE OVERVIEW

The Company is proud of the way it handled the COVID-19 crisis. The worst demand decline on record in the second quarter was followed by a faster than expected recovery in the third quarter, with its challenges of managing the supply chain in a safe and efficient way. The quarter started weak and volatile but gradually grew stronger and more stable and the Company managed to record higher sales, higher profits and higher cash flow compared to the third quarter 2019. The third quarter outcome reflects the Company’s efforts to come out of the crisis as a stronger company. The adjusted operating margin was the second highest for a third quarter in the past 10 years, the operating cash flow and free cash flow are the highest the Company has recorded in a third quarter and the Company’s net debt is the lowest since the spin-off of Veoneer. The strong performance was a result of good operational execution, effects of the Company’s Structural Efficiency Programs and crisis management in the second quarter leading to cost reductions which, although of a more temporary nature, still supported the Company’s third quarter performance.

The Company achieved a strong first quarter despiteCompany’s sales outperformed organically (non-U.S. GAAP measure) the sharp decline inglobal light vehicle production and is satisfiedby almost 5%, with its sales outperformance margins and especially the strong cash flow and cash conversion. The task forcein all major regions. Backed by recent product launches, the Company setexpects a further pick up of outperformance in the fourth quarter, supporting a full year outperformance of around 6pp. As expected, order intake activity was slow in the third quarter, but the Company expects a very busy fourth quarter.

Although it is important to managerealize that the situationCOVID-19 crisis is not behind us, and global uncertainty persists, business stability and visibility have nevertheless improved, which allows the Company to provide a full year guidance.

The Company’s Structural Efficiency Programs are on track and delivering savings. As part of the Company’s footprint optimization ambitions, the Company decided to close one plant in China was expanded to global scaleGermany and the Company acted promptlywill continue with timely cost reduction actions to offset much offurther footprint optimization. With the headwinds from weak LVP.

The current situation is more challenging than in the first quarter, as customer closures are now affecting most of the Company’s operations, for an unknown period of time, compared to a more limited scope in the first quarter. The Company has withdrawn its full year 2020 indication until the effects of the COVID-19 pandemic can be better assessed.

The Company has undertaken a number of actions to manage the evolving situation, including adjusting production and work week hours, reducing or suspending investments and spending that are not critical for daily operations. The Company has also accelerated cost saving initiatives, furloughed personnel, often in government supported programs, and reduced compensation for executive officers and board members.

Furthermore, the Company has intensified working capital control through strict inventory control, careful monitoring of receivables and close collaboration with our suppliers. In addition, the Company has strengthened its liquidity position as it cancelled the second quarter dividend, suspended future dividends and drawn fully on its revolving credit facility.

The Company is ensuring it has an adequate cost structure that supports its profitability targets, regardless of what level of LVP that will be the new normal, post COVID-19 pandemic.

The strategic initiatives and structural improvement projects the Company outlined at its 2019 Capital Markets Day remain key priorities, although some projects may be delayed by a few quarters.

While managing a sharp LVP decline in most regions, the Company is also preparing to restart and ramp up. The Company is coordinating with its customers and suppliers to make the necessary preparations. The health and safety of Autoliv employees as the Company’s employees remain its top priorities andfirst priority, the Company is upgrading protective measures and equipment as part ofcontinues with more activities to further improve efficiency, optimizing the Company’s preparations.

The Company has seen significant recovery in demandfootprint and production in China since restarting in mid-February and all ofimplementing the strategic initiatives outlined last year to support next year being a solid stepping stone on the journey to the Company’s plants in China are now operating at normal levels.

While preparing for the worst and hoping for the best, the Company remains focused on quality and safety.

2022-24 targets.

 

Financial highlights in the firstthird quarter of 2020

 

$1,846m2,037 million net sales

13%0.4% organic sales declinegrowth (Non-U.S. GAAP measure, see reconciliation table below)

7.3%8.6% operating margin

10.1% adjusted operating margin (Non-U.S. GAAP measure)

18


$0.861.12 EPS - a decreasean increase of 32%$0.14

17$1.48 adjusted EPS (Non-U.S. GAAP measure) - an increase of $0.18


Key business developments in the firstthird quarter of 2020

Organic sales decline (Non-U.S. GAAP measure) increased by 0.4% which was 11pp better4.7pp higher than the change in global light vehicle production,production. Organically,all major regions developed better than LVP. Sales in China grew by 10.4% compared to 8.7% growth in LVP. Sales in Americas grew by 1.2% compared to the LVP decline of 4.3%. In Europe, LVP declined by 7.6% while our sales declined by 4.8%. Customer sourcing activity was, as expected, low in the quarter, with all regions outperforming LVP. Ordermore than half of planned sourcing for the year expected in the fourth quarter. First nine months order intake share remained high and supportivesupports a prolonged period of prolonged sales outperformance.outgrowth.

 

Gross marginProfitability improved as demand recovered and adjustedour cost reduction activities progressed according to plan. Adjusted operating margin (Non-U.S. GAAP measure) were on similar levels as last year despite the global LVP decline, supportedimproved both vs. Q2 2020 and Q3 2019. The gross margin improved by no costs related0.9pp compared to social unrest in Matamoros, Mexico, in 2020, cost reductions in R,D&E, S,G&A, production overheadQ3 2019. Indirect workforce was reduced by around 4% vs. Q3 2019 and raw materials. Cash from operating activities and Cash from operating activities less Capital expenditures, net. were above Q1, 2019 levels.by around 2% vs. Q2 2020.

 

SecuringStrong cash flow and strengthened balance sheet. Operating cash flow of $352 million and free cash flow (Non-U.S. GAAP measure) of $276 million was significantly above Q3 2019 levels. Net debt (Non-U.S. GAAP measure) declined vs. a strong liquidity position by drawing down onyear earlier and the debt leverage ratio (Non-U.S. GAAP measure) of 2.4x improved vs. 2.9x in Q2 2020, although still higher than the 1.8x in Q3 2019. As of October 2, 2020, our Revolving Credit Facility. Liquidity further supported by reducing or suspending non-critical expensesFacility is repaid and investments and by cancelling the dividend after the quarter closed.available for us to draw on as needed.

 

COVID-19 Pandemic Related Business Update

 

The COVID-19 pandemic has upended the automotive industry and customer projects for 2020. Autoliv is navigating the same challenges as other companies are facing in managing and forecasting the overall impact the pandemic will have on the automotive industry this year.In this environment, on April 2, 2020, the Company withdrew its previously issued 2020 guidance until the effectsFirst nine months of the pandemic can be better assessed.

First quarter 2020

The COVID-19 pandemic in the first quarter had a substantial impact on ourthe Company’s operations in the first quarter, particularly in China, where our customer’smost of its customers’ plants were closed for several weeks in February and operated at low levels in March. In Europe and North America, sales declined substantially in the second half of March as the pandemic led to customer plant closures. GlobalA large number of customer plants were closed in April and parts of May, followed by a ramp-up in June. According to IHS, global light vehicle production (LVP) declined by 24% in the first quarternine months of 2020 compared to Q1 2019 according to IHS, with LVP declining by almost 50% in China, by around 20% in Europe, and by 11% in North America. Although our organic sales (Non-U.S. GAAP measure) outperformedvs. the LVP decline by 11pp,same period the 24%prior year. The decline in global LVP and the slow and volatile restart and ramp-up had a significant impact on ourthe Company’s sales and profitability in Q1 2020.

the first six months of 2020 while it managed to achieve improvements in sales, profitability and cash flow in the third quarter as its cost reduction initiatives and positive sales development more than offset the 4% global LVP decline in the third quarter.

Liquidity and management actions undertaken to manage this challenging period

During the challengingfirst six months ahead

Cancelling the dividend scheduled for June 4, 2020 and suspending future dividends, although the Board of Directors will review such suspension on a quarterly basis.

Drawing down $1.1 billion of cash on our existing Revolving Credit Facility, creating a cash balance of approximately $1.5 billion on April 2, 2020, which gives a healthy liquidity position as debt maturities are $318m in 2020 and $275m in 2021.

Executives voluntarily reducing their base salaries by 20% for Q2 2020 and non-employee board members reducing their cash compensation by 20% for Q2 2020.

Reducing or suspending capital expenditures with the ambition to reduce spending as is needed and possible depending on market volumes and our customers’ launch activities.

Strict inventory control, close monitoring of receivables and close collaboration with suppliers.

Adjusting production and work week hours to a lower demand, reducing or suspending discretionary spending that is not critical for daily operations and accelerated cost saving initiatives and furloughed personnel, many in government supported programs.

Second quarter 2020,

The situation Autoliv undertook a number of actions to support employee health and safety, corporate liquidity, cash flow and profitability. Actions included introducing a Smart Start Playbook for safe re-start and ramp-up, investing in employee safety equipment and re-designing production lines and work places as necessary. Other initiatives included drawing on the Revolving Credit Facility (which is currently more challenging than it was in Q1,now fully repaid), withdrawing full year guidance (now provided again), extensive use of furloughing (very limited use today), reducing headcount, sharply reducing capital expenditures, close monitoring of working capital, reducing or suspending discretionary spending and accelerated cost savings initiatives, cancelling the dividend and suspending future dividends, although the Board of Directors will review such suspension on a quarterly basis. Direct COVID-19 related costs, such as customer closures are now affecting the majority of our operations, for an uncertain period of time, compared to a more limited scopepersonal protective equipment, temporary supplier support and premium freight, were around $10 million in the firstsecond quarter and around $5 million in the third quarter. With a higher safety content perSupport from governments in connection with furloughing, short-term work weeks and similar activities was around $25 million in the second quarter and around $10 million in the third quarter.

Current situation

In all regions, the automotive industry, including Autoliv, are in different stages of ramp-up of operations. Visibility and predictability of customer demand has improved but is still limited, particularly regarding the sustainability of current demand levels, including the effects on LVP of inventory build-ups, government vehicle subsidies and the risks of another wave of COVID-19 infections in North America and Europe,one or more of the regional mix will have a negative impact on sales in Q2. It is currently not possible to estimateregions where the market in Q2 with a reasonable degree of certainty. However, IHS outlook dated April 16, indicates a Q2 global LVP decline of 45%. A decline of such magnitude, should it come true, would have a significant impact on our sales and we do not expect to be able to fully offset the lower sales with cost reduction activities while also planning for production restarts. We therefore expect the LVP decline in Q2 to have a more substantial impact on our profitability and cash flow than the decline in Q1.

Next stepCompany operates or has customers or suppliers.

While we continue to focus on furtherhealth and safety and cost reduction actions,optimization, we are planning and preparing to restart and rampramping up production in close coordination with our customers and suppliers. Although the situation remains fluid and visibility is limited, belowBelow is a summary of our current view of our three most important regions.

18


China: OEMs are gradually returning to previousLVP was above pre-crisis production levels and the China Passenger Car Association reported that retail sales were 14% above last year’s level in the second weekand third quarter. IHS forecasting 5% year-over-year decline in LVP in the fourth quarter, the decrease mainly a result of April. However, the situation remains fluid, and we expect OEMs will be adjusting production according to inventory levels and demand. Additionally, production disruptionshigh LVP in other regions, which supply components to automakers in China, may slow down the recovery in China.Q4 2019.

Europe: A numberLVP development has improved gradually from second quarter’s year-over-year decline of European automotive plants have recently restarted or60% to a 8% decline in the third quarter according to IHS, which forecasts around 1% year-over-year decline in LVP in the fourth quarter.

19


North America: LVP development has improved gradually from second quarter’s year-over-year decline of 68% to unchanged in the third quarter according to IHS, which forecasts around 1% year-over-year decline in LVP in the fourth quarter. Inventory levels are preparing to restart production after more than a month of coronavirus-related shutdowns. The production rate will likely be volatile, with reduced shifts to adapt to uncertain demand development and component availability.still low in North America.

North America: In the US and Canada, most OEMs plan to resume production by early May. There is significant uncertainty around the return dates for their plants in Mexico, due to the stay-at-home measures in Mexico.

We are deeply focused on the safety of our employees, customers and suppliers when re-starting. We have therefore developed a Smart Start Playbook that outlines processes to raise awareness of new health protocols and to support execution in a challenging situation. This includes recommendations based on guidelines from the World Health Organization and lessons-learned from our recent ramp-up in China. We will provide personal protection equipment, such as masks and visors, and redesign some production environments, such as setting up protective screens.

 

Non-U.S. GAAP financial measures

Some of the following discussions refer to non-U.S. GAAP financial measures: see reconciliations for "Organic sales", "Operating working capital", "Net debt", “Leverage ratio”, “Adjusted operating income”, “Adjusted operating margin” and “Adjusted EPS” provided below. Management believes that these non-U.S. GAAP financial measures provide supplemental information to investors regarding the performance of the Company’s business and assist investors in analyzing trends in the Company's business. Additional descriptions regarding management’s use of these financial measures are included below. Investors should consider these non-U.S. GAAP financial measures in addition to, rather than as substitutes for, financial reporting measures prepared in accordance with U.S. GAAP. These historical non-U.S. GAAP financial measures have been identified as applicable in each section of this report with a tabular presentation reconciling them to the most directly comparable U.S. GAAP financial measures. It should be noted that these measures, as defined, may not be comparable to similarly titled measures used by other companies.

19


RESULTS OF OPERATIONS

Overview

The following table shows some of the key ratios management uses internally to analyze the Company's current and future financial performance and core operations as well as to identify trends in the Company’s financial conditions and results of operations. We have provided this information to investors to assist in meaningful comparisons of past and present operating results and to assist in highlighting the results of ongoing core operations. These ratios are more fully explained below and should be read in conjunction with the consolidated financial statements in our Annual Report on Form 10-K and the unaudited condensed consolidated financial statements in this Quarterly Report on Form 10-Q.

KEY RATIOS

(Dollars in millions, except per share data)

 

 

Three months ended

 

 

Three months ended

 

 

Nine months ended

 

 

or as of March 31

 

 

or as of September 30

 

 

or as of September 30

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

 

2020

 

 

2019

 

Total parent shareholders’ equity per share

 

$

23.26

 

 

$

22.48

 

 

$

24.05

 

 

$

22.78

 

 

$

24.05

 

 

$

22.78

 

Capital employed 1)

 

 

3,674

 

 

 

3,581

 

 

 

3,686

 

 

 

3,781

 

 

 

3,686

 

 

 

3,781

 

Net debt 2)

 

 

1,630

 

 

 

1,607

 

 

 

1,573

 

 

 

1,781

 

 

 

1,573

 

 

 

1,781

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Operating working capital 2)

 

 

551

 

 

 

633

 

 

 

379

 

 

 

620

 

 

 

379

 

 

 

620

 

Operating working capital relative to sales, % 10)

 

 

6.7

 

 

 

7.4

 

 

 

5.3

 

 

 

7.2

 

 

 

5.3

 

 

 

7.2

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross margin, % 3)

 

 

17.9

 

 

 

17.4

 

 

 

19.6

 

 

 

18.7

 

 

 

15.1

 

 

 

18.2

 

Operating margin, % 4)

 

 

7.3

 

 

 

8.0

 

 

 

8.6

 

 

 

7.6

 

 

 

1.5

 

 

 

7.8

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Return on total equity, % 5)

 

 

14.4

 

 

 

23.0

 

 

 

19.4

 

 

 

17.1

 

 

 

0.0

 

 

 

20.7

 

Return on capital employed, % 6)

 

 

14.5

 

 

 

19.6

 

 

 

18.7

 

 

 

16.2

 

 

 

2.7

 

 

 

18.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Headcount at period-end 7)

 

 

65,500

 

 

 

66,900

 

 

 

65,300

 

 

 

64,900

 

 

 

65,300

 

 

 

64,900

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Days receivables outstanding 8)

 

 

71

 

 

 

74

 

 

 

73

 

 

 

75

 

 

 

90

 

 

 

72

 

Days inventory outstanding 9)

 

 

42

 

 

 

35

 

 

 

36

 

 

 

37

 

 

 

45

 

 

 

35

 

 

1)

Total equity and net debt.

2)

See tabular presentation reconciling this non-U.S. GAAP measure to U.S. GAAP below under the heading “Liquidity and Sources of Capital”.

3)

Gross profit relative to sales.

4)

Operating income relative to sales.

5)

Net income (loss) relative to average total equity.

6)

Operating income and income from equity method investments, relative to average capital employed.

7)

Employees plus temporary, hourly personnel.

8)

Outstanding receivables relative to average daily sales.

9)

Outstanding inventory relative to average daily sales.

10)

Latest 12 months of net sales. For 2019 excluding EC antitrust non-cash provision.

20


THREE MONTHS ENDED MARCH 31,SEPTEMBER 30, 2020 COMPARED WITH THREE MONTHS ENDED MARCH 31,SEPEMBER 30, 2019

 

 

Consolidated Sales

 

First quarter

 

 

 

 

 

 

Components of change in net sales

 

 

Three months ended

September 30

 

 

 

 

 

 

Components of change in

net sales

 

2020

 

 

2019

 

 

Reported change

 

 

Currency effects 1)

 

 

Organic 3)

 

 

2020

 

 

2019

 

 

Reported

change

 

 

Currency

effects 1)

 

 

Organic 3)

 

Airbags and other 2)

$

1,202.2

 

 

$

1,447.7

 

 

 

(17.0

)%

 

 

(1.9

)%

 

 

(15.1

)%

 

$

1,331.6

 

 

$

1,349.3

 

 

 

(1.3

)%

 

 

(0.1

)%

 

 

(1.2

)%

Seatbelts 2)

 

643.6

 

 

 

726.3

 

 

 

(11.4

)%

 

 

(2.6

)%

 

 

(8.8

)%

 

 

705.6

 

 

 

678.4

 

 

 

4.0

%

 

 

0.3

%

 

 

3.7

%

Total

$

1,845.8

 

 

$

2,174.0

 

 

 

(15.1

)%

 

 

(2.1

)%

 

 

(13.0

)%

 

$

2,037.2

 

 

$

2,027.7

 

 

 

0.5

%

 

 

0.1

%

 

 

0.4

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asia

$

597.2

 

 

$

750.7

 

 

 

(20.4

)%

 

 

(1.9

)%

 

 

(18.5

)%

 

$

806.2

 

 

$

777.7

 

 

 

3.7

%

 

 

0.4

%

 

 

3.3

%

Whereof: China

 

197.5

 

 

 

330.4

 

 

 

(40.2

)%

 

 

(3.3

)%

 

 

(36.9

)%

 

 

425.2

 

 

 

381.7

 

 

 

11.4

%

 

 

1.0

%

 

 

10.4

%

Japan

 

203.0

 

 

 

208.1

 

 

 

(2.5

)%

 

 

1.1

%

 

 

(3.6

)%

 

 

180.3

 

 

 

202.4

 

 

 

(10.9

)%

 

 

0.9

%

 

 

(11.8

)%

Rest of Asia

 

196.7

 

 

 

212.2

 

 

 

(7.3

)%

 

 

(2.8

)%

 

 

(4.5

)%

 

 

200.7

 

 

 

193.6

 

 

 

3.7

%

 

 

(1.4

)%

 

 

5.1

%

Americas

 

672.2

 

 

 

743.1

 

 

 

(9.5

)%

 

 

(1.3

)%

 

 

(8.2

)%

 

 

693.3

 

 

 

713.1

 

 

 

(2.8

)%

 

 

(4.0

)%

 

 

1.2

%

Europe

 

576.4

 

 

 

680.2

 

 

 

(15.3

)%

 

 

(3.0

)%

 

 

(12.3

)%

 

 

537.7

 

 

 

536.9

 

 

 

0.1

%

 

 

4.9

%

 

 

(4.8

)%

Total

$

1,845.8

 

 

$

2,174.0

 

 

 

(15.1

)%

 

 

(2.1

)%

 

 

(13.0

)%

 

$

2,037.2

 

 

$

2,027.7

 

 

 

0.5

%

 

 

0.1

%

 

 

0.4

%

 

1)1)

Effects from currency translations.

2)

Including Corporate and Other sales.

3)

Non-U.S. GAAP measuremeasure.

Sales by Product

product - Airbags

Airbag sales organic decline (Non-U.S. GAAP measure) was across all main product categories except kneeSales of side airbags which grew organically by 7%. The main decline drivers wereincreased slightly, mainly from most types of side airbags in South Korea and inflatable curtains steering wheels,and chest airbags in China. Sales of frontal airbags decreased slightly, due to weak sales of passenger airbags in Japan and ASEAN. Sales of inflators, and driver airbags.including inflator replacements, decreased by around $20 million.

Sales by product - Seatbelts

Seatbelt sales organic declinegrowth (Non-U.S. GAAP measure) was mainly driven byreflects positive development with pretensioner seatbelts, especially in North America, China and Japan. Europe and to some degree in India, partly offset by growth in Japan and North America.was the only large region with organic seatbelt sales decline.

 

Sales by Region

TheOur global organic sales decline (Non-U.S. GAAP measure) of 13% was around 11pp better thanincreased by 0.4% compared to the LVP decline of around 24% according4.3% (according to IHS. The overall sales decline was driven byIHS). Sales increased organically in China, followed byRest of Asia and Americas and decreased in Europe and North America. The only areas withJapan. Our organic growth were ASEAN and South America. Our change in sales development outperformed LVP organically in all major regions - by more than 12ppalmost 6pp in China,Americas, by 8ppalmost 3pp in Europe and by aroundalmost 2pp in North America and by more than 4pp in Japan. In South America, we grew organically by 7%, outperforming LVP by 24pp, while we outperformed LVP organically by almost 14pp in Rest of Asia.

China.

 

Q1 2020 Organic growth1)

 

Americas

 

 

Europe

 

 

China

 

 

Japan

 

 

Rest of Asia

 

 

Global

 

Q3 2020 Organic growth1)

 

Americas

 

 

Europe

 

 

China

 

 

Japan

 

 

Rest of

Asia

 

 

Global

 

Autoliv

 

 

(8.2

)%

 

 

(12.3

)%

 

 

(36.9

)%

 

 

(3.6

)%

 

 

(4.5

)%

 

 

(13.0

)%

 

 

1.2

%

 

 

(4.8

)%

 

 

10.4

%

 

 

(11.8

)%

 

 

5.1

%

 

 

0.4

%

Main growth drivers

 

Tesla, Subaru

 

 

PSA

 

 

BYD, GM

 

 

Honda, Suzuki, Subaru

 

 

Mitsubishi, GM, Nissan

 

 

Tesla, Subaru, Suzuki, BYD, PSA

 

 

Tesla, Toyota, VW

 

 

PSA, Toyota

 

 

GM, VW, Honda

 

 

Suzuki, Toyota, Honda

 

 

Hyundai/Kia, GM, Tata

 

 

Toyota, Tesla, GM, VW

 

Main decline drivers

 

Inflators, Honda, FCA, Ford

 

 

Daimler, VW, Renault, Ford

 

 

VW, Great Wall, Nissan, Honda, Geely, Hyundai/Kia

 

 

Mitsubishi, Toyota, Mazda, Inflators

 

 

Hyundai/Kia, Toyota, Isuza, Mahindra

 

 

Daimler, VW, Honda, Inflators, Hyundai/Kia, Great Wall, Ford

 

 

Inflators, Nissan, FCA

 

 

Daimler, Renault, BMW

 

 

Daimler, Nissan, Mitsubishi

 

 

Mitsubishi, Nissan, Mazda

 

 

Mitsubishi, Toyota

 

 

Mitsubishi, Nissan, Daimler, Inflators

 

 

 

1)

Non-U.S. GAAP measure.

 

21


Light Vehicle Production Development

Change vs. same quarter last year

 

 

Americas

 

 

Europe

 

 

China

 

 

Japan

 

 

Rest of Asia

 

 

Global

 

 

Americas

 

 

Europe

 

 

China

 

 

Japan

 

 

Rest of

Asia

 

 

Global

 

LVP1)

 

 

(12.0

)%

 

 

(20.5

)%

 

 

(49.3

)%

 

 

(7.9

)%

 

 

(18.0

)%

 

 

(24.4

)%

 

 

(4.3

)%

 

 

(7.6

)%

 

 

8.7

%

 

 

(11.8

)%

 

 

(16.8

)%

 

 

(4.3

)%

1) Source: IHS April 16, 2020.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1) Source: IHS October 2020.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

21


Earnings

 

 

Three months ended March 31

 

 

 

 

 

 

Three months ended September 30

 

 

 

 

 

(Dollars in millions, except per share data)

 

2020

 

 

2019

 

 

Change

 

 

2020

 

 

2019

 

 

Change

 

Net Sales

 

$

1,845.8

 

 

$

2,174.0

 

 

 

(15.1

)%

 

$

2,037.2

 

 

$

2,027.7

 

 

 

0.5

%

Gross profit

 

 

331.0

 

 

 

378.8

 

 

 

(12.6

)%

 

 

399.7

 

 

 

379.1

 

 

 

5.4

%

% of sales

 

 

17.9

%

 

 

17.4

%

 

 

0.5

pp

 

 

19.6

%

 

 

18.7

%

 

 

0.9

pp

S, G&A

 

 

(93.5

)

 

 

(101.4

)

 

 

(7.8

)%

 

 

(91.7

)

 

 

(97.7

)

 

 

(6.1

)%

% of sales

 

 

(5.1

)%

 

 

(4.7

)%

 

 

0.4

pp

 

 

(4.5

)%

 

 

(4.8

)%

 

 

(0.3

)pp

R, D&E, net

 

 

(102.6

)

 

 

(107.4

)

 

 

(4.5

)%

 

 

(101.6

)

 

 

(99.1

)

 

 

2.5

%

% of sales

 

 

(5.6

)%

 

 

(4.9

)%

 

 

0.7

pp

 

 

(5.0

)%

 

 

(4.9

)%

 

 

0.1

pp

Amortization of Intangibles

 

 

(2.4

)

 

 

(2.9

)

 

 

(17.2

)%

Other income (expense), net

 

 

2.1

 

 

 

6.0

 

 

 

(65.0

)%

 

 

(29.5

)

 

 

(25.6

)

 

 

15.2

%

Operating income

 

 

134.3

 

 

 

173.2

 

 

 

(22.5

)%

 

 

174.5

 

 

 

153.8

 

 

 

13.5

%

% of sales

 

 

7.3

%

 

 

8.0

%

 

 

0.7

pp

 

 

8.6

%

 

 

7.6

%

 

 

1.0

pp

Adjusted operating income1)

 

 

135.9

 

 

 

166.4

 

 

 

(18.3

)%

 

 

205.6

 

 

 

182.5

 

 

 

12.7

%

% of sales

 

 

7.4

%

 

 

7.7

%

 

 

(0.3

)pp

 

 

10.1

%

 

 

9.0

%

 

 

1.1

pp

Financial and non-operating items, net

 

 

(23.0

)

 

 

(19.6

)

 

 

17.3

%

 

 

(26.0

)

 

 

(19.4

)

 

 

34.0

%

Income before taxes

 

 

111.3

 

 

 

153.6

 

 

 

(27.5

)%

 

 

148.5

 

 

 

134.4

 

 

 

10.5

%

Tax rate

 

 

32.7

%

 

 

27.4

%

 

 

5.3

pp

 

 

33.5

%

 

 

36.0

%

 

 

(2.5

)pp

Net income

 

 

74.9

 

 

 

111.5

 

 

 

(32.8

)%

 

 

98.8

 

 

 

86.0

 

 

 

14.9

%

Earnings per share, diluted2)

 

 

0.86

 

 

 

1.27

 

 

 

32.3

%

 

 

1.12

 

 

 

0.98

 

 

 

14.3

%

Adjusted earnings per share, diluted1),2)

 

 

0.88

 

 

 

1.20

 

 

 

(26.7

)%

 

 

1.48

 

 

 

1.30

 

 

 

13.8

%

 

1)

Non-U.S. GAAP measure, excluding costs for capacity alignment and antitrust related matters.matters and in 2019 separation of our business segments.

2)

Assuming dilution, when applicable, and net of treasury shares. Participating share awards with right to receive dividend equivalents are under the two-class method excluded from the EPS calculation.

 

FirstThird quarter 2020 development

Gross profit decreasedincreased by $48$21 million and the gross margin increased by 0.5pp0.9pp compared to the same quarter 2019. The gross margin improved despite lower sales and lower utilization of our assets from the decline in LVP, as itincrease was positively impactedprimarily driven by the absence of costs related to the social unrest in Mexico in 2020, savings from indirectlabor and direct workforce adjustments, lower raw material costs and positive currency effects. Although gross margin improved, the lower sales led to a decline in gross profit.materiel productivity.

S,G&A declined by $8$6 million, or 6%, compared to the prior year, mainly due to positive year over year effects from changes in currency exchange rates, legal fees andlower costs for personnel, costs.including consultants.

R,D&E, net declinedcosts increased by $5$3 million compared to the prior year, mainly due to positive year over year effectsas reduced personnel costs was more than offset by negative effect from lower personnel costsengineering income and changes in currency exchange rates, partly offset by lower engineering income.miscellaneous items.

Other income (expense), net declined by $4was negative $30 million, comparedmainly relating to a year earlier, mainly due to that first quarter 2019 was positively impacted by $6.8 millionrestructuring activities in release of EC antitrust provision.Europe.

Operating income decreasedincreased by $39$21 million compared to the same period in 2019, as a consequence of the higher gross profit and lower costs for S,G&A being partly offset by higher costs in Other income (expense), net and R,D&E, net.

Adjusted operating income (Non-U.S. GAAP measure) increased by $23 million compared to the prior year, mainly due to the higher gross profit and lower costs for S,G&A being partly offset by higher costs for R,D&E, net.

Financial and non-operating items, net costs were $7 million higher vs. Q3 2019, mainly as a result of higher interest expense due to higher debt and higher pension related expenses.

Income before taxes increased by $14 million compared to the prior year, mainly due to the higher operating income.

Tax rate was 33.5%, compared to 36.0% in the same quarter last year, impacted by losses without tax benefit and an unfavorable country mix.

Earnings per share, diluted increased by $0.14 compared to a year earlier, where the main drivers were $0.17 from higher adjusted operating income (Non-U.S. GAAP measure) and $0.06 from lower tax partly offset by $0.04 in higher capacity alignment accruals and $0.05 from higher costs for financial items.

22


NINE MONTHS ENDED SEPTEMBER 30, 2020 COMPARED WITH NINE MONTHS ENDED SEPTEMBER 30, 2019

Consolidated Sales

 

 

Nine months ended

September 30

 

 

 

 

 

 

Components of change in

net sales

 

 

 

2020

 

 

2019

 

 

Reported

change

 

 

Currency

effects 1)

 

 

Organic 3)

 

Airbags and other 2)

 

$

3,187.5

 

 

$

4,232.7

 

 

 

(24.7

)%

 

 

(1.8

)%

 

 

(22.9

)%

Seatbelts 2)

 

 

1,743.1

 

 

 

2,123.7

 

 

 

(17.9

)%

 

 

(2.1

)%

 

 

(15.8

)%

Total

 

$

4,930.6

 

 

$

6,356.4

 

 

 

(22.4

)%

 

 

(1.9

)%

 

 

(20.5

)%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Asia

 

$

1,991.2

 

 

$

2,286.1

 

 

 

(12.9

)%

 

 

(1.3

)%

 

 

(11.6

)%

Whereof:     China

 

 

989.1

 

 

 

1,061.7

 

 

 

(6.8

)%

 

 

(1.8

)%

 

 

(5.0

)%

Japan

 

 

487.9

 

 

 

601.6

 

 

 

(18.9

)%

 

 

1.4

%

 

 

(20.3

)%

Rest of Asia

 

 

514.2

 

 

 

622.8

 

 

 

(17.4

)%

 

 

(2.9

)%

 

 

(14.5

)%

Americas

 

 

1,578.9

 

 

 

2,214.2

 

 

 

(28.7

)%

 

 

(3.5

)%

 

 

(25.2

)%

Europe

 

 

1,360.5

 

 

 

1,856.1

 

 

 

(26.7

)%

 

 

(0.8

)%

 

 

(25.9

)%

Total

 

$

4,930.6

 

 

$

6,356.4

 

 

 

(22.4

)%

 

 

(1.9

)%

 

 

(20.5

)%

1)

Effects from currency translations.

2)

Including Corporate and Other sales.

3)

Non-U.S. GAAP measure.

Sales by Product - Airbags

Sales of all our airbag products except textiles declined organically (Non-U.S. GAAP measure) by between 17% and 58% in the first nine months of the year, reflecting the 23.9% decline in LVP. Textiles increased by 51%, reflecting new sales of textiles for manufacturing of personal protection equipment. Inflator sales declined organically (Non-U.S. GAAP measure) by around 58%.

Sales by Product - Seatbelts

Japan showed a slight organic seatbelt sales growth (Non-U.S. GAAP measure), while all other regions showed organic sales declines between 5% and 31%.

Sales by Region

The global organic sales (Non-U.S. GAAP measure) decline of 20.5% was 3.4pp better than LVP (according to IHS). Sales declined organically in all regions. The largest organic sales decline drivers were Americas and Europe, followed by Japan, Rest of Asia and China. Our organic sales (Non-U.S. GAAP measure) development outperformed LVP in all regions - by 5.5pp in China, by 4.3pp in Americas and by 3.6pp in Europe.

First nine months 2020 Organic growth1)

 

Americas

 

 

Europe

 

 

China

 

 

Japan

 

 

Rest of

Asia

 

 

Global

 

Autoliv

 

 

(25.2

)%

 

 

(25.9

)%

 

 

(5.0

)%

 

 

(20.3

)%

 

 

(14.5

)%

 

 

(20.5

)%

Main growth drivers

 

Tesla, Mazda

 

 

Inflators

 

 

GM, Ford, Toyota

 

 

Suzuki, Honda

 

 

GM, Renault

 

 

Tesla

 

Main decline drivers

 

FCA, Honda, Nissan, Inflators

 

 

Daimler, VW, Renault, BMW

 

 

Nissan, Great Wall, Inflators

 

 

Mitsubishi, Nissan, Mazda

 

 

Mitsubishi, Suzuki, Toyota

 

 

FCA, Nissan, Daimler, Honda, Inflators

 

Light Vehicle Production Development

Change vs. same period last year

 

 

Americas

 

 

Europe

 

 

China

 

 

Japan

 

 

Rest of

Asia

 

 

Global

 

LVP1)

 

 

(29.5

)%

 

 

(29.5

)%

 

 

(10.5

)%

 

 

(21.9

)%

 

 

(31.3

)%

 

 

(23.9

)%

1) Source: IHS October 2020.

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

23


Earnings

 

 

Nine months ended September 30

 

 

 

 

 

(Dollars in millions, except per share data)

 

2020

 

 

2019

 

 

Change

 

Net Sales

 

$

4,930.6

 

 

$

6,356.4

 

 

 

(22.4

)%

Gross profit

 

 

745.1

 

 

 

1,157.6

 

 

 

(35.6

)%

% of sales

 

 

15.1

%

 

 

18.2

%

 

 

(3.1

)pp

S, G&A

 

 

(283.7

)

 

 

(300.2

)

 

 

(5.5

)%

% of sales

 

 

(5.8

)%

 

 

(4.7

)%

 

 

1.1

pp

R, D&E, net

 

 

(292.2

)

 

 

(323.5

)

 

 

(9.7

)%

% of sales

 

 

(5.9

)%

 

 

(5.1

)%

 

 

0.8

pp

Amortization of Intangibles

 

 

(7.5

)

 

 

(8.6

)

 

 

(12.8

)%

Other income (expense), net

 

 

(86.4

)

 

 

(28.8

)

 

 

200.0

%

Operating income

 

 

75.3

 

 

 

496.5

 

 

 

(84.8

)%

% of sales

 

 

1.5

%

 

 

7.8

%

 

 

(6.3

)pp

Adjusted operating income1)

 

 

170.2

 

 

 

532.1

 

 

 

(68.0

)%

% of sales

 

 

3.5

%

 

 

8.4

%

 

 

(4.9

)pp

Financial and non-operating items, net

 

 

(62.0

)

 

 

(57.7

)

 

 

7.5

%

Income before taxes

 

 

13.3

 

 

 

438.8

 

 

 

(97.0

)%

Tax rate

 

 

104.4

%

 

 

30.1

%

 

 

74.3

pp

Net (loss) income

 

 

(0.6

)

 

 

306.9

 

 

 

(100.2

)%

(Loss) earnings per share, diluted2)

 

 

(0.02

)

 

 

3.50

 

 

 

(100.6

)%

Adjusted earnings per share, diluted1),2)

 

 

0.95

 

 

 

3.87

 

 

 

(75.5

)%

1)

Non-U.S. GAAP measure, excluding costs for capacity alignment and antitrust related matters and in 2019 separation of our business segments.

2)

Assuming dilution, when applicable, and net of treasury shares. Participating share awards with right to receive dividend equivalents are under the two-class method excluded from the EPS calculation.

First nine months 2020 development

Gross profit declined by $413 million and the gross margin declined by 3.1pp compared to the same period 2019. The gross margin decline was primarily driven by lower sales and lower utilization of our assets from the decline in LVP. The sharp sales decline followed by a volatile restart and ramp-up with limited visibility and predictability had a significant effect on our gross margin, despite significant reductions in costs for material and labor.

S,G&A decreased by $17 million, or by 6%, mainly due to lower personnel costs.

R,D&E, net declined by $31 million, or by 10%, mainly due to positive year-over-year effects from lower personnel costs due to reduced headcount and furloughing.

Other income (expense), net costs increased by $58 million compared to a year earlier, mainly due to higher accruals for restructuring activities in the first nine months of 2020 compared to a year earlier. The accruals are mainly related to future reductions of our indirect workforce.

Operating income decreased by $421 million, mainly as a consequence of the declines in gross profit and other income (expense), net, being partly offset by lower costs for S,G&A and R,D&E, net.

Adjusted operating income (Non-U.S.(Non-U.S. GAAP measure, see reconciliation table below) measure) decreased by around $30$362 million, compared to the prior year, mainly due to the lower gross profit, partly offset by lower costs for S,G&A and R,D&E, net.

Financial and non-operating items, net was $3costs were $4 million higher costs than a year earlier, mainly due to losses onunfavorable effects of exchange rate fluctuations in the first quarter 2020.changes and higher pension related expenses.

Income before taxes decreased by $42$426 million, compared to the prior year, mainly due to theas a consequence of lower operating income.

Tax rate of 32.7% was 5.3pp higher than in the same quarter104.4%, compared to 30.1% last year, primarily due toimpacted by unfavorable country mix.mix and losses without tax benefit.

Earnings per share, diluted decreased by 41 cents compared to a year earlier,$3.52 where the main drivers were 53 cents$2.89 from lower adjusted operating income and 5 cents$0.60 from higher financial and non-operating items, partly offset by 16 cents from lower overall tax.capacity alignment accruals.

 

2224


LIQUIDITY AND SOURCES OF CAPITAL

 

 

FirstThird quarter 2020 development

Operating working capital (Non-U.S.(Non-U.S. GAAP measure, see reconciliation table below)measure) was 6.7%5.3% of sales compared to 7.4%7.2% of sales a year earlier, mainly due to loweras a consequence of more positive effects from accounts receivable.receivables, inventories and various accruals vs. the prior year. The Company targets that operating working capital in relation to the last 12-month sales should not exceed 10%.

Cash from operating activitiesOperating cash flow was $156$352 million, compared to $154$195 million a year earlier, as the lower netearlier. The improvement was mainly due to more positive effects from changes in accounts payable and accrued expenses, inventories and income was more thantaxes partly offset by positivemore negative effect from deferred income taxesreceivables and favorable impact from net changes in operatingother assets and liabilities.vs. the prior year.

Capital expenditure, net of $88 million was $20 million38% lower than a year earlier, reflecting the ambitionour efforts to limitreduce capital investments.expenditure to support cash flow. Capital expenditure, net in relation to sales was 4.8%3.8% vs. 5.0%6.0% a year earlier.

Cash from operating activities lessFree cash used in investing activitiesflow (Non-U.S. GAAP measure) amounted to $68$276 million, compared to $46$73 million a year earlier. The increase of $22 million was mainly due to the higher operating cash flow and lower capital expenditure, net.

Cash conversion (Non-U.S. GAAP measure) defined as free cash flow (Non-U.S. GAAP measure) in relation to net income, was 279%, driven by the high level of free cash flow.

Net debt (Non-U.S.(Non-U.S. GAAP measure, see reconciliation table below) amounted to $1,630measure) was $1,573 million as of March 31,September 30, 2020, which was $22$208 million higherlower than a year earlier and $20$265 million lower compared to December 31, 2019.June 30, 2020.

Liquidity position.position At March 31,September 30, 2020, ourthe cash balance was around $0.9$1.5 billion, and including committed, unused loan facilities, our liquidity position was around $1.5 billion after drawing fully on our$2.0 billion. On October 2, 2020, the Revolving Credit Facility on April 2, 2020. Debtwas fully repaid through a $600 million payment. Remaining debt maturing in 2020 is around $318$117 million, with another $275 million maturing in 2021.

Leverage ratio (Non-U.S.(Non-U.S. GAAP measure, see reconciliation table below)measure) Autoliv’s policy is to maintain a leverage ratio commensurate with a strong investment grade credit rating. The Company measures its leverage ratio as net debt (Non-U.S. GAAP measure) adjusted for pension liabilities in relation to adjusted EBITDA (Non-U.S. GAAP measure, see calculation below)measure). The long-term target is to maintain a leverage ratio of around 1x within a range of 0.5x to 1.5x. As of March 31,September 30, 2020, the Company had a leverage ratio of 1.7x,2.4x, compared to 1.6x1.8x at March 31, 2019. The increase is due toSeptember 30, 2019 as a lower net debt was more than offset by a lower adjusted 12 month trailing EBITDA in the current period compared tovs. a year earlier. Compared to December 31, 2019,At June 30, 2020, the leverage ratio is unchanged.was 2.9x.

Total equity increased by $70$114 million compared to March 31,September 30, 2019 mainly due to $425$155 million in net income and $28 million from positive foreign exchange effects, partly offset by $217$55 million in dividends, $120dividends.

First nine months 2020 development

Operating cash flow was $380 million compared to $328 million a year earlier. The improvement was primarily a result of more positive effects from changes in exchange ratesworking capital in 2020 and $27the EC antitrust payment of $203 million from pension liability adjustments. Asin Q2 2019, partly offset by a lower net income in 2020.

Capital expenditure, net of $229 million was 36% lower than a year earlier, reflecting efforts to reduce capital expenditure to support cash flow. Capital expenditure, net in relation to sales was 4.6% compared to 5.6% in the Company canceledsame period 2019.

Free cash flow (Non-U.S. GAAP measure) amounted to $152 million compared to $30 million negative a year earlier, where the previously announced second quarter dividendimprovement was due to the higher operating cash flow and lower capital expenditure, net.

Cash conversion (Non-U.S. GAAP measure) defined as free cash flow (Non-U.S. GAAP measure) in April 2020, $54 million has been reclassified backrelation to total equitynet income, was not meaningful in April 2020the first half year as net income was close to zero.

 

 

2325


Non-U.S. GAAP measures

Reconciliation of U.S. GAAP financial measures to “Adjusted operating income”, “Adjusted operating margin” and “Adjusted EPS”

(Dollars in millions, except per share data)

 

 

Three months ended March 31, 2020

 

 

Three months ended March 31, 2019

 

 

Three months ended September 30, 2020

 

 

Three months ended September 30, 2019

 

 

Reported U.S.

GAAP

 

 

Adjustments1)

 

 

Non-U.S.

GAAP

 

 

Reported U.S.

GAAP

 

 

Adjustments1)

 

 

Non-U.S.

GAAP

 

 

Reported

U.S.

GAAP

 

 

Adjustments1)

 

 

Non-U.S.

GAAP

 

 

Reported

U.S.

GAAP

 

 

Adjustments1)

 

 

Non-U.S.

GAAP

 

Operating income

 

$

134.3

 

 

$

1.6

 

 

$

135.9

 

 

$

173.2

 

 

$

(6.8

)

 

$

166.4

 

 

$

174.5

 

 

$

31.1

 

 

$

205.6

 

 

$

153.8

 

 

$

28.7

 

 

$

182.5

 

Operating margin, %

 

 

7.3

 

 

 

0.1

 

 

 

7.4

 

 

 

8.0

 

 

 

(0.3

)

 

 

7.7

 

 

 

8.6

 

 

 

1.5

 

 

 

10.1

 

 

 

7.6

 

 

 

1.4

 

 

 

9.0

 

EPS, diluted

 

 

0.86

 

 

 

0.02

 

 

 

0.88

 

 

 

1.27

 

 

 

(0.07

)

 

 

1.20

 

Earnings per share, diluted

 

 

1.12

 

 

 

0.36

 

 

 

1.48

 

 

 

0.98

 

 

 

0.32

 

 

 

1.30

 

 

1)

Including costs for capacity alignment and antitrust related matters.matters and in 2019 separation of our business segments.

 

 

Nine months ended September 30, 2020

 

 

Nine months ended September 30, 2019

 

 

 

Reported

U.S.

GAAP

 

 

Adjustments1)

 

 

Non-U.S.

GAAP

 

 

Reported

U.S.

GAAP

 

 

Adjustments1)

 

 

Non-U.S.

GAAP

 

Operating income

 

$

75.3

 

 

$

94.9

 

 

$

170.2

 

 

$

496.5

 

 

$

35.6

 

 

$

532.1

 

Operating margin, %

 

 

1.5

 

 

 

2.0

 

 

 

3.5

 

 

 

7.8

 

 

 

0.6

 

 

 

8.4

 

(Loss) earnings per share, diluted

 

 

(0.02

)

 

 

0.97

 

 

 

0.95

 

 

 

3.50

 

 

 

0.37

 

 

 

3.87

 

1)

Including costs for capacity alignment and antitrust related matters and in 2019 separation of our business segments.

Items included in Non-U.S. GAAP adjustments

(Dollars in millions, except per share data)

 

 

 

Three months ended March 31, 2020

 

 

Three months ended March 31, 2019

 

 

Three months ended

September 30, 2020

 

 

Three months ended

September 30, 2019

 

 

Millions

 

 

Per share

 

 

Millions

 

 

Per share

 

 

Millions

 

 

Per share

 

 

Millions

 

 

Per share

 

Capacity alignment

 

$

1.6

 

 

$

0.02

 

 

$

(0.1

)

 

$

(0.00

)

 

$

30.9

 

 

$

0.36

 

 

$

27.4

 

 

$

0.31

 

Antitrust related matters

 

 

0.0

 

 

 

0.00

 

 

 

(6.7

)

 

 

(0.07

)

 

 

0.2

 

 

 

0.00

 

 

 

0.1

 

 

 

0.00

 

Separation costs

 

 

 

 

 

 

 

 

1.2

 

 

 

0.01

 

Total adjustments to operating income

 

 

1.6

 

 

 

0.02

 

 

$

(6.8

)

 

 

(0.07

)

 

$

31.1

 

 

$

0.36

 

 

$

28.7

 

 

$

0.32

 

Tax on non-U.S. GAAP adjustments1)

 

 

0.0

 

 

 

0.00

 

 

 

0.0

 

 

 

0.00

 

 

 

0.0

 

 

 

0.00

 

 

 

(0.4

)

 

 

0.00

 

Total adjustments to net income

 

$

1.6

 

 

$

0.02

 

 

$

(6.8

)

 

$

(0.07

)

 

 

31.1

 

 

 

0.36

 

 

 

28.3

 

 

 

0.32

 

 

1)

The tax is calculated based on the tax laws in the respective jurisdiction(s) of the adjustment(s).

 

 

Nine months ended

September 30, 2020

 

 

Nine months ended

September 30, 2019

 

 

 

Millions

 

 

Per share

 

 

Millions

 

 

Per share

 

Capacity alignment

 

$

94.4

 

 

$

1.08

 

 

$

40.5

 

 

$

0.46

 

Antitrust related matters

 

 

0.5

 

 

 

0.01

 

 

 

(6.1

)

 

 

(0.07

)

Separation Costs

 

 

 

 

 

 

 

 

1.2

 

 

 

0.01

 

Total adjustments to operating income

 

 

94.9

 

 

 

1.09

 

 

 

35.6

 

 

 

0.40

 

Tax on non-U.S. GAAP adjustments1)

 

 

(9.9

)

 

 

(0.12

)

 

 

(3.0

)

 

 

(0.03

)

Total adjustments to net income

 

$

85.0

 

 

$

0.97

 

 

$

32.6

 

 

$

0.37

 

1)

The tax is calculated based on the tax laws in the respective jurisdiction(s) of the adjustment(s).

 

 

The Company uses the non-U.S. GAAP measure “Operating working capital,” as defined in the table below, in its communications with investors and for management’s review of the development of the working capital cash generation from operations. The reconciling items used to derive this measure are, by contrast, managed as part of the Company’s overall cash and debt management, but they are not part of the responsibilities of day-to-day operations’ management. The historical periods in the table have been restated to only reflect continuing operations.

26


Reconciliation of U.S. GAAP financial measure to “Operating working capital”

(Dollars in millions)

 

 

March 31, 2020

 

 

March 31, 2019

 

 

December 31, 2019

 

 

September 30, 2020

 

 

September 30, 2019

 

 

December 31, 2019

 

Total current assets

 

$

3,307.0

 

 

$

3,111.1

 

 

$

3,002.1

 

 

$

4,036.5

 

 

$

2,908.8

 

 

$

3,002.1

 

Total current liabilities 1)

 

 

(2,226.2

)

 

 

(2,535.3

)

 

 

(2,410.2

)

Total current liabilities

 

 

(3,221.3

)

 

 

(2,304.8

)

 

 

(2,410.2

)

Working capital

 

 

1,080.8

 

 

 

575.8

 

 

 

591.9

 

 

 

815.2

 

 

 

604.0

 

 

 

591.9

 

Cash and cash equivalents

 

 

(907.2

)

 

 

(436.6

)

 

 

(444.7

)

 

 

(1,476.5

)

 

 

(334.4

)

 

 

(444.7

)

Short-term debt

 

 

318.8

 

 

 

437.6

 

 

 

368.1

 

 

 

1,025.5

 

 

 

289.9

 

 

 

368.1

 

Derivative (asset) and liability, current

 

 

4.4

 

 

 

2.4

 

 

 

(4.2

)

 

 

15.1

 

 

 

5.9

 

 

 

(4.2

)

Dividends payable 2)

 

 

54.1

 

 

 

54.0

 

 

 

54.1

 

Dividends payable 1)

 

 

 

 

 

54.1

 

 

 

54.1

 

Operating working capital

 

$

550.9

 

 

$

633.2

 

 

$

565.2

 

 

$

379.3

 

 

$

619.5

 

 

$

565.2

 

1)

On April 2, 2020, the Company canceled its declared dividend for the second quarter of 2020 and no additional dividends have been declared in 2020.

 

1) March 31, 2019 excluding the EC antitrust accrual.

2) As of April 2, 2020, the dividend payable in Mar 31, 2020 has been cancelled.

24


Reconciliation of U.S. GAAP financial measure to “Net debt”

(Dollars in millions)

 

 

March 31, 2020

 

 

March 31, 2019

 

 

December 31, 2019

 

 

September 30, 2020

 

 

September 30, 2019

 

 

December 31, 2019

 

Short-term debt

 

$

318.8

 

 

$

437.6

 

 

$

368.1

 

 

$

1,025.5

 

 

$

289.9

 

 

$

368.1

 

Long-term debt

 

 

2,209.4

 

 

 

1,598.1

 

 

 

1,726.1

 

 

 

2,007.1

 

 

 

1,815.1

 

 

 

1,726.1

 

Total debt

 

 

2,528.2

 

 

 

2,035.7

 

 

 

2,094.2

 

 

 

3,032.6

 

 

 

2,105.0

 

 

 

2,094.2

 

Cash and cash equivalents

 

 

(907.2

)

 

 

(436.6

)

 

 

(444.7

)

 

 

(1,476.5

)

 

 

(334.4

)

 

 

(444.7

)

Debt issuance cost/Debt-related derivatives, net

 

 

8.5

 

 

 

8.1

 

 

 

0.3

 

 

 

17.0

 

 

 

10.7

 

 

 

0.3

 

Net debt

 

$

1,629.5

 

 

$

1,607.2

 

 

$

1,649.8

 

 

$

1,573.1

 

 

$

1,781.3

 

 

$

1,649.8

 

 

The non-U.S. GAAP measure net debt is also used in the non-U.S. GAAP measure “Leverage ratio”. Management uses this measure to analyze the amount of debt the Company can incur under its debt policy. Management believes that this policy also provides guidance to credit and equity investors regarding the extent to which the Company would be prepared to leverage its operations. For details on leverage ratio refer to the table.

Calculation of “Leverage ratio”

(Dollars in millions)

 

 

March 31, 2020

 

 

March 31, 2019

 

 

December 31, 2019

 

 

September 30, 2020

 

 

September 30, 2019

 

 

December 31, 2019

 

Net debt1)

 

$

1,629.5

 

 

$

1,607.2

 

 

$

1,649.8

 

 

$

1,573.1

 

 

$

1,781.3

 

 

$

1,649.8

 

Pension liabilities

 

 

231.8

 

 

 

200.4

 

 

 

240.2

 

 

 

239.2

 

 

 

199.9

 

 

 

240.2

 

Debt per the Policy

 

 

1,861.3

 

 

 

1,807.6

 

 

 

1,890.0

 

 

 

1,812.3

 

 

 

1,981.2

 

 

 

1,890.0

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income2)

 

 

426.2

 

 

 

172.8

 

 

 

462.8

 

 

 

155.3

 

 

 

216.1

 

 

 

462.8

 

Less; Net loss from discontinued operations2)

 

 

 

 

 

157.1

 

 

 

 

 

 

 

 

 

(2.0

)

 

 

 

Net income continuing operations2)

 

 

426.2

 

 

 

329.9

 

 

 

462.8

 

 

 

155.3

 

 

 

214.1

 

 

 

462.8

 

Income taxes 2)

 

 

179.9

 

 

 

207.2

 

 

 

185.6

 

 

 

67.6

 

 

 

226.8

 

 

 

185.6

 

Interest expense, net2,3)

 

 

64.1

 

 

 

64.3

 

 

 

65.9

 

 

 

65.6

 

 

 

67.0

 

 

 

65.9

 

Depreciation and amortization of intangibles2)

 

 

349.3

 

 

 

350.1

 

 

 

350.6

 

 

 

358.6

 

 

 

348.8

 

 

 

350.6

 

Antitrust related matters, capacity alignment and separation costs2, 4)

 

 

57.0

 

 

 

205.7

 

 

 

48.6

 

Antitrust related matters, capacity alignment and

separation costs2

 

 

107.8

 

 

 

254.5

 

 

 

48.6

 

EBITDA per the Policy

 

$

1,076.5

 

 

$

1,157.2

 

 

$

1,113.5

 

 

$

754.9

 

 

$

1,111.2

 

 

$

1,113.5

 

Leverage ratio

 

 

1.7

 

 

 

1.6

 

 

 

1.7

 

 

 

2.4

 

 

 

1.8

 

 

 

1.7

 

 

1)

Net debt (non-U.S. GAAP measure) is short- and long-term debt and debt-related derivatives, less cash and cash equivalents.

2)

Latest 12-months.

3)

Interest expense, net is interest expense including cost for extinguishment of debt, if any, less interest income.

4)

March 31, 2019 only including antitrust related matters.

 

27


Headcount

 

 

March 31, 2020

 

 

March 31, 2019

 

 

December 31, 2019

 

 

September 30, 2020

 

 

June 30, 2020

 

 

September 30, 2019

 

Headcount

 

 

65,500

 

 

 

66,900

 

 

 

65,200

 

 

 

65,300

 

 

 

61,800

 

 

 

64,900

 

Whereof:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Direct workers in manufacturing

 

 

71

%

 

 

71

%

 

 

71

%

 

 

72

%

 

 

70

%

 

 

71

%

Best cost countries

 

 

81

%

 

 

80

%

 

 

81

%

 

 

81

%

 

 

81

%

 

 

80

%

Temporary personnel

 

 

8

%

 

 

12

%

 

 

10

%

 

 

9

%

 

 

6

%

 

 

9

%

 

Compared to December 31, 2019,June 30, 2020, total headcount (permanent employees and temporary personnel) increased by approximately 300.3,522. The increase in the quarter iswas driven by an increase inof around 9% of the direct workforce while thereflecting a sharp increase in light vehicle production compared to second quarter 2020. The indirect workforce is unchanged. Our operations in China are currently operating at normal levels while OEM plant closures in other regions, notably Europe and North America, were initiated mid-March and those effects are not reflected indecreased by around 2%, reflecting our headcount as of March 31, 2020. Our initial responses to manage the demand declines in Europe and Americas involve mainly furloughing employees and shorter work weeks which impacts wage and salary costs but not the overall headcount.Structural Efficiency Programs. Compared to a year ago, total headcount decreasedincreased by 1,400, with close to 70%0.6%, driven by an increase of around 3% of the direct workforce and a reduction being inof 4% of the directindirect workforce.

 

 

OutlookFull year 2020 indications

 

No full yearThe Company’s organic sales growth and adjusted operating margin outlook indications for 2020 indications will be provided until effects of COVID-19 pandemic can be better assessed.reflect continuing uncertainty in the automotive markets and are mainly based on our customer call-offs and light vehicle production according to IHS.

Financial measure

Full year indication

Net sales growth

Around (14.5)%

Organic sales growth

Around (13)%

Adjusted operating margin1)

Around 6.0%

R,D&E, net % of sales

Above 2019 level

Tax rate 2)

Around 40%

Operating cash flow 2)

Below 2019 level

Capex, net % of sales

Below 2019 level

Leverage ratio at year-end

Above target range

1) Excluding costs for capacity alignments and antitrust related matters.

2)Excluding unusual items.

The forward-looking non-U.S. GAAP financial measures above are provided on a non-U.S. GAAP basis. The Company has not provided a U.S. GAAP reconciliation of these measures because items that impact these measures, such as costs related to capacity alignments and antitrust matters, cannot be reasonably predicted or determined. As a result, such reconciliation is not available without unreasonable efforts and Autoliv is unable to determine the probable significance of the unavailable information.

OFF-BALANCE SHEET ARRANGEMENTS

The Company does not have any off-balance sheet arrangements that have, or are reasonably likely to have, a material current or future effect on its financial position, results of operations or cash flows.

25


CONTRACTUAL OBLIGATIONS AND COMMITMENTS

The Company’s future contractual obligations have not changed materially from the amounts reported in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019 filed with the SEC on February 21, 2020.

28


OTHER RECENT EVENTS

Key launches in the FirstThird Quarter of 2020

Below are some of the key models which were launched in the first quarter of 2020.

Toyota Yaris: Side airbags, Head/Inflatable Curtain airbags and Seatbelts.

Suzuki Hustler: Steering Wheel, Driver/Passenger airbags, Side airbags, Head/Inflatable Curtain airbags and Seatbelts.

Audi A3: Steering Wheel, Driver/Passenger airbags, Front Center Airbag and Seatbelts.

Genesis GV80: Driver/Passenger airbags, Knee Airbag, Side airbags, Head/Inflatable Curtain airbags and Front Center Airbag.

Lynk & Co 05: Steering Wheel, Driver/Passenger airbags, Side airbags, Head/Inflatable Curtain airbags and Seatbelts.

Tesla Model Y: Driver/Passenger airbags, Knee Airbag, Side airbags, Head/Inflatable Curtain airbags and Seatbelts.

Genesis G80: Steering Wheel, Driver/Passenger airbags, Knee Airbag, Side airbags, Head/Inflatable Curtain airbags and Front Center Airbag.

Cadillac CT4: Steering Wheel, Driver/Passenger airbags, Side airbags, Head/Inflatable Curtain airbags and Seatbelts.

Polestar 2: Driver/Passenger airbags, Knee Airbag, Side airbags and Head/Inflatable Curtain airbags.

Other Items

On January 31, 2020, Autoliv announced the first unique crash test with a concept airbag for e-scooters. Initial results indicate the e-scooter airbag reduces injuries to an e-scooter rider's headCadillac Escalade: Steering Wheel and chest. This is the next step in a focused and continued effort to provide safety solutions within the area of micromobility.Driver/Passenger Airbags.

On February 18, 2020, Autoliv announced it released a series of recommendations to improve road safety in India. The recommendations were developed in cooperation with the Indian government, local authoritiesMercedes S-Class: Steering Wheel, Driver/Passenger Airbags, Bag In Belt and stakeholders.Pyrotechnical Safety Switch.

On February 25, 2020, Autoliv announced it joined Together for Safer Roads (TSR), a coalition of leading private sector companies dedicated to preventing traffic crashes, injuriesVW ID.3: Steering Wheel, Driver/Passenger Airbags and deaths on roadways around the world. Specifically, Autoliv will be an integral member of the coalition's Global Leadership Council for Fleet Safety, a TSR program that uses peer-to-peer knowledge-sharing to help smaller fleet operators create safety cultures and reduce risk.Seatbelts.

Citroen C4: Steering Wheel, Driver/Passenger Airbags, Side Airbags, Head/Inflatable Curtain Airbags and Seatbelts.

Hyundai Tucson: Driver/Passenger Airbags, Head/Inflatable Curtain Airbags and Seatbelts.

Nissan Rogue/X-Trail: Driver/Passenger Airbags, Knee Airbag and Front Center Airbag.

Ford F-150: Driver/Passenger Airbags, Side Airbags and Head/Inflatable Curtain Airbags.

Ford Bronco: Driver/Passenger Airbags, Knee Airbag, Side Airbags and Seatbelts.

Ford Mustang Mach-E: Driver/Passenger Airbags, Knee Airbag, Side Airbags and Seatbelts.

Other Items

On February 28,August 3, 2020, Autoliv announced the appointment of Laurie Brlas as an independent member to its Board of Directors. Ms Brlas is a certified public accountant that Dan Garceau had notifiedhas held CFO positions in Newmont Mining Corporation and Cliffs Natural Resources and currently serves on the company that he is resigning as Presidentboard of Autoliv Americas to pursue another position outside the company. Mr. Garceau has been the Presidentdirectors of Autoliv Americas since September 2014. His resignation will be effective no later than August 10, 2020. The company initiated a search for Mr. Garceau's replacement who will be announced at a later date.Albemarle Corporation, Exelon Corporation and Graphic Packaging Holding Company.

On March 19,October 1, 2020, Autoliv announced measuresthe promotion of Colin Naughton to mitigate the effectsposition of the COVID-19 pandemicPresident, Asia and that it drew down $500 million from its revolving credit facility.

On April 2, 2020, Autoliv announced withdrawala member of its 2020 guidance until COVID-19 pandemic effects canAutoliv’s Executive Management Team. The promotion is expected to be better assessed, the draw down of the remaining $600 million from its revolving credit facility and the cancellation of its dividend.

The Company set May 7,effective on November 1, 2020 as Brad Murray, current President of Autoliv Asia, has chosen to return to the dateUnited States after a multi-decade career in Japan. Colin has extensive experience leading large-scale operations and driving positive results for its 2020 annual meetingnearly two decades. He began his career at Autoliv in 1995, progressing into various Sales, Engineering and Operations leadership roles in several of stockholders. The meetingAutoliv's locations in Asia. Colin will be a virtual meeting. Onlyrelocate from Thailand to Japan, where the stockholders of record at the close of business on March 11, 2020 will be entitled to be present and vote at the meeting.Autoliv Asia Division is headquartered.

 

Next Report

Autoliv intends to publish the quarterly earnings report for the second quarter of 2020 on Friday, July 17, 2020.

2629


ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

As of March 31,September 30, 2020, there have been no material changes to the information related to quantitative and qualitative disclosures about market risk that was provided in the Company’s Annual Report on Form 10-K for the year ended December 31, 2019, filed with the SEC on February 21, 2020.

ITEM 4. CONTROLS AND PROCEDURES

(a)

Evaluation of Disclosure Controls and Procedures

An evaluation has been carried out, under the supervision and with the participation of the Company's management, including our Chief Executive Officer and Chief Financial Officer, of the effectiveness of the design and operation of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")) as of the end of the period covered by this report. Based on such evaluation, the Company's Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, the Company's disclosure controls and procedures are effective.

(b)

Changes in Internal Control over Financial Reporting

There have not been any changes in the Company’s internal control over financial reporting (as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) during the fiscal quarter to which this report relates that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting.

27The Company’s ability to maintain an effective internal control environment has not been impacted by the COVID-19 pandemic. The Company is continually monitoring and assessing the COVID-19 pandemic on the its internal controls to minimize the impact on their design and operating effectiveness.

30


PART II - OTHER INFORMATION

In the ordinary course of our business, we are subject to legal proceedings brought by or against us and our subsidiaries. 

See Part I, Item 1, "Financial Statements, Note 129 Contingent Liabilities" of this Quarterly Report on Form 10-Q for a summary of certain ongoing legal proceedings. Such information is incorporated into this Part II, Item 1—"Legal Proceedings" by reference.

ITEM 1A. RISK FACTORS

Except foras set forth below,as of March 31,September 30, 2020, there have been no material changes to the risk factors that were previously disclosed in Item 1A in the Company’s Form 10-K for the year ended December 31, 2019 filed with the SEC on February 21, 2020.

 

We face risks related to the novel coronavirus (COVID-19) pandemic that could adversely affecthave, and are expected to continue to have, an adverse impact on our business and financial performance

 

The COVID-19 pandemic has created significant volatility in the global economy and led to significant reduced economic activity and employment and has disrupted, and may continue to disrupt, the global automotive industry and customer sales, production volumes and purchases of light vehicles by end-consumers. The spread of COVID-19 has created a disruptionalso caused disruptions in the manufacturing, delivery and overall supply chainchains of automobile manufacturers and suppliers. Global light vehicle production has decreased significantly and some vehicle manufacturers have slowed down, completely shutdown manufacturing operations for a period of time and/or restarted production in some countries and regions, including the United States and Europe.regions. As a result, we have modified our production schedules and have experienced, and may continue to experience, delays in the production and distribution of our products and the loss ofa decline in sales to our customers. WhenAs production resumes by us and our customers, production volumes have been and may continue to be volatile and we will likely needvolatile. We have also taken protective measures to modify our production environment to ensure the health and safety of our workers.  If we are unsuccessful in managing the re-start ofworkers which has had an impact on our production, our results of operations may be materially impacted.productivity. Additionally, Ifif the global economic effects caused by the pandemic continue or increase, overall customer demand may continue to decrease, which could have a material and adverse effect on our business, results of operation,operations and financial condition. In addition, if a significant portion of our workforce or our customers’ workforce areis affected by COVID-19 either directly or due to government closures or otherwise, associated work stoppages or facility closures would halt or delay production.  

The full extent of the effect of the pandemic on us, our customers, our supply chain and our business will depend on future developments, which are highly uncertain and cannot be assessed at this time although we expect our full year 2020 resultspredicted with confidence, including the duration and severity of operations to be adversely affected.the outbreak or subsequent outbreaks. We may continue to experience the effects of the pandemic even after it has waned, and our business, results of operations and financial condition could continue to be affected. In particular, if COVID-19 continues to spread or re-emerges, particularly in the United States, Europe and China, where our operations are most concentrated, resulting in a prolonged period of travel, commercial, social and other similar restrictions, we could experience, among other things:

Adverse impacts on our operations and financial results caused by government and regulatory measures to contain or mitigate the spread of the virus, temporary closures of our facilities or the facilities of our customers or suppliers, which could impact our ability to timely meet our customers’ orders or negatively impact our supply chain;

The failure of third parties on which we rely, including our suppliers, customers, contractors, commercial banks and external business partners, to meet their respective obligations to the Company, or significant disruptions in their ability to do so, which may be caused by their own financial or operational difficulties including bankruptcy or default;

Disruptions or restrictions on our employees’ ability to work effectively, due to illness, quarantines, travel bans, shelter-in-place orders or other limitations;

Interruptions to the operations of our business if the health of our executives, management personnel and other employees are affected, particularly if a significant number of individuals are impacted;

Any accident, COVID-19 illness, or injury to our employees could result in litigation, manufacturing delays and harm to our reputation, which could negatively affect our business, results of operations and financial condition;

Changes in prices of tooling and services may be impacted by worldwide demand and by the ongoing COVID-19 pandemic. Such price increases could materially increase our operating costs and adversely affect our profit margin;

Governments and regulators may choose to delay new automobile safety regulations which could impact the average global content of passive safety systems per light vehicle in the near term;

Some of our competitors are (or may be) owned by a governmental entity and/or receive various forms of governmental aid or support, which we may not be eligible for, and which may put us at a competitive disadvantage;

31


Increased cybersecurity and privacy risks and risks related to the reliability of technology to support remote operations;

Sudden and/or severe declines in the market price of our common stock; and

Costs incurred and revenues lost during and from the effects of the COVID-19 pandemic likely will not be recoverable.

In addition to the risks specifically described above, the impact of COVID-19 is likely to implicate and exacerbate other risks disclosed in Item 1A. Risk Factors in our Annual Report on Form 10-K for the year ended December 31, 2019.

You should not anticipate or expect the payment of cash dividends on our common stock

Our dividend policy is subject to the discretion of our Board of Directors and depends upon a number of factors, including our earnings, financial condition, cash and capital needs, indebtedness and leverage, and general economic or business conditions. On April 2, 2020 our Board of Directors suspended our quarterly dividend after determining that a suspension was necessary in light of the evolving global COVID-19 pandemic, decline in global LVP, the uncertainty surrounding the recession at that time and the inherent risk of customer defaults. There can be no assurance that our Board of Directors will declare dividends in the future.

Our business is exposed to risks inherent in international operations

We currently conduct operations in various countries and jurisdictions, including locating certain of our manufacturing and distribution facilities internationally, which subjects us to the legal, political, regulatory and social requirements and economic conditions in these jurisdictions. Some of these countries are considered growth markets and emerging markets. International sales and operations, especially in growth markets, subject us to certain risks inherent in doing business abroad, including:

exposure to local economic conditions;

unexpected changes in laws, regulations, trade, or monetary or fiscal policy, including interest rates, foreign currency exchange rates, and changes in the rate of inflation in the emerging markets and countries in which we do business;

foreign tax consequences;

inability to collect, or delays in collecting, value-added taxes and/or other receivables associated with remittances and other payments by subsidiaries;

exposure to local political turmoil and challenging labor conditions;

changes in general economic and political conditions in countries where we operate, particularly in emerging markets;

expropriation and nationalization;

enforcing legal agreements or collecting receivables through foreign legal systems;

wage inflation in growth markets;

currency controls, including lack of liquidity in foreign currency due to governmental restrictions, trade protection policies and currency controls, which may create difficulty in repatriating profits or making other remittances;

compliance with the requirements of an increasing body of applicable anti-bribery laws;

reduced intellectual property protection in various markets;

investment restrictions or requirements; and

the imposition of product tariffs and the burden of complying with a wide variety of international and U.S. export laws.

The Company is subject to taxation in the U.S. and numerous foreign jurisdictions. The Organization for Economic Co-operation and Development (“OECD”) continues its base erosion and profit shifting (“BEPS”) project begun in 2015 with new proposals for a global minimum tax, further development of a coordinated set of rules for taxation and the allocation of taxing rights between jurisdictions. These proposals, if adopted by countries in which we operate, could result in changes to tax policies, including transfer pricing policies, that could ultimately impact our tax liabilities. The timing or impact of these proposals and recommendations is unclear at this point. Changes in tax laws or policies by the U.S. or foreign jurisdictions could result in a higher effective tax rate on our worldwide earnings, and any such change could have a material adverse effect on our business prospects, cash flows, operating results and financial condition.  

Our international operations also depend upon favorable trade relations between the U.S. and those foreign countries in which our customers and suppliers have operations. The current U.S. presidential administration has created uncertainty about the future relationship between the U.S. and certain of its trading partners, including with respect to the trade policies and agreements, treaties, government regulations and tariffs that could apply to trade between the U.S. and other nations. These developments may have a material adverse effect on global economic conditions and the stability of global financial markets, and may significantly reduce global trade and, in particular, trade between these nations and the U.S. It could also impact importing certain foreign-produced vehicles into the U.S. Similarly, the political situations in certain countries, specifically Brazil, China, France, Russia,

32


Turkey, and the United Kingdom, make it difficult to predict the near-term stability of trade costs with these nations. Meanwhile, the U.S. presidential election in November 2020 could result in a shift in U.S. trade policy that is impossible to predict at this time. Changes in national policy or continued uncertainty could depress economic activity and restrict our access to suppliers or customers and have a material adverse effect on our cash flows, operating results and financial condition.

Increasing our manufacturing footprint in the growth markets and our business relationships with automotive manufacturers in these markets are particularly important elements of our strategy. As a result, our exposure to the risks described above may be greater in the future, and our exposure to risks associated with developing countries, such as the risk of political upheaval and reliability of local infrastructure, may increase.

Significant changes to international trade policy, including the recently enacted USMCA could adversely affect our financial performance

In October 2018, the U.S., Mexico and Canada agreed to a trade deal that would replace NAFTA known as The United States Mexico Canada Agreement (“USMCA”). The USMCA has been ratified by Mexico, the U.S. and Canada. The USMCA was entered into on July 1, 2020. As adopted, the USMCA changes the automotive rules of origin that dictate what percentage of an automobile must be built from parts that originated from countries in the North American region. Reflective of the automotive industry, our vehicle parts manufacturing facilities in the U.S., Mexico and Canada are highly dependent on duty-free trade within the USMCA free trade region. As a result of these policy changes and other proposals of the Trump Administration, there may be greater restrictions and economic disincentives on international trade. New tariffs and other changes in U.S. trade policy could trigger retaliatory actions by affected countries. Such changes have the potential to adversely impact the U.S. economy or certain sectors thereof, including our industry and the global demand for our products and, as a result, could negatively impact our financial performance.

Our business in Asia is subject to aggressive competition and is sensitive to economic and market conditions

We operate in the automotive supply market throughout Asia including the highly competitive markets in China, Korea, and India. In each of these markets we face competition from both international and smaller domestic manufacturers. Due to the significance of the Asian markets for our profit and growth, we are exposed to risks in China, Korea, and India. We anticipate that additional competitors, both international and domestic, may seek to enter the Chinese, Korean, and/or Indian markets resulting in increased competition. Increased competition may result in price reductions, reduced margins and our inability to gain or hold market share. There have been periods of increased market volatility and moderation in the levels of economic growth in China, which resulted in periods of lower automotive production growth rates in China than those previously experienced. Our business in Asia is sensitive to economic and market conditions that drive automotive sales volumes in China, Korea, and India and may be impacted if there are reductions in vehicle demand in those markets. If we are unable to maintain our position in these Asian markets, the pace of growth slows, or vehicle sales in these markets decrease, our business prospects, operating results and financial condition could be materially adversely affected.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

Stock repurchase program

During the quarter ended March 31,September 30, 2020, the Company made no stock repurchases. The Company is authorized to purchase up to 47.5 million shares of common stock under its stock repurchase program, which was first approved by the board of directors of the Company on May 9, 2000. Under the existing authorization, 2,986,288 shares may be repurchased. The stock repurchase program does not have an expiration date.

ITEM 3. DEFAULTS UPON SENIOR SECURITIES

Not applicable.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.

ITEM 5. OTHER INFORMATION

 

Not applicable.

2833


ITEM 6. EXHIBITS

 

Exhibit No.

 

Description

 

 

 

  3.1

 

Autoliv’s Restated Certificate of Incorporation, as amended, incorporated herein by reference to Exhibit 3.1 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date April 22, 2015).

 

 

 

  3.2

 

Autoliv’s Third Restated By-Laws incorporated herein by reference to Exhibit 3.1 to the Current Report on Form 8-K (File No. 001-12933, filing date December 18, 2015).

 

 

 

  4.1

 

Indenture, dated March 30, 2009, between Autoliv, Inc. and U.S. Bank National Association, as trustee, incorporated herein by reference to Exhibit 4.1 to Autoliv’s Registration Statement on Form 8-A (File No. 001-12933, filing date March 30, 2009).

 

 

 

  4.2

 

Second Supplemental Indenture (including Form of Global Note), dated March 15, 2012, between Autoliv, Inc. and U.S. Bank National Association, as trustee, incorporated herein by reference to Exhibit 4.1 to the Current Report on Form 8-K (File No. 001-12933, filing date March 15, 2012).

 

 

 

  4.3

 

Form of Note Purchase and Guaranty Agreement dated April 23, 2014, among Autoliv ASP, Inc., Autoliv, Inc. and the purchasers named therein, incorporated herein by reference to Exhibit 4.6 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date April 25, 2014).

 

 

 

  4.4

 

Amendment and Waiver 2014 Note Purchase and Guaranty Agreement, dated May 24, 2018, among Autoliv, Inc., Autoliv ASP, Inc. and the noteholders named therein, incorporated herein by reference to Exhibit 4.4 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date July 27, 2018).

 

 

 

  4.5

 

General Terms and Conditions for Swedish Depository Receipts in Autoliv, Inc. representing common shares in Autoliv, Inc., effective as of May 30, 2018, with Skandinaviska Enskilda Banken AB (publ) serving as a custodian, incorporated herein by reference to Exhibit 4.5 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date July 27, 2018).

 

 

 

  4.6

 

Agency Agreement dated June 26, 2018 among Autoliv, Inc., Autoliv ASP, Inc. and HSBC Bank PLC, incorporated herein by reference to Exhibit 4.6 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date July 27, 2018).

 

 

 

  4.7

 

Base listing particulars Agreement, dated April 11, 2019, among Autoliv, Inc., Autoliv ASP, Inc. and the dealers named therein., incorporated herein by reference to Exhibit 4.7 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date April 26, 2019).

 

 

 

  4.8

 

Programme Agreement, dated April 11, 2019, among Autoliv, Inc., Autoliv ASP, Inc. and the dealers named therein, incorporated herein by reference to Exhibit 4.8 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date April 26, 2019).

 

 

 

  4.9

 

Agency Agreement, dated April 11, 2019, among Autoliv, Inc., Autoliv ASP, Inc. and the dealers named therein, incorporated herein by reference to Exhibit 4.9 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date April 26, 2019).

 

 

 

4.10*  4.10

 

Base Listing Particulars Agreement, dated February 21, 2020, among Autoliv, Inc., Autoliv ASP, Inc. and the dealers named therein.therein, incorporated herein by reference to Exhibit 4.10 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date April 24, 2020).

 

 

 

4.11*  4.11

 

Amended and Restated Programme Agreement, dated February 21, 2020, among Autoliv, Inc., Autoliv ASP, Inc. and the dealers named therein.therein, incorporated herein by reference to Exhibit 4.11 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date April 24, 2020).

 

 

 

4.12*  4.12

 

Amended and Restated Agency Agreement, dated February 21, 2020, among Autoliv, Inc., Autoliv ASP, Inc. and the dealers named therein.therein, incorporated herein by reference to Exhibit 4.12 to the Quarterly Report on Form 10-Q (File No. 001-12933, filing date April 24, 2020).

 

 

 

10.1+10.1*+

 

Amendment, effective November 1, 2020, to Employment Agreement, dated November 26, 2019 and effective as of March 1, 2020,June 29, 2018, by and between Autoliv, Inc. and Fredrik Westin, incorporated herein by reference to Exhibit 10.56 to the Annual Report on Form 10-K (File No. 001-12933, filing date February 21, 2020)Bradley J. Murray.

 

 

 

10.2+10.2*+

 

Employment Agreement, dated January 23,effective as of August 17, 2020, by and between Autoliv Inc.AB and Bradley Murray, incorporated herein by reference to Exhibit 10.57 to the Annual Report on Form 10-K (File No. 001-12933, filing date February 21, 2020).

10.3+

Employment Agreement, dated January 23, 2020, between Autoliv, Inc. and Svante Mogefors, incorporated herein by reference to Exhibit 10.58 to the Annual Report on Form 10-K (File No. 001-12933, filing date February 21, 2020).

10.4+*

Form of Employee 2020restricted stock units grant agreement promised under the Autoliv, Inc 1997 Stock Incentive Plan, as amended and restated.

29


Exhibit No.

Description

10.5+*

Form of Employee 2020 performance share units grant agreement promised under the Autoliv, Inc 1997 Stock Incentive Plan, as amended and restated.Mikael Hagström.

 

 

 

31.1*

 

Certification of the Chief Executive Officer of Autoliv, Inc. pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended.

 

 

 

31.2*

 

Certification of the Chief Financial Officer of Autoliv, Inc. pursuant to Rules 13a-14(a) and 15d-14(a) of the Securities Exchange Act of 1934, as amended.

 

 

 

32.1*

 

Certification of the Chief Executive Officer of Autoliv, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

32.2*

 

Certification of the Chief Financial Officer of Autoliv, Inc. pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

34


Exhibit No.

Description

 

 

 

101.INS*

 

Inline XBRL Instance Document – The instance document does not appear in the Interactive Date File because its XBRL tags are embedded within the inline XBRL document.

 

 

 

101.SCH*

 

Inline XBRL Taxonomy Extension Schema Document.

 

 

 

101.CAL*

 

Inline XBRL Taxonomy Extension Calculation Linkbase Document.

 

 

 

101.DEF*

 

Inline XBRL Taxonomy Extension Definition Linkbase Document.

 

 

 

101.LAB*

 

Inline XBRL Taxonomy Extension Label Linkbase Document.

 

 

 

101.PRE*

 

Inline XBRL Taxonomy Extension Presentation Linkbase Document.

 

 

 

104*

 

Cover Page Interactive Data File (embedded within the inline XBRL document).

 

*

Filed herewith.

+

Management contract or compensatory plan.

3035


SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

Date: April 24,October 23, 2020

AUTOLIV, INC.

(Registrant)

 

By:

 

/s/ Fredrik Westin

 

 

Fredrik Westin

 

 

Chief Financial Officer

 

 

(Duly Authorized Officer and Principal Financial Officer)

 

3136