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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
xQUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 20172021
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 number 001-34365
COMMERCIAL VEHICLE GROUP, INC.
(Exact name of Registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
41-1990662
(I.R.S. Employer
Identification No.)
7800 Walton Parkway
New Albany, Ohio
(Address of principal executive offices)
43054
(Zip Code)
(614) 289-5360
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.1 per shareCVGIThe NASDAQ Global Select Market


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, and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company”company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Act.
Large accelerated filer¨Accelerated filerx
Non-accelerated filer¨(Do not check if a smaller reporting company)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  x
The number of shares outstanding of the Registrant’s common stock, par value $.01 per share, at November 6, 20171, 2021 was 30,658,23632,978,449 shares.


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COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
QUARTERLY REPORT ON FORM 10-Q
 
PART I FINANCIAL INFORMATION
PART II OTHER INFORMATION



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PART I. FINANCIAL INFORMATION

ITEM 1 – FINANCIAL STATEMENTS

COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED BALANCE SHEETSSTATEMENTS OF OPERATIONS
 
 September 30, 2017 December 31, 2016
 (Unaudited) (Unaudited)
 
(In thousands, except share and per 
share amounts)
Assets
Current Assets:   
Cash$50,232
 $130,160
Accounts receivable, net of allowances of $4,418 and $3,881, respectively128,282
 97,793
Inventories88,442
 71,054
Other current assets14,935
 9,941
Total current assets281,891
 308,948
Property, plant and equipment, net of accumulated depreciation of $144,288 and $137,879, respectively64,980
 66,041
Goodwill7,884
 7,703
Intangible assets, net of accumulated amortization of $8,125 and $7,048, respectively14,748
 15,511
Deferred income taxes29,044
 28,587
Other assets, net2,240
 1,975
Total assets$400,787
 $428,765
Liabilities and Stockholders’ Equity
Current Liabilities:   
Accounts payable$91,713
 $60,556
Accrued liabilities and other39,778
 45,699
Current portion of long-term debt3,184
 
Total current liabilities134,675
 106,255
Long-term debt164,565
 233,154
Pension and other post-retirement benefits19,973
 18,938
Other long-term liabilities3,140
 2,728
Total liabilities322,353
 361,075
Stockholders’ Equity:   
Preferred stock, $0.01 par value (5,000,000 shares authorized; no shares issued and outstanding)
 
Common stock, $0.01 par value (60,000,000 shares authorized; 29,876,953 and 29,871,354 shares issued and outstanding, respectively)299
 299
Treasury stock, at cost: 1,014,413 shares, as of September 2017 and December 2016(7,753) (7,753)
Additional paid-in capital239,209
 237,367
Retained Deficit(107,855) (113,378)
Accumulated other comprehensive loss(45,466) (48,845)
Total stockholders’ equity78,434
 67,690
Total liabilities and stockholders’ equity$400,787
 $428,765
 Three Months Ended September 30,Nine Months Ended September 30,
 2021202020212020
(Unaudited)
(In thousands, except per share amounts)
Revenues$239,610 $187,697 $742,673 $501,698 
Cost of revenues209,466 163,538 647,040 450,761 
Gross profit30,144 24,159 95,633 50,937 
Selling, general and administrative expenses18,772 15,266 52,529 50,066 
Goodwill and other impairment— — — 29,017 
Operating income (loss)11,372 8,893 43,104 (28,146)
Other (income) expense(186)213 (1,127)749 
Interest expense1,630 5,461 9,489 15,393 
Loss on extinguishment of debt— — 7,155 — 
 Income (loss) before provision for income taxes9,928 3,219 27,587 (44,288)
Provision (benefit) for income taxes2,417 (959)6,491 (11,375)
Net income (loss)$7,511 $4,178 $21,096 $(32,913)
Earnings (loss) per Common Share:
Basic$0.24 $0.13 $0.67 $(1.07)
Diluted$0.23 $0.13 $0.64 $(1.07)
Weighted average shares outstanding:
Basic31,570 30,986 31,432 30,894 
Diluted32,706 31,617 32,738 30,894 
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


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COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)
 
  Three Months Ended September 30, Nine Months Ended September 30,
  2017 2016 2017 2016
  
(Unaudited)
(In thousands, except per 
share amounts)
 (Unaudited)
(In thousands, except per 
share amounts)
Revenues$198,349
 $153,604
 $566,893
 $512,147
Cost of Revenues 173,199
 134,685
 497,539
 443,192
Gross Profit 25,150
 18,919
 69,354
 68,955
Selling, General and Administrative Expenses 14,136
 14,126
 45,557
 46,502
Amortization Expense 332
 327
 990
 978
Operating Income 10,682
 4,466
 22,807
 21,475
Interest and Other Expense 3,482
 4,799
 14,786
 14,583
Income (Loss) Before Provision for Income Taxes 7,200
 (333) 8,021
 6,892
Provision (Benefit) for Income Taxes 2,437
 (1,480) 2,498
 461
Net Income$4,763
 $1,147
 $5,523
 $6,431
Earnings per Common Share:        
Basic and Diluted$0.16
 $0.04
 $0.18
 $0.22
Weighted Average Shares Outstanding:        
Basic 29,875
 29,449
 29,874
 29,449
Diluted 30,487
 30,101
 30,379
 29,783
         
 Three Months Ended September 30,Nine Months Ended September 30,
 2021202020212020
 (Unaudited)
(In thousands)
Net income (loss)$7,511 $4,178 $21,096 $(32,913)
Other comprehensive income (loss):
Foreign currency exchange translation adjustments(1,225)2,628 (1,809)(257)
Minimum pension liability, net of tax1,421 (957)2,094 (1,850)
Derivative instrument, net of tax(549)893 (1,052)(781)
Other comprehensive income (loss)(353)2,564 (767)(2,888)
Comprehensive income (loss)$7,158 $6,742 $20,329 $(35,801)
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


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COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOMEBALANCE SHEETS
 Three Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017
2016
 (Unaudited) (Unaudited) (Unaudited)
(Unaudited)
 (In thousands) (In thousands)
Net income$4,763
 $1,147
 $5,523
 $6,431
Other comprehensive income (loss):    
 
Foreign currency exchange translation adjustments1,130
 621
 5,209
 215
Minimum pension liability, net of tax(546) (665) (1,830) (1,699)
Other comprehensive income (loss)584
 (44) 3,379
 (1,484)
Comprehensive income$5,347
 $1,103
 $8,902
 $4,947
September 30, 2021December 31, 2020
(Unaudited)
 (In thousands, except per share amounts)
ASSETS
Current Assets:
Cash$33,603 $50,503 
Accounts receivable, net of allowances of $301 and $644, respectively192,111 151,101 
Inventories146,469 91,247 
Other current assets19,918 17,686 
Total current assets392,101 310,537 
Property, plant and equipment, net62,142 62,776 
Intangible assets, net19,142 21,804 
Deferred income taxes24,018 25,981 
Other assets, net31,789 33,275 
Total assets$529,192 $454,373 
LIABILITIES AND STOCKHOLDERS' EQUITY
Current liabilities:
Accounts payable$139,076 $112,402 
Accrued liabilities and other52,070 50,056 
Current portion of long-term debt8,438 2,429 
Total current liabilities199,584 164,887 
Long-term debt170,253 144,147 
Pension and other post-retirement benefits11,646 15,296 
Other long-term liabilities27,051 34,673 
Total liabilities408,534 359,003 
Stockholders’ equity:
Preferred stock, $0.01 par value (5,000,000 shares authorized; no shares issued and outstanding)$— $— 
Common stock, $0.01 par value (60,000,000 shares authorized; 31,569,749 and 31,249,811 shares issued and outstanding respectively)316 313 
Treasury stock, at cost: 1,567,654 and 1,560,623 shares, respectively(11,966)(11,893)
Additional paid-in capital254,341 249,312 
Retained deficit(76,260)(97,356)
Accumulated other comprehensive loss(45,773)(45,006)
Total stockholders’ equity120,658 95,370 
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY$529,192 $454,373 
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.


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COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 Nine Months Ended September 30,
 20212020
(Unaudited)
 (In thousands)
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income (loss)$21,096 $(32,913)
Adjustments to reconcile net income to cash flows from operating activities:
Depreciation and amortization13,879 13,835 
Impairment expense— 29,017 
Noncash amortization of debt financing costs895 1,365 
Payment in kind interest expense2,254 3,649 
Share-based compensation expense5,029 2,471 
Deferred income taxes2,771 (13,267)
Non-cash loss (income) on derivative contracts(642)2,038 
Loss on extinguishment of debt7,155 — 
Change in other operating items:
Accounts receivable(41,452)(13,686)
Inventories(55,913)(626)
Prepaid expenses(2,452)2,539 
Accounts payable25,225 26,856 
Other operating activities, net1,266 9,494 
Net cash provided by (used in) operating activities(20,889)30,772 
CASH FLOWS FROM INVESTING ACTIVITIES:
Purchases of property, plant and equipment(11,441)(6,021)
Proceeds from disposal/sale of property, plant and equipment42 569 
Net cash used in investing activities(11,399)(5,452)
CASH FLOWS FROM FINANCING ACTIVITIES:
Borrowings under term loan facility150,000 — 
Repayment of term loan facility(1,875)— 
Repayment of 2023 term loan facility principal(152,654)(8,281)
Borrowings under revolving credit facility51,800 — 
Repayment of revolving credit facility(20,500)— 
Borrowings under ABL revolving credit facility11,300 15,000 
Repayment of ABL revolving credit facility(11,300)(15,000)
Debt extinguishment payments and early payment fees on debt(3,031)— 
Debt issuance and amendment costs(2,333)(2,579)
Contingent Consideration payment(5,000)— 
Other financing activities(334)(339)
Net cash provided by (used in) financing activities16,073 (11,199)
EFFECT OF CURRENCY EXCHANGE RATE CHANGES ON CASH(685)(31)
NET INCREASE (DECREASE) IN CASH(16,900)14,090 
CASH:
Beginning of period50,503 39,511 
End of period$33,603 $53,601 

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.
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COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
 
Common StockTreasury
Stock
Additional Paid In CapitalRetained DeficitAccumulated 
Other Comp. Loss
Total CVG Stockholders’ 
Equity
Common Stock 
Treasury
Stock
 Additional Paid In Capital Retained Deficit 
Accumulated 
Other Comp. Loss
 
Total CVG Stockholders’ 
Equity
SharesAmount
Shares Amount (Unaudited)
(In thousands, except per share amounts)
Balance - December 31, 2019Balance - December 31, 201930,801,255 $323 $(11,230)$245,852 $(60,307)$(45,950)$128,688 
Share-based compensation expenseShare-based compensation expense46,014 — — 862 — — 862 
Total comprehensive income (loss)Total comprehensive income (loss)— — — — (24,594)(8,030)(32,624)
Balance - March 31, 2020Balance - March 31, 202030,847,269 $323 $(11,230)$246,714 $(84,901)$(53,980)$96,926 
Share-based compensation expenseShare-based compensation expense138,400 (14)— 868 — — 854 
Total comprehensive income (loss)Total comprehensive income (loss)— — — — (12,497)2,578 (9,919)
Balance - June 30, 2020Balance - June 30, 202030,985,669 $309 $(11,230)$247,582 $(97,398)$(51,402)$87,861 
Share-based compensation expenseShare-based compensation expense— $$— $741 $— $— $742 
Total comprehensive income (loss)Total comprehensive income (loss)— $— $— $— $4,178 $2,564 $6,742 
Balance - September 30, 2020Balance - September 30, 202030,985,669 $310 $(11,230)$248,323 $(93,220)$(48,838)$95,345 
(Unaudited)
(In thousands)
BALANCE - December 31, 201629,871
 $299
 $(7,753) $237,367
 $(113,378) $(48,845) $67,690
Balance - December 31, 2020Balance - December 31, 202031,249,811 $313 $(11,893)$249,312 $(97,356)$(45,006)$95,370 
Share-based compensation incomeShare-based compensation income132,034 — 965 — — 967 
Total comprehensive income (loss)Total comprehensive income (loss)— — — — 8,490 (2,212)6,278 
Balance - March 31, 2021Balance - March 31, 202131,381,845 $315 $(11,893)$250,277 $(88,866)$(47,218)$102,615 
Share-based compensation expenseShare-based compensation expense187,904 (73)2,201 — — 2,129 
Total comprehensive income (loss)Total comprehensive income (loss)— — — — 5,095 1,798 6,893 
Balance - June 30, 2021Balance - June 30, 202131,569,749 $316 $(11,966)$252,478 $(83,771)$(45,420)$111,637 
Share-based compensation expense6
 
 
 1,842
 
 
 1,842
Share-based compensation expense— $— $— $1,863 $— $— $1,863 
Total comprehensive income
 
 
 
 5,523
 3,379
 8,902
Total comprehensive income— $— $— $— $7,511 $(353)$7,158 
BALANCE - September 30, 201729,877
 $299
 $(7,753) $239,209
 $(107,855) $(45,466) $78,434
Balance - September 30, 2021Balance - September 30, 202131,569,749 $316 $(11,966)$254,341 $(76,260)$(45,773)$120,658 
The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
 Nine Months Ended September 30,
 2017 2016
 (Unaudited) (Unaudited)
 (In thousands)
Cash Flows from Operating Activities:   
Net Income$5,523
 $6,431
Adjustments to reconcile net income to cash (used in) provided by operating activities:   
Depreciation and amortization11,431
 12,571
Impairment of equipment held for sale
 616
Provision for doubtful accounts and bad debt3,739
 4,318
Non-cash amortization of debt financing costs and discount891
 630
Pension plan contribution(2,202) (2,180)
Shared-based compensation expense1,842
 1,868
Deferred income taxes88
 (563)
Non-cash gain on derivative contracts(979) 208
Change in other operating items:   
Accounts receivable(32,404) 20,125
Inventories(15,086) 7,329
Prepaid expenses(1,755) (491)
Accounts payable28,751
 (6,670)
Other operating activities, net(2,149) 6,017
Net cash (used in) provided by operating activities(2,310) 50,209
Cash Flows from Investing Activities:   
Purchases of property, plant and equipment(10,290) (7,546)
Proceeds from disposal/sale of property, plant and equipment254
 55
Proceeds from settlement of corporate-owned insurance policies
 2,489
Net cash used in investing activities(10,036) (5,002)
Cash Flows from Financing Activities:   
Borrowing of Term Loan Facility175,000
 
Repayment of 7.875% notes(235,000) 
Repayment of Term Loan principal(1,094) 
Prepayment charge for redemption of 7.875% notes(1,543) 
Prepayment of Term Loan Facility discount(3,500) 
Payment of debt issuance costs(4,242) 
Net cash used in financing activities(70,379) 
    
Effect of Foreign Currency Exchange Rate Changes on Cash2,797
 (337)
    
Net (Decrease) Increase in Cash(79,928) 44,870
    
Cash:   
Beginning of period130,160
 92,194
End of period50,232
 137,064
Supplemental Cash Flow Information:   
Cash paid for interest$13,767
 $9,396
Cash paid for income taxes, net$2,568
 $918
Unpaid purchases of property and equipment included in accounts payable$321
 $157

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
1. Description of Business and Basis of Presentation

Commercial Vehicle Group, Inc. (andand its subsidiaries)subsidiaries is a leading supplierglobal provider of a full range of cab related productscomponents, assemblies and systems forto the globaltraditional commercial vehicle market, including the medium- and heavy-duty truck (“MD/HD Truck”) market, the medium- and heavy-duty constructionelectric vehicle market, and the bus, agriculture, military, specialty transportation, mining, industrial equipment and off-road recreational markets.warehouse automation market. References herein to the "Company", "CVG", "we", "our", or "us" refer to Commercial Vehicle Group, Inc. and its subsidiaries.


WeThe unaudited condensed consolidated interim financial statements have manufacturing operationsbeen prepared in accordance with generally accepted accounting principles ("GAAP") in the United States Mexico, United Kingdom, Czech Republic, Ukraine, China, Indiaof America and Australia. Our products are primarily sold in North America, Europe, and the Asia-Pacific region.
Our products include seats and seating systems (“Seats”); trim systems and components (“Trim”); cab structures, sleeper boxes, body panels and structural components; mirrors, wipers and controls; and electronic wire harness and panel assemblies designed for applications primarily in commercial vehicles.

We are differentiated from automotive industry suppliers by our ability to manufacture low volume, customized products on a sequenced basis to meet the requirements of our customers. We believe our products are used by a majority of the North American MD/HD Truck and certain leading global construction and agriculture original equipment manufacturers (“OEMs”), which we believe creates an opportunity to cross-sell our products.

We have prepared the unaudited condensed consolidated financial statements included herein pursuant to the rules and regulations of the United States Securities and Exchange Commission (“SEC”). The information furnished inand include the accounts of the Company and its subsidiaries. Except as disclosed within these condensed notes to unaudited condensedquarterly consolidated financial statements, includesthe adjustments made were of a normal, recurring adjustments and reflects all adjustments, which are, in the opinion of management, necessary for a fair presentation of the results of operations and statements of financial position for the interim periods presented.nature. Certain information and footnote disclosures normally included in our annual consolidated financial statements have been condensed or omitted.

The preparation of financial statements in conformity with GAAP in the United States requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period. These estimates and assumptions are based on management's best estimates and judgment. Management evaluates its estimates and assumptions on an ongoing basis using historical experience and other factors, including the current economic environment, which management believes to be reasonable under the circumstances. We adjust such estimates and assumptions when facts and circumstances dictate. As future events and their effects cannot be determined with precision, actual results could differ significantly from these estimates. Changes in these estimates resulting from continuing changes in the economic environment will be reflected in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) have beenfuture periods.

These condensed or omitted pursuantnotes to such rules and regulations. We believe that the disclosures are adequate to make the information presented not misleading whenunaudited quarterly consolidated financial statements should be read in conjunction with our fiscal 2016 consolidated financial statements and the notes thereto included in Part II, Item 8 of our Annual Report on Form 10-K as filed with the SEC on March 9, 2017. Unless otherwise indicated, all amounts are in thousands, except share and per share amounts. Certain immaterial reclassifications have been made to prior year amounts to conform to current year presentation. 

SEGMENTS

Operating segments are defined as components of an enterprise that are evaluated regularly by the Company’s chief operating decision maker, which is our President and Chief Executive Officer. The Company has two reportable segments: the Global Truck and Bus Segment (“GTB Segment”) and the Global Construction and Agriculture Segment (“GCA Segment”). Each of these segments consists of a number of manufacturing facilities. Certain of our facilities manufacture and sell products through both of our segments. Each manufacturing facility that sells products through both segments is reflected in the financial results of the segment that has the greatest amount of sales from that manufacturing facility. Our segments are more specifically described below.

The GTB Segment manufactures and sells the following products:
Seats, Trim, sleeper boxes, cab structures, structural components and body panels. These products are sold primarily to the MD/HD Truck markets in North America;
Seats to the truck and bus markets in Asia-Pacific and Europe;
mirrors and wiper systems to the truck, bus, agriculture, construction, rail and military markets in North America;
Trim to the recreational and specialty vehicle markets in North America; and
aftermarket seats and components in North America.

The GCA Segment manufactures and sells the following products:

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electronic wire harness assemblies and Seats for construction, agricultural, industrial, automotive, mining and military industries in North America, Europe and Asia-Pacific;
Seats to the truck and bus markets in Asia-Pacific and Europe;
wiper systems to the construction and agriculture markets in Europe;
office seating in Europe and Asia-Pacific; and
aftermarket seats and components in Europe and Asia-Pacific.
Corporate expenses consist of certain overhead and shared costs that are not directly attributable to the operations of a segment. For purposes of business segment performance measurement, some of these costs that are for the benefityear ended December 31, 2020 (the "2020 Form 10-K"), which includes a complete set of footnote disclosures, including the operations are allocated based on a combination of methodologies. The costs that are not allocated to a segment are considered stewardship costs and remain at corporate in our segment reporting.Company's significant accounting policies.
2. Recently Issued Accounting Pronouncements
In May 2017,March 2020, the Financial Accounting Standards Board ("FASB") issued ASU No. 2020-04, "Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting". The ASU provides optional expedients and exceptions for applying generally accepted accounting principles to contracts, hedging relationships, and other transactions affected by reference rate reform if certain criteria are met. Also, in January 2021, the FASB issued ASU No. 2021-01 "Reference Rate Reform (Topic 848): Scope", to clarify that certain provisions in Topic 848, if elected by an entity, apply to derivative instruments that use an interest rate for margining, discounting, or contract price alignment that is modified as a result of reference rate reform. ASU 2020-04 and ASU 2021-01 are effective beginning on March 12, 2020 and the amendments will be applied prospectively through December 31, 2022. We are evaluating the effect these ASUs will have on the Company.
Recently Adopted Accounting Standards Update ("ASU")Pronouncements
In December 2019, the FASB issued ASU No. 2017-09, "Compensation—Stock Compensation2019-12, "Income Taxes (Topic 718)740): Scope of Modification Accounting"Simplifying the Accounting for Income Taxes". The ASU 2017-09 provides clarity ofsimplifies the accounting for modifications of share-based awards. The Company does not anticipate thisincome taxes by removing certain exceptions to the general principles in Topic 740 and otherwise clarifies and amends existing guidance. ASU will have a material impact on share-based compensation. ASU 2017-092019-12 is effective for fiscal years beginning after December 15, 2017.
In March 2017, the FASB issued ASU No. 2017-07, "Compensation—Retirement Benefits (Topic 715): Improving the Presentation of Net Periodic Pension Cost and Net Periodic Postretirement Benefit Cost". ASU 2017-07 requires employers to report service costs in the same line item as compensation costs arising from services rendered by associated employees during the period.2020. The Company doesimplemented ASU 2019-12 as of January 1, 2021 and the ASU did not anticipate this ASU to have a material impact on its pensionthe Company's condensed consolidated financial statements and related disclosures. ASU 2017-07 is effective for fiscal years beginning after December 15, 2017.
In January 2017,October 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-10, "Codification Improvements". The ASU No. 2017-04, "Intangibles—Goodwillupdates various codification topics by clarifying and Other (Topic 350): Simplifyingimproving disclosure requirements to align with the Test for Goodwill Impairment". ASU 2017-04 provides simplification for the subsequent measurement of goodwill by eliminating Step 2 from the goodwill impairment test. Annual impairment tests should be completed by comparing the fair value of a reporting unit to its carrying amount and impairment should not exceed the goodwill allocated to the reporting unit. Additionally, this ASU eliminated the requirement to assess reporting units with zero or negative carrying amounts.SEC's regulations. The Company anticipates thisimplemented ASU to simplify a component2020-10 as of its goodwill assessment. The Company does not anticipate an impact to its overall valuation of goodwill. ASU 2017-04 is effective for fiscal years beginning after December 15, 2019.
In January 2017, the FASB issued ASU No. 2017-01, "Business Combinations (Topic 805): Clarifying the Definition of a Business". ASU 2017-01 provides additional guidance to clarify acquisition transactions and whether they should be accounted for as an acquisition of a business or assets. This ASU will only impact the Company to the extent we execute a business combination. ASU 2017-01 is effective for fiscal years beginning after December 15, 2017.
Revenue Recognition Guidance
In May 2014, the FASB issued ASU No. 2014-09, “Revenue from Contracts with Customers”, followed by a series of standards and clarification, including: ASU No. 2016-08, "Principal Versus Agent Considerations (Reporting Revenue Gross versus Net)", ASU No. 2016-10, "Identifying Performance Obligations and Licensing" and ASU No. 2016-12, "Narrow-Scope Improvements and Practical Expedients". The ASUs supersede the revenue recognition requirements in Topic 605, Revenue Recognition, including most industry-specific revenue recognition guidance throughout the Industry Topics of the Codification.
The mandatory adoption date of each of the revenue recognition ASUs referenced above is January 1, 2018. With respect to each of2021 and the elements of revenue recognition guidance above, the Company is in the process of assessing potential changes in revenue recognition for certain revenue streams. More specifically, the Company is in the process of assessing our customer arrangements, identifying contractual provisions that may result in a change in the timing or the amount of revenue recognized pursuant to current guidance, as well as assessing the enhanced disclosure requirements of the new guidance. Under current guidance, we typically recognize revenue when products are shipped and risk of loss has transferred to the customer. Under the new guidance, the customized nature of some of our products and provisions of some of our customer contracts provide us with an enforceable right to payment that may require us to recognize revenue prior to the product being shipped to the customer. We have assessed certain pricing provisions contained in some of our customer contracts to determine if they represent a material right to the customer. We are evaluating how the new guidance may impact our accounting for customer owned tooling, engineering and design services, and pre-production costs. Finally, we are assessing standard warranties to determine if they represent a material right to the customer. We doASU did not anticipate that the new guidance will have a material impact on ourthe Company's condensed consolidated financial position, results of operations,statements and related disclosures.



7
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3. Revenue Recognition

We had outstanding customer accounts receivable, net of allowances, of $192.1 million as of September 30, 2021 and $151.1 million as of December 31, 2020. We generally do not have other assets or liabilities associated with customer arrangements.

Revenue Disaggregation - The following is the composition, by product category, of our revenues:

Three Months Ended September 30, 2021
Electrical SystemsGlobal SeatingElimination/
Other
Total
Seats$667 $75,439 $(288)$75,818 
Electrical wire harnesses, panels and assemblies93,895 590 (159)94,326 
Trim40,174 78 (446)39,806 
Cab structures and sleeper boxes18,625 — — 18,625 
Mirrors, wipers and controls10,751 383 (99)11,035 
Total$164,112 $76,490 $(992)$239,610 

Three Months Ended September 30, 2020
Electrical SystemsGlobal SeatingElimination/
Other
Total
Seats$344 $65,802 $(1,946)$64,200 
Electrical wire harnesses, panels and assemblies65,791 1,557 (111)67,237 
Trim33,364 1,187 (73)34,478 
Cab structures and sleeper boxes12,479 — — 12,479 
Mirrors, wipers and controls9,089 356 (142)9,303 
Total$121,067 $68,902 $(2,272)$187,697 

Nine Months Ended September 30, 2021
Electrical SystemsGlobal SeatingElimination/
Other
Total
Seats$3,866 $245,975 $(8,793)$241,048 
Electrical wire harnesses, panels and assemblies284,991 5,538 (810)289,719 
Trim118,386 150 (1,368)117,168 
Cab structures and sleeper boxes60,952 — — 60,952 
Mirrors, wipers and controls33,263 819 (296)33,786 
Total$501,458 $252,482 $(11,267)$742,673 

Nine Months Ended September 30, 2020
Electrical SystemsGlobal SeatingElimination/
Other
Total
Seats$993 $190,088 $(2,460)$188,621 
Electrical wire harnesses, panels and assemblies167,986 2,304 (216)170,074 
Trim76,790 4,550 (1,113)80,227 
Cab structures and sleeper boxes32,910 — — 32,910 
Mirrors, wipers and controls28,697 1,802 (633)29,866 
Total$307,376 $198,744 $(4,422)$501,698 
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Table of Contents
4. Debt
Debt consisted of the following:
September 30, 2021December 31, 2020
Term loan facility due 2026$148,125 $— 
Revolving credit facility due 202631,300 — 
Term loan and security agreement due 2023— 150,950 
Unamortized issuance costs and discount(734)(4,374)
$178,691 $146,576 
Less: current portion, net of unamortized issuance costs and discount of $0.0 million at September 30, 2021 and $1.9 million at December 31, 2020, respectively(8,438)(2,429)
Total long-term debt, net of current portion$170,253 $144,147 
Credit Agreement
On April 30, 2021, the Company and certain of its subsidiaries entered into a credit agreement (the “Credit Agreement”) between, among others, Bank of America, N.A. as administrative agent (the “Administrative Agent”) and other lenders party thereto (the “Lenders”) pursuant to which the Lenders made available a $150 million Term Loan Facility (the “Term Loan Facility”) and a $125 million Revolving Credit Facility (the “Revolving Credit Facility” and together with the Term Loan Facility, the “Credit Facilities”). Subject to the terms of the Credit Agreement, the Revolving Credit Facility includes a $10 million swing line sublimit and a $10 million letter of credit sublimit. The Credit Agreement provides for an incremental term facility agreement and/or an increase of the Revolving Credit Facility (together, the “Incremental Facilities”), in a maximum aggregate amount of (a) up to the date of receipt of financial statements for the fiscal quarter ending June 30, 2022, $75 million, and (b) thereafter, (i) $75 million less the aggregate principal amount of Incremental Facilities incurred before such date, plus (ii) an unlimited amount if the pro forma consolidated total leverage ratio (assuming the Incremental Facilities are fully drawn) is less than 2.50:1.0. The Credit Facilities mature on April 30, 2026 (the “Maturity Date”).
The proceeds of the Credit Facilities were used, together with cash on hand of the Company, to (a) fund the redemption, satisfaction and discharge of all of the Company’s outstanding secured credit facility due 2023 (the “2023 Term Loan Facility”) issued pursuant to a term facility agreement (the “Term Facility Agreement”) between, among others, Bank of America, N.A. as administrative agent and other lender parties thereto, (b) fund the redemption, satisfaction and discharge of all of the Company’s asset-based revolving credit facility (the “ABL Revolving Credit Facility”) issued pursuant to a facility agreement (the “ABL Facility Agreement”) between, among others, Bank of America, N.A. as agent and certain financial institutions as lenders, (c) pay transaction costs, fees and expenses incurred in connection therewith and in connection with the Credit Agreement, and (d) for working capital and other lawful corporate purposes of the Company and its subsidiaries.
At September 30, 2021 we had $31.3 million of borrowings under the Revolving Credit Facility, outstanding letters of credit of $1.4 million and availability of $92.3 million. The unamortized deferred financing fees associated with the Revolving Credit Facility were $1.3 million as of September 30, 2021, which are being amortized over the remaining life of the Credit Agreement. The unamortized deferred financing fees associated with the ABL Revolving Credit Facility were $0.4 million as of December 31, 2020. At December 31, 2020, we had outstanding letters of credit of $1.6 million.
Interest rates and fees
Amounts outstanding under the Credit Facilities and the commitment fee payable in connection with the Credit Facilities accrue interest at a per annum rate equal to (at the Company’s option) the base rate or the Eurodollar rate plus a rate which will vary according to the Consolidated Total Leverage Ratio as set forth in the most recent compliance certificate received by the Administrative Agent, as set out in the following table:
Pricing TierConsolidated Total
Leverage Ratio
Commitment FeeLetter of Credit FeeEurodollar Rate LoansBase Rate Loans
I> 3.00 to 1.000.30%3.00%3.00%2.00%
II
< 3.00 to 1.00 but
> 2.00 to 1.00
0.25%2.75%2.75%1.75%
III
< 2.00 to 1.00 but
>1.50 to 1.00
0.20%2.50%2.50%1.50%
IV< 1.50 to 1.000.20%2.25%2.25%1.25%
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Table of Contents
Guarantee and Security
All obligations under the Credit Agreement and related documents are unconditionally guaranteed by each of the Company’s existing and future direct and indirect wholly owned material domestic subsidiaries, subject to certain exceptions (the “Guarantors”). All obligations of the Company under the Credit Agreement and the guarantees of those obligations are secured by a first priority pledge of substantially all of the assets of the Company and of the Guarantors, subject to certain exceptions. The property pledged by the Company and the Guarantors includes a first priority pledge of all of the equity interests owned by the Company and the Guarantors in their respective domestic subsidiaries and a first priority pledge of the equity interests owned by the Company and the Guarantors in certain foreign subsidiaries, in each case, subject to certain exceptions.
Covenants and other terms
The Credit Agreement contains customary restrictive covenants, including, without limitation, limitations on the ability of the Company and its subsidiaries to incur additional debt and guarantees; grant certain liens on assets; pay dividends or make certain other distributions; make certain investments or acquisitions; dispose of certain assets; make payments on certain indebtedness; merge, combine with any other person or liquidate; amend organizational documents; make material changes in accounting treatment or reporting practices; enter into certain restrictive agreements; enter into certain hedging agreements; engage in transactions with affiliates; enter into certain employee benefit plans; and other matters customarily included in senior secured loan agreements.
The Credit Agreement also contains customary reporting and other affirmative covenants, as well as customary events of default, including, without limitation, nonpayment of obligations under the Credit Facilities when due; material inaccuracy of representations and warranties; violation of covenants in the Credit Agreement and certain other documents executed in connection therewith; breach or default of agreements related to material debt; revocation or attempted revocation of guarantees; denial of the validity or enforceability of the loan documents or failure of the loan documents to be in full force and effect; certain material judgments; certain events of bankruptcy or insolvency; certain Employee Retirement Income Securities Act events; and a change in control of the Company. Certain of the defaults are subject to exceptions, materiality qualifiers, grace periods and baskets customary for credit facilities of this type.
The Credit Agreement includes (a) a minimum consolidated fixed charge coverage ratio of 1.20:1.0, and (b) a maximum consolidated total leverage ratio of 3.75:1.0 (subject to step-downs to 3.50:1.0 at the end of the fiscal quarter ending September 30, 2021; to 3.25:1.0 at the end of the fiscal quarter ending March 31, 2022; and to 3.00:1.0 for each fiscal quarter on and after the fiscal quarter ending September 30, 2022).
We were in compliance with the covenants as of September 30, 2021.
Repayment and prepayment
The Credit Agreement requires the Company to make quarterly amortization payments to the Term Loan Facility at an annualized rate of the loans under the Term Loan Facility for every year beginning in the third quarter of 2021 as follows: 5.0%, 7.5%, 10.0%, 12.5% and 15%. The Credit Agreement also requires all outstanding amounts under the Credit Facilities to be repaid in full on the Maturity Date.
The Credit Agreement requires prepayments from the receipt of proceeds of dispositions or debt issuance, subject to certain exceptions and ability to re-invest and use proceeds towards acquisitions permitted by the Credit Agreement.
Voluntary prepayments of amounts outstanding under the Credit Facilities are permitted at any time, without premium or penalty. Any prepayment of Eurodollar loans shall be in a principal amount of $1 million or a whole multiple of $1 million in excess thereof (or, if less, the entire principal amount thereof then outstanding) and any prepayment of base rate loans shall be in a principal amount of $0.5 million or a whole multiple of $0.1 million in excess thereof (or, if less, the entire principal amount thereof then outstanding).
The Credit Agreement contains customary representations and warranties by the Company. The representations and warranties contained in the Credit Agreement were made only for purposes of such agreement and as of specific dates, were solely for the benefit of the parties to such agreement and may be subject to limitations agreed upon by the contracting parties.
Term Loan and Security Agreement
On April 12, 2017, the Company entered into the $175.0 million 2023 Term Loan Facility, maturing on April 12, 2023, pursuant to a term loan and security agreement (the “TLS Agreement”), the terms of which are described in Note 3, Debt in our 2020 Form 10-K. On April 30, 2021, the 2023 Term Loan Facility was fully repaid and terminated as described below.
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Table of Contents
ABL Revolving Credit Facility
On September 18, 2019, the Company entered into an amendment of the Third Amended and Restated Loan and Security Agreement (the “Third ARLS Agreement”), dated as of April 12, 2017, the terms of which are described in Note 3, Debt in our 2020 10-K and which governed the Company’s ABL Revolving Credit Facility.
On March 1, 2021, the Company and certain of its subsidiaries entered into Amendment No. 3, which amended the terms of the Third ARLS Agreement, among other things, to extend the maturity date of the ABL Revolving Credit Facility to March 1, 2026 and to remove the condition that the first $7.0 million of the $90.0 million Revolver Commitments are available as a first-in, last-out facility.
The Third ARLS Agreement, as amended, also allowed the Company to increase the size of the ABL Revolving Credit Facility by up to $50.0 million with the consent of Lenders providing the increase in the ABL Revolving Credit Facility. On April 30, 2021, the ABL Revolving Credit Facility was fully repaid and terminated as described below.
Termination of TLS Agreement and Third ARLS Agreement
Effective on April 30, 2021, the Company issued a notice of redemption in respect of its 2023 Term Loan Facility and the ABL Revolving Credit Facility and deposited with the Bank of America, N.A. as Administrative Agent under the TLS Agreement and the Third ARLS Agreement proceeds from the Credit Facilities, together with cash flows. As management assesses its various revenue streams, we may establish revised accounting policieson hand in an amount sufficient to discharge the Company’s obligations under the TLS Agreement and internal control proceduresthe Third ARLS Agreement and will measurerespective related agreements. All amounts under the 2023 Term Loan Facility and discloseABL Revolving Credit Facility were repaid and discharged in full on April 30, 2021 and the accounting impact, if any. TLS Agreement and Third ARLS Agreement were terminated.
The new guidance permitsdischarge resulted in a loss on extinguishment of debt of $7.2 million, including $3.7 million non-cash write off relating to deferred financing costs and unamortized discount of the use2023 Term Loan Facility, a voluntary repayment premium of either the retrospective or cumulative effect transition method. We will apply the cumulative effect transition method. We will not adopt$3.0 million, and $0.5 million of other fees associated with the new guidance early.debt, recorded in our Condensed Consolidated Statements of Operations for the nine months ended September 30, 2021.
Lease Accounting GuidanceCash Paid for Interest
In February 2016,For the FASB issued ASU No. 2016-02, "Leases (Topic 842)". ASU 2016-02nine months ended September 30, 2021 and 2020, cash payments for interest were $7.0 million and $9.3 million, respectively.
5. Goodwill and Intangible Assets
Goodwill represents the excess of acquisition purchase price over the fair value of net assets acquired. During the first quarter of 2020, as a result of the Company’s market capitalization value being less than the carrying value of its equity for a duration of time, the Company determined it had an impairment indicator. Accordingly, the Company estimated the fair value of each of the reporting units with goodwill by discounting the estimated cash flows of each reporting unit. The estimated fair values of the reporting units were then compared to their net carrying values as of March 31, 2020 and, as a result, the Company recognized $27.1 million impairment of goodwill, which represented the carrying amount of goodwill prior to the impairment charge. The impairment charge is intended to increase transparencypresented in Goodwill and comparability among companies by recognizing lease assets and liabilities and disclosing key information about leasing arrangements. ASU 2016-02 is effective for fiscal years beginning after December 15, 2018. The Company is assessing the impact of this pronouncement and anticipates that it will impact the presentation of our lease assets and liabilities and associated disclosures by the recognition of lease assets and liabilities that were not includedother impairment in the balance sheet under existing accounting guidance. Condensed Consolidated Statements of Operations.
The Company ischanges in the processcarrying amounts of performing its initial assessment of lease arrangements, including facility leases and machinery and equipment leases. The Company's lease termsgoodwill are not generally complex in nature. The Company will update its accounting policies as we complete our assessment of leases. The Company will also review other arrangements which could contain embedded lease arrangements to be considered under the revised guidance. The Company will determine the impactfollows:
Electrical SystemsGlobal SeatingTotal
Balance - December 31, 2019$22,802 $5,014 $27,816 
Finalization of FSE Purchase Accounting(537)— (537)
Goodwill impairment(22,265)(4,809)(27,074)
Currency translation adjustment— (205)(205)
Balance - December 31, 2020$— $— $— 
10


Our definite-lived intangible assets were comprised of the new guidance on its current lease arrangements that are expected to remain in place during 2019following:
September 30, 2021December 31, 2020
Weighted-
Average
Amortization
Period
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Gross
Carrying
Amount
Accumulated
Amortization
Net
Carrying
Amount
Trademarks/tradenames22 years$11,568 $(4,946)$6,622 $11,634 $(4,681)$6,953 
Customer relationships15 years14,782 (8,250)6,532 14,881 (7,536)7,345 
Technical know-how5 years9,790 (3,997)5,793 9,790 (2,529)7,261 
Covenant not to compete5 years330 (135)195 330 (85)245 
$36,470 $(17,328)$19,142 $36,635 $(14,831)$21,804 
The aggregate intangible asset amortization expense was $0.9 million for the three months ended September 30, 2021 and beyond.2020. The aggregate intangible asset amortization expense was $2.6 million for the nine months ended September 30, 2021 and 2020.


3.6. Fair Value Measurement
Fair value is the price that would be received from selling an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. Fair value is estimated by applying the following hierarchy, which prioritizes the inputs used to measure fair value into three levels, and bases the categorization within the hierarchy upon the lowest level of input that is available and significant to the fair value measurement:
Level 1 - Unadjusted quoted prices in active markets for identical assets and liabilities.
Level 2 - Observable inputs other than those included in Level 1. For example, quoted prices for similar assets or liabilities in active markets or quoted prices for identical assets or liabilities in inactive markets.
Level 3 - UnobservableSignificant unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability.
Our financial instruments consistconsisted of cash, accounts receivable, accounts payable, accrued liabilities, pension assets and liabilities and our revolving credit facility. The carrying value of these instruments approximates fair value as a result of the short duration of such instruments or due to the variability of the interest cost associated with such instruments.
Recurring Measurements
Foreign Currency Forward Exchange Contracts. Our derivative assets and liabilities represent foreign exchange contracts and an interest rate swap contract that are measured at fair value using observable market inputs.inputs such as forward rates, interest rates, our own credit risk and counterparty credit risk. Based on the utilization of these inputs, the derivative assets and liabilities are classified as Level 2. To manage our risk for transactions denominated in Mexican Pesos and in Ukrainian Hryvnia, we have entered into forward exchange contracts that are designated as cash flow hedge instruments, which are recorded in the Condensed Consolidated Balance Sheets at fair value. The gains and losses as a result of the changes in fair value of the hedge contract for transactions denominated in Mexican Pesos are deferred in accumulated other comprehensive loss and recognized in cost of revenues in the period the related hedge transactions are settled. As of September 30, 2021, the hedge contract for transactions denominated in Ukrainian Hryvnia was not designated as a hedging instrument; therefore, it is marked-to-market and the fair value of the agreement is recorded in the Condensed Consolidated Balance Sheets with the offsetting gains and losses recognized in other (income) expense and recognized in cost of revenues in the period the related hedge transactions are settled in the Condensed Consolidated Statements of Operations.
Interest Rate Swaps. To manage our exposure to variable interest rates, we have entered into interest rate swaps to exchange, at a specified interval, the difference between fixed and variable interest amounts calculated by reference to an agreed upon notional principal amount. The interest rate swaps are intended to mitigate the impact of rising interest rates on the Company and covers $80 million of outstanding debt under the Term Loan Facility. As of September 30, 2021, the interest rate swaps were not designated as hedging instrument, therefore, are marked-to-market and the fair value of the agreement recorded in the Condensed Consolidated Balance Sheets with the offsetting gain or loss recorded in interest and other expense in the Condensed Consolidated Statements of Operations.
Contingent Consideration. As a result of the acquisition of First Source Electronics, LLC (“FSE”) on September 17, 2019, the Company agreed to pay up to $10.8 million in contingent milestone payments (“Contingent Consideration”). The Contingent
11


Consideration is payable based on achieving certain earnings before interest, taxes, depreciation and amortization ("EBITDA") thresholds over the periods from (a) September 18, 2019 through September 17, 2020, (b) September 18, 2019 through March 17, 2021, (c) September 18, 2019 through September 17, 2022 and (d) March 18, 2021 through September 17, 2022. The payment amount will be determined on a sliding scale for reaching between 90% and 100% of the respective EBITDA targets. The fair value for the milestone payments is based on a Monte Carlo simulation utilizing forecasted EBITDA through September 17, 2022. As of September 30, 2021, the remaining undiscounted Contingent Consideration payment is estimated at $4.8 million and the fair value is $4.3 million, which is presented in the Condensed Consolidated Balance Sheets in other long term liabilities. A payment of $5.0 million was made during the second quarter of 2021 based on achievement of the second EBITDA threshold.
The fair values of our derivative assets and liabilities and Contingent Consideration measured on a recurring basis are categorized as follows: 
September 30, 2021December 31, 2020
TotalLevel 1Level 2Level 3TotalLevel 1Level 2Level 3
Assets:
Foreign exchange contract$794 $— $794 $— $1,882 $— $1,882 $— 
Interest rate swaps$411 $— $411 $— $936 $— $936 $— 
Liabilities:
Interest rate swaps$913 $— $913 $— $2,080 $— $2,080 $— 
Contingent Consideration$4,288 $— $— $4,288 $8,800 $— $— $8,800 

Details of the changes in value for the Contingent Consideration that is measured using significant unobservable inputs (Level 3) are as follows:
Amount
Contingent Consideration liability balance at December 31, 2020$8,800 
Change in fair value488 
Payments(5,000)
Contingent Consideration liability balance at September 30, 2021$4,288 
The following table summarizes the notional amount of our open foreign exchange contracts:
September 30, 2021December 31, 2020
U.S. $
Equivalent
U.S. $
Equivalent
Fair Value
U.S. $
Equivalent
U.S. $
Equivalent
Fair Value
Commitments to buy or sell currencies$7,055 $7,287 $14,675 $16,558 
12


   September 30, 2017 December 31, 2016
   Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3
Derivative assetsForeign exchange contract $395
 $
 $395
 $
 $142
 $
 $142
 $
Interest rate swap contract 1
 $302
 $
 $302
 $
 $
 $
 $
 $
Derivative liabilitiesForeign exchange contract $22
 $
 $22
 $
 $1,234
 $
 $1,234
 $
Interest rate swap contract 1
 $787
 $
 $787
 $
 $
 $
 $
 $
1 PresentedThe following table summarizes the fair value and presentation of derivatives in the condensed consolidatedCondensed Consolidated Balance SheetSheets: 
 Derivative Asset
Balance Sheet
Location
Fair Value
September 30, 2021December 31, 2020
Foreign exchange contractsOther current assets$794 $1,882 
Interest rate swapsAccrued liabilities and other$411 $936 
 Derivative Liability
Balance Sheet
Location
Fair Value
September 30, 2021December 31, 2020
Interest rate swapsAccrued liabilities and other$913 $2,080 
 Derivative Equity
Balance Sheet
Location
Fair Value
September 30, 2021December 31, 2020
Foreign exchange contractsAccumulated other comprehensive loss$389 $1,441 
The following table summarizes the effect of derivative instruments on the Condensed Consolidated Statements of Operations:
Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
Location of Gain (Loss) on Derivatives
Recognized in Income (Loss)
Amount of Gain (Loss) on Derivatives
Recognized in Income (Loss)
Amount of Gain (Loss) on Derivatives
Recognized in Income (Loss)
Foreign exchange contractsCost of revenues$807 $(640)$1,654 $(1,525)
Interest rate swapsInterest and other expense$(1)$(2)$(7)$(1,026)
Foreign exchange contractsOther (income) expense$63 $— $286 $— 
We consider the impact of our credit risk on the fair value of the contracts, as accrued liabilities of $0.5 million.well as our ability to honor obligations under the contract.
Other Fair Value Measurements
The fair value of long-term debt obligations is based on a fair value model utilizing observable inputs. Based on these inputs, our long-term debt fair value as disclosed is classified as Level 2. The carrying amounts and fair values of our long-term debt obligations are as follows:

 September 30, 2021December 31, 2020
 Carrying
Amount
Fair ValueCarrying
Amount
Fair Value
Term Loan Facility 1
$147,391 $144,057 $— $— 
Term loan and security agreement 2
$— $— $146,576 $144,878 
Revolving Credit Facility 1
$31,300 $31,300 $— $— 
8

Table of Contents

 September 30, 2017 December 31, 2016
 
Carrying
Amount
 Fair Value 
Carrying
Amount
 Fair Value
7.875% senior secured notes due April 15, 2019$
 $
 $233,154
 $231,391
Term loan and security agreement (a)$167,749
 $170,139
 $
 $
(a) 1.Presented in the condensed consolidated balance sheetCondensed Consolidated Balance Sheets as the current portion of long-term debt of $3.2$8.4 million and long-term debt of $164.6 million.
Held-for-sale assets specific to our Shadyside operations are recorded in the balance sheet at their historical carrying value inasmuch as the fair value of the assets less selling costs were determined to be greater than the historical carrying value. The fair value of the assets was measured based on an estimated purchase price for the assets determined through discussions with third parties that began in the first quarter of 2017.
There were no other fair value measurements of our long-lived assets and definite-lived intangible assets measured on a non-recurring basis$170.3 million as of September 30, 2017.2021
4. Stockholders’ Equity
Common Stock — Our authorized capital stock consists2.Presented in the Condensed Consolidated Balance Sheets as the current portion of 60,000,000 shareslong-term debt of common stock with a par value$2.4 million and long-term debt of $0.01 per share; of which, 29,876,953 shares were issued and outstanding as of September 30, 2017 and 29,871,354 were issued and outstanding$144.1 million as of December 31, 2016.2020.
Preferred Stock — Our authorized capital stock also consists
13

Table of 5,000,000 sharesContents
7. Leases
The components of preferred stock with a par value of $0.01 per share; no preferred shares were outstandinglease expense are as offollows:
Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
Operating lease cost
$2,519 $3,665 $7,493 $8,693 
Finance lease cost87 121 280 334 
Short-term lease cost
1,799 922 4,771 2,988 
Total lease expense$4,405 $4,708 $12,544 $12,015 

Supplemental balance sheet information related to leases is as follows:
Balance Sheet LocationSeptember 30, 2021December 31, 2020
Operating Leases
Right-of-use assets, netOther assets, net$28,148 $30,047 
Current liabilitiesAccrued liabilities and other9,078 9,236 
Non-current liabilitiesOther long-term liabilities20,732 23,932 
     Total operating lease liabilities$29,810 $33,168 
Finance Leases
     Right-of-use assets, netOther assets, net$545 $767 
Current liabilitiesAccrued liabilities and other225 293 
Non-current liabilitiesOther long-term liabilities308 434 
     Total finance lease liabilities$533 $727 

For the nine months ended September 30, 20172021 and December2020, cash payments on operating leases were $8.5 million and $7.8 million, respectively.

Right-of-use Asset Impairment. The impairment of an operating lease right-of-use asset of $0.4 million was recorded for first quarter ended March 31, 2016.
Earnings Per Share — Basic earnings per share2020. The impairment charge is determined by dividing net income by the weighted average number of common shares outstanding during the period. Diluted earnings per share,presented in Goodwill and all other diluted per share amounts presented, is determined by dividing net income by the weighted average number of common shares and potential common shares outstanding during the period as determined by the Treasury Stock Method. Potential common shares are includedimpairment in the diluted earnings per share calculation when dilutive. Diluted earnings per shareCondensed Consolidated Statements of Operations.

Anticipated future lease costs, which are based in part on certain assumptions to approximate minimum annual rental commitments under non-cancelable leases, are as follows:
OperatingFinancingTotal
Remainder of 2021$2,795 $72 $2,867 
202210,642 208 10,850 
20236,711 141 6,852 
20245,310 91 5,401 
20254,588 49 4,637 
Thereafter4,748 4,750 
Total lease payments$34,794 $563 $35,357 
Less: Imputed interest(4,984)(30)(5,014)
Present value of lease liabilities$29,810 $533 $30,343 
8. Income Taxes
For the three and nine months ended September 30, 2021 we recorded a $2.4 million and $6.5 million tax provision, respectively, or 24% effective tax rate for each period, compared to a $1.0 million and $11.4 million tax benefit for the three and nine months ended September 30, 2017 and 2016 includes2020, respectively. The effective tax rate in the effects of potential common shares issuable upon the vesting of restricted stock, when dilutive.
  Three Months Ended September 30, Nine Months Ended September 30,
  2017 2016 2017 2016
Net income$4,763
 $1,147
 $5,523
 $6,431
Weighted average number of common shares
outstanding
 29,875
 29,449
 29,874
 29,449
Dilutive effect of restricted stock grants after
application of the treasury stock method
 612
 652
 505
 334
Dilutive shares outstanding 30,487
 30,101
 30,379
 29,783
Basic and diluted earnings per share$0.16
 $0.04
 $0.18
 $0.22
There are no antidilutive outstanding restrictive stock awards impacting the diluted earnings per share for thecurrent three and nine months ended September 30, 2017. No outstanding restricted stock awards were antidilutivemonth period is
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higher than the U.S. federal income tax rate primarily as a result of U.S. state and non-U.S. income taxes. The Company’s prior year tax benefit for the three months ended September 30, 2016. Diluted earnings per share did not include 422 thousand antidilutive outstanding restricted stock awards2020 was primarily a result of a $2.0 million income tax benefit recorded for the impact of the high-tax exception to Global Intangible Low-Taxed Income ("GILTI"). The Company’s prior year tax benefit for the nine months ended September 30, 2016.
Dividends — We have not declared or paid any cash dividends2020 was primarily attributable to a pre-tax net loss versus a pre-tax net income in the past. nine months ended September 30, 2021.
For the nine months ended September 30, 2021 and 2020, cash paid for taxes, net of refunds received, were $3.1 million and $0.9 million, respectively.
9. Pension and Other Post-Retirement Benefit Plans
The components of net periodic (benefit) cost related to pension and other post-retirement benefit plans is as follows:
 U.S. Pension and Other Post-Retirement Benefit PlansNon-U.S. Pension Plan
Three Months Ended September 30,Three Months Ended September 30,
 2021202020212020
Interest cost$207 $281 $160 $210 
Expected return on plan assets(553)(519)(251)(277)
Amortization of prior service cost12 151 
Recognized actuarial loss70 74 239 12 
Net (benefit) cost$(274)$(162)$160 $96 
U.S. Pension and Other Post-Retirement Benefit PlansNon-U.S. Pension Plan
Nine months ended September 30,Nine months ended September 30,
2021202020212020
Interest cost$621 $843 $483 $618 
Expected return on plan assets(1,659)(1,556)(755)(806)
Amortization of prior service cost40 437 
Recognized actuarial loss210 223 721 36 
Net (benefit) cost$(822)$(485)$489 $285 

Net periodic (benefit) cost components, not inclusive of service costs, are recognized in other expense (income) within the Condensed Consolidated Statements of Operations.

Subsequent to the quarter ended September 30, 2021, the Audit Committee of the Board of Directors approved amendments to the U.S. Pension Plan to terminate the plan. The plan participants have been notified of the Company's intention to terminate the plan effective December 31, 2021.
10. Performance Awards
In 2020, the Company made awards, defined as cash, shares or other awards, to employees under the Commercial Vehicle Group, Inc. 2014 Equity Incentive Plan (the “2014 EIP”) and the Commercial Vehicle Group, Inc. 2020 Equity Incentive Plan (the “2020 EIP”). Effective June 15, 2020, as part of the Company’s stockholders’ approval of the 2020 EIP, the Company agreed that no more awards will be made under the 2014 EIP.
Restricted Cash Awards – Restricted cash is a grant that is earned and payable in cash based upon the Company’s relative total shareholder return in terms of ranking as compared to the Third ARLS Agreement (as describedpeer group generally ranging from a one to three-year period.
Performance Stock Awards Settled in Note 11) restrictCash – Performance-based stock award is a grant that is earned and payable in cash. The total amount payable as of the paymentaward's vesting date is determined based upon number of shares allocated to each participant, the Company’s relative total shareholder return in terms of ranking which can fluctuate as compared to the peer group over the performance period, and the share price of the Company's stock.
Total shareholder return is determined by the percentage change in value (positive or distributionnegative) over the applicable measurement period as measured by dividing (A) the sum of ourthe cumulative value of dividends and other distributions paid on the Common Stock for the applicable measurement period and the difference (positive or negative) between each such
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company’s starting stock price and ending stock price, by (B) the starting stock price. Performance targets are based on relative total shareholder return in terms of ranking as compared to the peer group over the performance period.
These awards are payable at the end of the performance period in cash or other assets, includingif the employee is employed through the end of the performance period. If the employee is not employed during the entire performance period, the award is forfeited. These grants are accounted for as cash dividend payments.settlement awards for which the fair value of the award fluctuates based on the change in total shareholder return in relation to the peer group.

5.The following table summarizes performance awards granted in the form of cash awards under the equity incentive plans: 
Amount
Adjusted Award Value at December 31, 2020$976 
Forfeitures(81)
Adjustments909 
Payments(300)
Adjusted Award Value at September 30, 2021$1,504 
Unrecognized compensation expense was $2.3 million as of September 30, 2021.
11. Share-Based Compensation
The company'sCompany's outstanding share-based compensation is comprised solely of restricted stockand performance-stock awards.
Restricted Stock Awards –- Restricted stock awards areis a grant of shares of common stock that may not be sold, encumbered or disposed of and that may be forfeited in the event of certain terminations of employment or in the case of the board of directors, a separation for cause, prior to the end of a restricted period set

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by the Compensation Committeecompensation committee of the Boardboard of Directors.directors. Forfeitures are recorded as they occur. A participant granted restricted stock generally has all of the rights of a stockholder, unless the Compensation Committeecompensation committee determines otherwise.
The following table summarizes information about outstanding Time-based restricted stock grantsawards generally vest over the three-year period following the date of grant, unless forfeited, and will be paid out in the form of stock at the end of the vesting period.
Performance Stock Awards – Performance-based stock awards have similar restrictions as restricted stock. They vest over the specified period following the date of September 30, 2017:
Grant 
Shares
(in thousands)
 Vesting Schedule 
Unearned
Compensation
(in millions)
 
Remaining
Periods
(in months)
October 2014 506
 3 equal annual installments commencing on October 20, 2015 $
 1
April 2015 27
 3 equal annual installments commencing on October 20, 2015 $
 1
October 2015 596
 3 equal annual installments commencing on October 20, 2016 $0.6
 13
January/March 2016 63
 3 equal annual installments commencing on October 20, 2016 $
 13
October 2016 411
 3 equal annual installments commencing on October 20, 2017 $1.4
 25
October 2016 98
 fully vests as of October 20, 2017 $0.1
 1
June 2017 6
 3 equal annual installments commencing on October 20, 2017 $
 25
grant, unless forfeited, and will be paid out in the form of stock at the end of the vesting period if the Company meets the performance targets set at the time the award was granted. Performance targets are based on relative total shareholder return in terms of ranking as compared to the peer group over the performance period.
As of September 30, 2017,2021, there was approximately $2.1$6.0 million of unearnedunrecognized compensation expense related to non-vested share-based compensation arrangements granted under our equity incentive plans. We have electedThis expense is subject to reportfuture adjustments and forfeitures as they occur as opposed to estimating future forfeitures inand will be recognized on a straight-line basis over the remaining restricted period for each grant.
A summary of the status of our share-based compensation expense.awards as of September 30, 2021 and changes during the nine months ended September 30, 2021, are presented below:
The following table summarizes information about
 2021
 Shares
(in thousands)
Weighted-
Average
Grant-Date
Fair Value
Nonvested - December 31, 20201,263 $3.48 
Granted457 9.90 
Vested(327)5.50 
Forfeited(23)7.18 
Nonvested - September 30, 20211,370 $5.07 
As of September 30, 2021, a total of 2.9 million shares were available for future grants from the non-vestedshares authorized for award under our 2020 EIP, including cumulative forfeitures.
12. Stockholders’ Equity
Common Stock — Our authorized capital stock consists of 60,000,000 shares of common stock with a par value of $0.01 per share; of which, 31,569,749 and 31,249,811 shares were issued and outstanding as of September 30, 2021 and December 31, 2020, respectively.
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Preferred Stock — Our authorized capital stock also consists of 5,000,000 shares of preferred stock with a par value of $0.01 per share. No preferred shares were outstanding as of September 30, 2021 and December 31, 2020.
Diluted earnings per share for the three and nine months ended September 30, 2021 and 2020 includes the effect of potential common shares issuable when dilutive, and is as follows:
Three Months Ended September 30,Nine Months Ended September 30,
2021202020212020
Net income (loss)$7,511 $4,178 $21,096 $(32,913)
Weighted average number of common shares outstanding (in '000s)31,570 30,986 31,432 30,894 
Dilutive effect of restricted stock grants after application of the Treasury Stock Method (in '000s)1,136 631 1,306 — 
Dilutive shares outstanding32,706 31,617 32,738 30,894 
Basic earnings (loss) per share$0.24 $0.13 $0.67 $(1.07)
Diluted earnings (loss) per share$0.23 $0.13 $0.64 $(1.07)


There were no outstanding share-based compensation awards that were excluded from the calculation of diluted earnings per share for the three months ended September 30, 2021 and there were 282 thousand outstanding restricted stock grantsshares that were excluded from the calculation of diluted earnings per share for the three months ended September 30, 2020. There were no outstanding share-based compensation awards that were excluded from the calculation of diluted earnings per share for the nine months ended September 30, 20172021 and 2016:
 Nine Months Ended September 30,
 2017 2016
 Shares
(000’s)
 Weighted-
Average
Grant-Date
Fair Value
 Shares
(000’s)
 Weighted-
Average
Grant-Date
Fair Value
Nonvested at December 31981
 $4.70
 1,128
 $4.24
Granted6
 8.77
 63
 2.49
Vested(6) 4.89
 
 
Forfeited(39) 4.84
 (153) 4.29
Nonvested at September 30942
 $4.72
 1,038
 $4.37
6. Performance Awards
Awards, defined as cash,there were 256 thousand outstanding restricted shares or other awards, may be granted to employees underthat were excluded from the Commercial Vehicle Group, Inc. 2014 Equity Incentive Plan (the “2014 EIP”). The award is earned and payable based upon the Company’s relative Total Shareholder Return in termscalculation of ranking as compared to the Peer Group over a three-year period (the “Performance Period”). Total Shareholder Return is determined by the percentage change in value (positive or negative) over the applicable measurement period as measured by dividing (A) the sum of (I) the cumulative value of dividends and other distributions paid on the Common Stock for the applicable measurement period, and (II) the difference (positive or negative) between each such company’s starting stock price and ending stock price, by (B) the starting stock price. The award is to be paid out at the end of the Performance Period in cash only if the employee is employed through the end of the Performance Period. If the employee is not employed during the entire Performance Period, the award will be forfeited. These grants are accounted for as cash settlement awards for which the fair value of the award fluctuates based on the change in Total Shareholder Return in relation to the Peer Group. The following table summarizes performance awards granted under the 2014 EIP in November 2016, 2015 and 2014: 
Grant Date Vesting Schedule Grant Amount Forfeitures/ Adjustments Payments Grant Value at September 30, 2017 Unrecognized Compensation Remaining Periods (in Months) to Vesting
November 2014 October 2017 $2,087
 $(1,592) $
 $495
 
 1
November 2015 October 2018 1,487
 (197) 
 1,290
 430
 13
November 2016 October 2019 1,434
 (37) 
 1,397
 932
 25
    $5,008
 $(1,826) $
 $3,182
 $1,362
  

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Compensation (income) and expense was recognized totaling $(0.3) million and $0.2 million for the three months ended September 30, 2017 and 2016, respectively. Compensation expense totaling $0.4 million was recognizeddiluted earnings per share for the nine months ended September 30, 20172020.
Shareholder Rights Plan

On June 23, 2020, the Company’s Board of Directors adopted a limited duration rights plan and 2016. Unrecognized compensation expense was $1.4 milliondeclared a dividend distribution of 1 right (each, a “Right” and $1.2 milliontogether with all other such rights distributed or issued pursuant thereto, the “Rights”) for each outstanding share of common stock, par value $0.01, of the Company, as of September 30, 2017 and 2016, respectively.
7. Accounts Receivable
Trade accounts receivable are stated at current value less an allowanceJuly 5, 2020, the record date for doubtful accounts, which approximates fair value. This allowance is estimated based primarily on management’s evaluationsuch dividend. Each holder of specific balancescommon stock as the balances become past due, the financial condition of our customers and our historical experience with write-offs. If not reserved through specific identification procedures, our general policy for potentially uncollectible accounts is to reserve at a certain percentage based upon the aging categories of accounts receivable and our historical experience with write-offs. Past due status is based upon the due date of the original amounts outstanding. When items are ultimately deemed uncollectible they are charged off againstrecord date received a dividend of 1 Right per share of common stock.

On April 15, 2021, the reserve previously establishedCompany and Computershare Trust Company, N.A., as rights agent (“Rights Agent”), entered into an amendment (the “Amendment”) to the Rights Agreement, dated as of June 25, 2020, by and between the Company and Rights Agent (the “Rights Agreement”). Pursuant to the Amendment, the Final Expiration Date of the Rights (each as defined in the allowance for doubtful accounts.
8. Inventories
Inventories are valued at the lower of first-in, first-out (“FIFO”) cost or market. Cost includes applicable material, labor and overhead. Inventories consistedRights Agreement) was advanced from June 24, 2021 to April 15, 2021. As a result of the following: Amendment, the Rights are no longer outstanding.

17
 September 30, 2017 December 31, 2016
Raw materials$61,646
 $46,352
Work in process10,646
 11,234
Finished goods16,150
 13,468
 $88,442
 $71,054

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Inventories on-hand13. Other Comprehensive Income (Loss)
The after-tax changes in accumulated other comprehensive income (loss), are regularly reviewedas follows:
Foreign
currency translation adjustment
Pension and
post-retirement
benefits plans
Derivative instrumentsAccumulated other
comprehensive
income (loss)
Balance - December 31, 2020$(19,024)$(27,423)$1,441 $(45,006)
Net current period change(1,809)— — (1,809)
Amortization of actuarial gain (loss)— 2,094 — 2,094 
Derivative instruments— — (1,052)(1,052)
Balance - September 30, 2021$(20,833)$(25,329)$389 $(45,773)
 Foreign
currency translation adjustment
Pension and
post-retirement
benefit plans
Derivative instrumentsAccumulated other
comprehensive
income (loss)
Balance - December 31, 2019$(24,032)$(22,382)$464 $(45,950)
Net current period change(257)— — (257)
Amortization of actuarial gain (loss)— (1,850)— (1,850)
Derivative instruments— — (781)(781)
Balance - September 30, 2020$(24,289)$(24,232)$(317)$(48,838)

The related tax effects allocated to each component of other comprehensive loss are as follows:
Three Months Ended September 30, 2021Nine Months Ended September 30, 2021
Before Tax
Amount
Tax ExpenseAfter Tax AmountBefore Tax
Amount
Tax ExpenseAfter Tax Amount
Cumulative translation adjustment$(1,225)$— $(1,225)$(1,809)$— $(1,809)
Amortization of actuarial gain (loss)1,308 113 1,421 1,754 340 2,094 
Derivative instruments(717)168 (549)(1,373)321 (1,052)
Total other comprehensive income (loss)$(634)$281 $(353)$(1,428)$661 $(767)

Three Months Ended September 30, 2020Nine Months Ended September 30, 2020
Before Tax
Amount
Tax ExpenseAfter Tax 
Amount
Before Tax
Amount
Tax ExpenseAfter Tax 
Amount
Cumulative translation adjustment$2,628 $— $2,628 $(257)$— $(257)
Amortization of actuarial gain (loss)(1,179)222 (957)(2,284)434 (1,850)
Derivative instruments1,167 (274)893 (878)97 (781)
Total other comprehensive income (loss)$2,616 $(52)$2,564 $(3,419)$531 $(2,888)

14. Cost Reduction and when necessary, provisions for excessManufacturing Capacity Rationalization

During 2019, the Company began implementing cost reduction and obsolete inventory are recorded based primarily on our estimated production requirements which reflect expectedmanufacturing capacity rationalization initiatives (the "Restructuring Initiatives") in response to declines in end market volumes. ExcessFurthermore, in 2020 the Company began implementing additional cost reduction initiatives and obsolete provisions may vary by product depending upon future potential use of the product.
9. Goodwill and Intangible Assets
Goodwill represents the excess of acquisition purchase price over the fair value of net assets acquired. We review goodwill for impairment annually, initially utilizing a qualitative assessment,further manufacturing capacity rationalization initiatives in the second fiscal quarter and whenever events or changes in circumstances indicate the carrying value may not be recoverable. Our goodwill is attributableresponse to the GTB Segment.COVID-19 pandemic ("2020 Initiatives"). The Restructuring Initiatives and 2020 Initiatives consist primarily of headcount reductions in each segment and at corporate, as well as other costs associated with transfer of production and subsequent closure of facilities, and expansion of production footprint to manufacture warehouse automation subsystems.
We performed a Step One fair value assessment
18

Table of our reporting units as of May 31, 2017. Implied fair value of goodwill was determined by utilizing the income approach. Determining the fair value of a reporting unit is judgmental in nature and involves the use of significant estimates and assumptions. These estimates and assumptions include revenue growth rates and operating margins used to calculate projected future cash flows, risk-adjusted discount rates, future economic and market conditions and determination of appropriate market comparables. We base our fair value estimates on assumptions we believe to be reasonable but that are inherently uncertain. Based on our fair value assessment of each of the reporting units, the fair value exceeded the carrying value of goodwill.Contents
We review definite-lived intangible assets, including trademarks, tradenames and customer relationships, for recoverability whenever events or changes in circumstances indicate that carrying amounts may not be recoverable. If the estimated undiscounted cash flows are less than the carrying amount of such assets, we recognize an impairment loss in an amount necessary to write down the assets to fair value as estimated from expected future discounted cash flows. Estimating the fair value of these assets is judgmental in nature and involves the use of significant estimates and assumptions. We base our fair value estimates on assumptions we believe to be reasonable, but that are inherently uncertain. Definite-lived intangible assets are amortized on a straight-line basis over the estimated life of the asset.
The changes in the carrying amounts of goodwillaccrued restructuring balances are as follows:
Electrical SystemsGlobal
Seating
Corporate/
Other
Total
December 31, 2020$463 $40 $176 $679 
Payments and other adjustments(463)(40)(176)(679)
September 30, 2021$— $— $— $— 
 September 30, 2017 December 31, 2016
Balance — Beginning$7,703
 $7,834
Currency translation adjustment181
 (131)
Balance — Ending$7,884
 $7,703
Electrical SystemsGlobal
Seating
Corporate/
Other
Total
December 31, 2019$1,276 $102 $947 $2,325 
New charges2,690 1,012 469 4,171 
Payments and other adjustments(3,422)(879)(1,057)(5,358)
September 30, 2020$544 $235 $359 $1,138 

11



Our definite-lived intangible assets were comprised ofOf the following:
   September 30, 2017 December 31, 2016
 Weighted-
Average
Amortization
Period
 Gross
Carrying
Amount
 Accumulated
Amortization
 Net
Carrying
Amount
 Gross
Carrying
Amount
 Accumulated
Amortization
 Net
Carrying
Amount
Definite-lived intangible assets:            
Trademarks/Tradenames23 years $8,465
 $(3,486) $4,979
 $8,378
 $(3,193) $5,185
Customer relationships15 years 14,408
 (4,639) 9,769
 14,181
 (3,855) 10,326
   $22,873
 $(8,125) $14,748
 $22,559
 $(7,048) $15,511
The aggregate intangible asset amortization expense was approximately $0.3$4.2 million for the three months ended September 30, 2017 and 2016, and $1.0 million forcosts incurred in the nine months ended September 30, 20172020, $3.3 million primarily related to headcount reductions and 2016. The estimated intangible asset amortization expense for$0.9 million related to facility exit and other costs. Of the fiscal year ending December 31, 2017$4.2 million costs incurred, $3.2 million was recorded in cost of revenues and for each of the five succeeding years is as follows:$1.0 million was recorded in selling, general and administrative expenses.
Fiscal Year Ended December 31,
Estimated
Amortization
Expense
2017$1,321
20181,326
20191,326
20201,196
20211,196
20221,196
10.15. Commitments and Contingencies
Warranty — We are subject to warranty claims for products that fail to perform as expected due to design or manufacturing deficiencies. Customers generally require their outside suppliers to guarantee or warrant their products and bear the cost of repair or replacement of such products. Depending on the terms under whichLeases - As disclosed in Note 7, Leases, we supply products to our customers, a customer may hold us responsible for some or all of the repair or replacement costs of defective products when the product supplied did not perform as represented. Our policy is to reserve for estimated future customer warranty costs based on historical trends and current economic factors.
The following represents a summary of the warranty provision for the nine months ended September 30, 2017:
Balance — December 31, 2016$5,552
Provision for new warranty claims1,532
Change in provision for preexisting warranty claims98
Deduction for payments made(3,452)
Currency translation adjustment93
Balance — September 30, 2017$3,823
Leases — We lease office, warehouse and manufacturing space and certain equipment under non-cancelable operating lease agreements that generally require us to pay maintenance, insurance, taxes and other expenses in addition to annual rental fees. The anticipated future lease costs are based in part on certain assumptions and we monitor these costs to determine if the estimates need to be revised in the future. As of September 30, 2017,2021, our equipment leases did not provide for any material guarantee of a specified portion of residual values.
Guarantees - Costs associated with guarantees are accrued when it is probable that a liability has been incurred and the amount can be reasonably estimated. The most likely cost to be incurred is accrued based on an evaluation of available facts; where no amount within a range of estimates is more likely, the minimum is accrued. As of September 30, 2021, we had no such guarantees.
Litigation - We are subject to various legal proceedings and claims arising in the ordinary course of business, including but not limited to workers' compensationproduct liability claims, OSHA investigations, employmentcustomer and supplier disputes, service provider disputes, examinations by taxing authorities, employment disputes, workers' compensation claims, unfair labor practice charges, OSHA investigations, intellectual property disputes and thoseenvironmental claims arising out of alleged defects, breachthe conduct of contracts, product warranties and environmental matters.our businesses.
Management believes that the Company maintains adequate insurance orand that we have established reserves for issues that are probable and estimable in amounts that are adequate to cover reasonable adverse judgments not covered by insurance. Based upon the information available to management and discussions with legal counsel, it is the opinion of management that the ultimate outcome of the various legal actions and claims that are incidental to our business are not expected to have a material adverse impact on the consolidated financial position, results of operations, equity or cash flows; however, such matters are subject to many uncertainties and the outcomes of individual matters are not predictable with any degree of assurance.

Warranty - We are subject to warranty claims for products that fail to perform as expected due to design or manufacturing deficiencies. Depending on the terms under which we supply products to our customers, a customer may hold us responsible for some or all of the repair or replacement costs of defective products when the product supplied did not perform as represented. Our policy is to record provisions for estimated future customer warranty costs based on historical trends and for specific claims. These amounts, as of September 30, 2021, are included within accrued liabilities and other in the accompanying Condensed Consolidated Balance Sheets.
The following presents a summary of the warranty provision for the nine months ended September 30, 2021:
Balance - December 31, 2020$2,041 
Provision for warranty claims854 
Deduction for payments made and other adjustments(1,238)
Balance - September 30, 2021$1,657 

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Debt Payments - As disclosed in Note 11,4, Debt, the TLSCredit Agreement requires the Company to repay a fixed amount of principal on a quarterly basis and make mandatory prepayments of excess cash flows, and voluntary prepayments that coincide with certain events.

The following table provides future minimum principal payments due on long-term debt for the next five fiscal yearsyears:
Term loan facilityRevolving credit facilityTotal
Remainder of 2021$1,875 $— $1,875 
2022$9,375 $— $9,375 
2023$13,125 $— $13,125 
2024$16,875 $— $16,875 
2025$20,625 $— $20,625 
Thereafter$86,250 $31,300 $117,550 


16. Segment Reporting
Operating segments are defined as components of an enterprise that are evaluated regularly by the Company’s chief operating decision maker (“CODM”), which is our President and Chief Executive Officer. Each of these segments consists of a number of manufacturing facilities. Certain of our facilities manufacture and sell products through both of our segments. Each manufacturing facility that sells products through both segments is reflected in the remaining years thereafter:

Year Ending December 31,
2017$1,094
20184,375
20194,375
20204,375
20214,375
Thereafter$155,312
11. Debt and Credit Facilities
Debt consistedfinancial results of the following:segment that has the greatest amount of revenues from that manufacturing facility. Our segments are more specifically described below.


September 30, 2017 December 31, 2016
7.875% senior secured notes due April 15, 2019$
 $233,154
Term loan and security agreement (a)$167,749
 $
The Electrical Systems segment designs, manufactures and sells the following products:
(a) Presented
Electrical systems, electrical wire harnesses, electro-mechanical assemblies for warehouses, electro-mechanical cable assemblies for the construction, agricultural, industrial, automotive, truck, mining, rail and military industries in North America, Europe and Asia-Pacific. This segment includes a portion of the company’s activities in the condensed consolidated balance sheet as currentemerging electric vehicle market;
Plastic components ("Trim") primarily for the North America commercial vehicle market and recreational vehicle markets;
Warehouse automation subsystems primarily for the North American e-commerce markets and include electro-mechanical assemblies and panels;
Commercial vehicle accessories including OE and aftermarket wipers, mirrors, floormats and sensors; and
Cab structures for the North American MD/HD truck market.
The Global Seating segment designs, manufactures and sells the following products:
Commercial vehicle seats for the global commercial vehicle markets including heavy duty trucks, medium duty trucks, last mile trucks, construction equipment, material handling equipment and agriculture equipment in North America, Europe and Asia-Pacific. This segment includes a portion of long-term debtthe company’s activities in the emerging electric vehicle market;
Office seats primarily in Europe and Asia-Pacific; and
Aftermarket seats and components in North America, Europe and Asia-Pacific.
Corporate expenses consist of $3.2 million, netcertain overhead and shared costs that are not directly attributable to the operations of deferred financinga segment. For purposes of business segment performance measurement, some of these costs and original issue discount each of $0.6 million; and long-term debt of $164.6 million, net of deferred financing costs and original issue discount of $2.4 million and $2.6 million, respectively.
Term Loan and Security Agreement
On April 12, 2017,that are for the Company entered into a $175.0 million senior secured term loan credit facility (the “Term Loan Facility”), maturing on April 12, 2023, pursuant to a term loan and security agreement (the “TLS Agreement”) with certain subsidiariesbenefit of the Company party thereto as guarantors, Bankoperations are allocated based on a combination of America, N.A., as administrative agent, and other lender parties thereto. Concurrent with the closing of the TLS Agreement, the proceeds of the Term Loan Facility were used, together with cash on hand in the amount of $74.0 million, to (a) fund the redemption, satisfaction and discharge of all of the Company’s outstanding 7.875% notes along with accrued interest; and (b) pay related transaction costs, fees and expenses. In conjunction with the redemption of the 7.875% notes, the Company recognized a non-cash charge of $1.6 million in the second quarter of 2017 to write-off deferred financing fees and a prepayment charge for interest of $1.5 million paid to bondholders during the 30-day notification period associated with the redemption of the 7.875% notes.
There was $0.1 million in accrued interest as of September 30, 2017. The unamortized deferred financing fees of $3.0 million and original issue discount of $3.2 million are netted against the aggregate book value of the outstanding debt to arrive at a balance of $167.7 million as of September 30, 2017 and are being amortized over the remaining life of the agreement.
The term loan is a senior secured obligation of the Company. Our obligations under the TLS Agreement are guaranteed by certain subsidiaries of the Company. The obligations of the Company and the guarantors under the TLS Agreement are secured (subject to certain permitted liens) by a first-priority lien on substantially all of the non-current assets (and a second priority lien on substantially all of the current assets) of the Company and the guarantors, including a first priority pledge of certain capital stock of the domestic and foreign subsidiaries directly owned by the Company and the guarantors. The liens, the security interests and all of the obligations of the Company and the guarantors and all provisions regarding remedies in an event of default are subject to an intercreditor agreement among the Company, the guarantors, the agent for the lenders party to the Company’s revolving credit facility and the collateral agent under the TLS Agreement.
Terms, Covenants and Compliance Status
The TLS Agreement contains customary restrictive covenants, including limitations on our ability and the ability of our subsidiaries to: incur additional debt; pay dividends or other restricted payments; make investments; engage in transactions with affiliates; create liens on assets; and consolidate, merge or transfer all or substantially all of our assets and the assets of our subsidiaries. In

methodologies.
13
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addition, the TLS Agreement contains a financial maintenance covenant requiring the Company to maintain a Total Leverage Ratio as of the last day of any fiscal quarter not to exceed the ratios set forth in the applicable table within the TLS Agreement.The TLS Agreement also contains customary reporting and other affirmative covenants. We were in compliance with the covenants as of September 30, 2017.
The TLS Agreement requires the Company to repay principal of approximately $1.1 million on the last day of each quarter commencing with the quarter ending September 30, 2017 and extending through March 31, 2024, with the remaining outstanding principal due at maturity.
Voluntary prepayments of amounts outstanding under the TLS Agreement are permitted at any time, without premium or penalty; provided, however, that a prepayment penalty equal to 1.0% of the prepaid amount is required to be paid in connection with certain events that have the effect of reducing the all-in-yield applicable to the term loan during the 12 months following the initial funding thereof. In addition, to the extent applicable, customary LIBOR breakage charges may be payable in connection with any prepayment.
The TLS Agreement requires the Company to make mandatory prepayments with excess cash flow, the proceeds of certain asset dispositions and upon the receipt of insurance or condemnation proceeds, and, in the case of an asset disposition or insurance or condemnation event, to the extent the Company does not reinvest the proceeds within the periods set forth in the TLS Agreement.
The TLS Agreement includes customary events of default (subject in certain cases to customary grace and cure periods) which include, among others:
• nonpayment of obligations when due;
• breach of covenants or other agreements in the TLS Agreement; and
• defaults in payment of certain other indebtedness.
Revolving Credit Facility
On April 12, 2017, the Company entered into the Third Amended and Restated Loan and Security Agreement ("Third ARLS Agreement") increasing its senior secured revolving credit facility to $65 million from $40 million and setting the maturity date to April 12, 2022. Up to an aggregate of $10.0 million is available to the Company and the other borrowers for the issuance of letters of credit, which reduces availability under the Third ARLS Agreement.
The Third ARLS Agreement included amendments to certain definitions and covenants including, but not limited to, amendments to (i) permitted debt, (ii) permitted distributions, (iii) distribution of assets, and (iv) the calculation of EBITDA. The Third ARLS Agreement contains a fixed charge coverage ratio maintenance covenant of 1.00:1.00 and amended the availability threshold for triggering compliance with the fixed charge coverage ratio.
The borrowers’ obligations under the revolving credit facility are secured (subject to certain permitted liens) by a first-priority lien on substantially all of the current assets (and a second priority lien on substantially all of the non-current assets) of the borrowers. Each of the Company and each other borrower is jointly and severally liable for the obligations under the revolving credit facility and unconditionally guarantees the prompt payment and performance thereof. The liens, the security interests and all of the obligations of the Company and each other borrower and all provisions regarding remedies in an event of default are subject to an intercreditor agreement among the Company, certain of its subsidiaries, the agent under the Third ARLS Agreement and the collateral agent for the lenders party to the Company’s term loan credit facility.
The applicable margin is based on average daily availability under the revolving credit facility as follows:
Level Average Daily Availability Base Rate
Loans
 LIBOR
Revolver Loans
III ≥ $24,000,000 0.50% 1.50%
II > $12,000,000 but < $24,000,000 0.75% 1.75%
I ≤ $12,000,000 1.00% 2.00%
The applicable margin will be subject to increase or decrease by the agent on the first day of the calendar month following each fiscal quarter end. If the agent is unable to calculate average daily availability for a fiscal quarter due to borrowers' failure to deliver a borrowing base certificate when required, the applicable margin will be set at Level I until the first day of the calendar month following receipt of a borrowing base certificate. As of September 30, 2017, the applicable margin was set at Level III.

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The unamortized deferred financing fees associated with our revolving credit facility of $1.1 million and $0.1 million as of September 30, 2017 and December 31, 2016, respectively, were being amortized over the remaining life of the agreement. As of September 30, 2017 and December 31, 2016, we did not have borrowings under the revolving credit facility and had outstanding letters of credit of $2.1 million and $2.5 million, respectively. We had borrowing availability of $62.9 million at September 30, 2017.
The Company pays a commitment fee to the lenders equal to 0.25% per annum of the unused amounts under the revolving credit facility.
Terms, Covenants and Compliance Status
The Third ARLS Agreement requires the maintenance of a minimum fixed charge coverage ratio. The borrowers however are not required to comply with the fixed charge coverage ratio requirement for as long as the borrowers maintain borrowing availability under the revolving credit facility at the greater of (i) $5,000,000 and (ii) ten percent (10%) of the revolving commitments. If borrowing availability falls below this threshold at any time, the borrowers would be required to comply with a fixed charge coverage ratio of 1.00:1.00 as of the end of each relevant fiscal quarter, and would be required to continue to comply with these requirements until the borrowers have borrowing availability in excess of this threshold for 60 consecutive days. Since the Company had borrowing availability in excess of this threshold from December 31, 2016 through September 30, 2017, the Company was not required to comply with the minimum fixed charge coverage ratio covenant during the quarter ended September 30, 2017.
The Third ARLS Agreement contains customary restrictive covenants, including limitations on our ability and the ability of our subsidiaries to: incur additional debt; pay dividends or other restricted payments; make investments; engage in transactions with affiliates; create liens on assets; and consolidate, merge or transfer all or substantially all of our assets and the assets of our subsidiaries. The Third ARLS Agreement also contains customary reporting and other affirmative covenants. The Company was in compliance with these covenants as of September 30, 2017.
Voluntary prepayments of amounts outstanding under the revolving credit facility are permitted at any time, without premium or penalty, other than (to the extent applicable) customary LIBOR breakage charges and the aforementioned prepayment penalty.
The Third ARLS Agreement requires the borrowers to make mandatory prepayments upon the receipt of insurance or condemnation proceeds in respect of the revolving credit facility’s priority collateral.
The Third ARLS Agreement includes customary events of default (subject in certain cases to customary grace and cure periods) which include, among others:

nonpayment of obligations when due;
breach of covenants or other agreements in the Third ARLS Agreement;
a change of control; and
defaults in payment of certain other indebtedness, including the term loan credit facility.
12. Income Taxes
We file federal and state income tax returns in the U.S. and income tax returns in foreign jurisdictions. With a few minor exceptions, we are no longer subject to income tax examinations by any of the taxing jurisdictions for years prior to 2013. We currently have one foreign income tax examination in process.
As of September 30, 2017 and December 31, 2016, unrecognized tax benefits related to federal, state and foreign jurisdictions were $0.5 million and $0.6 million, respectively; all of which may impact our effective tax rate, if recognized. The domestic unrecognized tax benefits are netted against their related noncurrent deferred tax assets that are carried forward as net operating losses and tax credits. When appropriate, we accrue penalties and interest related to unrecognized tax benefits through income tax expense. Included in the unrecognized tax benefits is $0.2 million of interest and penalties as of September 30, 2017 and December 31, 2016.
During the nine months ended September 30, 2017, we released $0.2 million of tax reserves associated with items falling outside the statue of limitations and the closure of certain tax years for examination purposes. We are not aware of any events that could occur within the next twelve months that would have an impact on the amount of unrecognized tax benefits that would require a reserve.

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At September 30, 2017, due to cumulative losses and other factors, we continue to carry valuation allowances against the deferred tax assets primarily in the United Kingdom and Luxembourg. Additionally, we continue to carry valuation allowances related to certain state deferred assets that we believe to be more likely than not to expire before they can be utilized. We evaluate the need for valuation allowances in each of our jurisdictions on a quarterly basis.

13. Segment Reporting
The following tables presenttable presents segment revenues, gross profit, depreciation and amortization expense, selling, general and administrative expenses, operating income, capital expenditures and other itemsresults for the three and nine months ended September 30, 20172021 and 2016:2020.
Three Months Ended September 30, 2021
Electrical
Systems
Global
Seating
Corporate/
Other
Total
Revenues
External revenues$163,134 $76,476 $— $239,610 
Intersegment revenues978 14 (992)— 
Total revenues$164,112 $76,490 $(992)$239,610 
Gross profit$23,662 $6,484 $(2)$30,144 
Selling, general & administrative expenses5,878 6,061 6,833 18,772 
Operating income (loss)$17,784 $423 $(6,835)$11,372 

Three Months Ended September 30, 2020
Electrical SystemsGlobal
Seating
Corporate/
Other
Total
Revenues
External revenues$120,723 $66,974 $— $187,697 
Intersegment revenues344 1,928 (2,272)— 
Total revenues$121,067 $68,902 $(2,272)$187,697 
Gross profit$16,118 $8,418 $(377)$24,159 
Selling, general & administrative expenses
3,895 3,646 7,725 15,266 
Operating income (loss)$12,223 $4,772 $(8,102)$8,893 

Nine Months Ended September 30, 2021
Electrical
System
Global
Seating
Corporate/
Other
Total
Revenues
External revenues$496,926 $245,747 $— $742,673 
Intersegment revenues4,532 6,735 (11,267)— 
Total revenues$501,458 $252,482 $(11,267)$742,673 
Gross profit$67,710 $27,966 $(43)$95,633 
Selling, general & administrative expenses16,505 17,016 19,008 52,529 
Operating income (loss)$51,205 $10,950 $(19,051)$43,104 

Nine Months Ended September 30, 2020
ElectricalGlobal
Seating
Corporate/
Other
Total
Revenues
External revenues$305,389 $196,309 $— $501,698 
Intersegment revenues1,987 2,435 (4,422)— 
Total revenues$307,376 $198,744 $(4,422)$501,698 
Gross profit$28,208 $23,133 $(404)$50,937 
Selling, general & administrative expenses
15,884 12,379 21,803 50,066 
Goodwill and other impairment23,415 4,809 793 29,017 
Operating income (loss)$(11,091)$5,945 $(23,000)$(28,146)
21
 Three Months Ended September 30, 2017
 Global
Truck &
Bus
 Global
Construction &
Agriculture
 Corporate/
Other
 Total
Revenues       
External Revenues$121,497
 $76,852
 $
 $198,349
Intersegment Revenues552
 2,705
 (3,257) 
Total Revenues$122,049
 $79,557
 $(3,257) $198,349
Gross Profit$17,180
 $8,316
 $(346) $25,150
Depreciation and Amortization Expense$1,838
 $1,117
 $673
 $3,628
Selling, General & Administrative Expenses$5,534
 $4,160
 $4,442
 $14,136
Operating Income$11,350
 $4,121
 $(4,789) $10,682
Capital and Other Items:       
Capital Expenditures$1,097
 $1,195
 $476
 $2,768
Other Items 1
$373
 $15
 $
 $388
 1Other items include costs associated with plant closures, including employee severance and retention costs, lease cancellation costs, building repairs and costs to transfer equipment.
 Three Months Ended September 30, 2016
 Global
Truck &
Bus
 Global
Construction &
Agriculture
 Corporate/
Other
 Total
Revenues       
External Revenues$95,728
 $57,876
 $
 $153,604
Intersegment Revenues308
 1,499
 (1,807) 
Total Revenues$96,036
 $59,375
 $(1,807) $153,604
Gross Profit$10,765
 $8,525
 $(371) $18,919
Depreciation and Amortization Expense$2,215
 $1,464
 $484
 $4,163
Selling, General & Administrative Expenses 
$5,329
 $4,588
 $4,209
 $14,126
Operating Income$5,144
 $3,901
 $(4,579) $4,466
Capital and Other Items:       
Capital Expenditures$1,592
 $664
 $290
 $2,546
Other Items 1
$1,329
 $191
 $
 $1,520
 1 Other items include costs associated with plant closures, including employee severance and retention costs, lease cancellation costs, building repairs and costs to transfer equipment.


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17. Other Financial Information
 Nine Months Ended September 30, 2017
 Global
Truck &
Bus
 Global
Construction &
Agriculture
 Corporate/
Other
 Total
Revenues       
External Revenues$342,964
 $223,929
 $
 $566,893
Intersegment Revenues1,084
 7,315
 (8,399) 
Total Revenues$344,048
 $231,244
 $(8,399) $566,893
Gross Profit$48,288
 $22,099
 $(1,033) $69,354
Depreciation and Amortization Expense$5,850
 $3,530
 $2,051
 $11,431
Selling, General & Administrative Expenses$16,688
 $12,619
 $16,250
 $45,557
Operating Income$30,716
 $9,374
 $(17,283) $22,807
Capital and Other Items:       
Capital Expenditures$5,145
 $3,671
 $1,795
 $10,611
Other Items 1
$1,341
 $998
 $2,377
 $4,716
 1 Other items include costs associated with plant closures, including employee severance and retention costs, lease cancellation costs, building repairs, costs to transfer equipment, and settlement costs associated with the consulting contract litigation.

 Nine Months Ended September 30, 2016
 Global
Truck &
Bus
 Global
Construction &
Agriculture
 Corporate/
Other
 Total
Revenues       
External Revenues$323,895
 $188,252
 $
 $512,147
Intersegment Revenues771
 5,417
 (6,188) 
Total Revenues$324,666
 $193,669
 $(6,188) $512,147
Gross Profit$43,019
 $27,100
 $(1,164) $68,955
Depreciation and Amortization Expense$6,438
 $4,321
 $1,812
 $12,571
Selling, General & Administrative Expenses 
$17,466
 $13,859
 $15,177
 $46,502
Operating Income$24,679
 $13,137
 $(16,341) $21,475
Capital and Other Items:
 
 
  
Capital Expenditures$4,039
 $2,881
 $867
 $7,787
Other Items 1
$1,704
 $512
 $688
 $2,904
 1Other items include costs associated with plant closures, including employee severance and retention costs, lease cancellation costs, building repairs and costs to transfer equipment, and a write down of an asset held for sale and severance costsItems reported in corporate.
14. Derivative Contracts
We use forward exchange contracts to hedge certain of our foreign currency transaction exposures. We estimate our projected revenues and purchases in certain foreign currencies and may hedge a portioninventories consisted of the anticipated long or short positions. The contracts typically runfollowing: 
September 30, 2021December 31, 2020
Raw materials$112,876 $65,334 
Work in process18,622 13,373 
Finished goods14,971 12,540 
Inventories$146,469 $91,247 

Inventories increased by $55.2 million from one month upDecember 31, 2020 to eighteen months. As of September 30, 2017, we did not have any derivatives designated as hedging instruments; therefore, our forward foreign exchange contracts have been marked-to-market2021 due to cost inflation, customer schedule volatility, and the fair value of contracts recordedsupply chain issues.

Items reported in the condensed consolidated Balance Sheet with the offsetting non-cash gain or loss recorded in cost of revenue in our consolidated Statement of Income. We do not hold or issue foreign exchange options or forward contracts for trading purposes. Our forward foreign exchange contracts are subject to a master netting agreement. We record assetsproperty, plant, and liabilities relating to our forward foreign exchange contracts on a gross basis in our condensed consolidated Balance Sheet.
The following table summarizes the notional amount of our open foreign exchange contracts:
 September 30, 2017 December 31, 2016
 
U.S. $
Equivalent
 
U.S. $
Equivalent
Fair Value
 
U.S. $
Equivalent
 
U.S. $
Equivalent
Fair Value
Commitments to buy or sell currencies$5,389
 $5,723
 $18,593
 $17,213

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We consider the impact of our credit risk on the fair valueequipment, net consisted of the contracts, as well as our ability to honor obligations under the contract.following:
The Company entered into an interest rate swap contract to fix the interest rate on an initial aggregate amount of $80.0 million thereby reducing exposure to interest rate changes. The interest rate swap has a floor rate of 2.07%
September 30, 2021December 31, 2020
Land and buildings$32,628 $30,305 
Machinery and equipment191,248 189,939 
Construction in progress7,847 1,558 
Property, plant, and equipment, gross231,723 221,802 
Less accumulated depreciation(169,581)(159,026)
Property, plant and equipment, net$62,142 $62,776 
Items reported in accrued expenses and an all-in rate of 8.07%, and an effective date of June 30, 2017 and a maturity date of April 30, 2022. As of September 30, 2017, the interest rate swap contract was not designated as a hedging instrument; therefore, our interest rate swap contract has been marked-to-market and the fair valueother liabilities consisted of the contract recorded in the condensed consolidated Balance Sheet with the offsetting gain or loss recorded in interest and other expense in our condensed consolidated Statement of Income.following:
The following table summarizes the fair value and presentation in the condensed consolidated Balance Sheet for derivatives, none of which are designated as accounting hedges: 
September 30, 2021December 31, 2020
Compensation and benefits$18,297 $15,877 
Operating lease liabilities9,078 9,236 
Accrued freight6,835 2,556 
Contingent Consideration4,288 4,870 
Taxes payable3,804 4,057 
Other9,768 13,460 
Accrued liabilities and other$52,070 $50,056 

Asset Derivatives

September 30, 2017 December 31, 2016

Balance Sheet
Location
 Fair Value Balance Sheet
Location
 Fair Value
Foreign exchange contractsOther current assets $395
 Other current assets $142
Interest rate swap contract  1
Other current assets $1
 Other current assets $
Interest rate swap contract  1
Other assets, net $301
 Other assets, net $

Liability Derivatives

September 30, 2017 December 31, 2016

Balance Sheet
Location
 Fair Value Balance Sheet
Location
 Fair Value
Foreign exchange contractsAccrued liabilities $22
 Accrued liabilities $1,234
Interest rate swap contract  1
Accrued liabilities $494
 Accrued liabilities $
Interest rate swap contract  1
Other long-term liabilities $293
 Other long-term liabilities $
1 Presented in the condensed consolidated Balance Sheet as accrued liabilities of $0.5 million.
The following table summarizes the effect of derivative instruments on the consolidated Statement of Income for derivatives not designated as hedging instruments:
   Three Months Ended September 30, Nine Months Ended September 30,
   2017 2016 2017 2016
 
Location of Gain (Loss)
Recognized in Income on
Derivatives
 
Amount of Gain (Loss)
Recognized in Income on
Derivatives
 
Amount of Gain (Loss)
Recognized in Income on
Derivatives
Foreign exchange contractsCost of Revenues $(322) $(869) $1,438
 $(205)
Interest rate swap contractInterest Income (Expense) $38
 $
 $(485) $

15. Other Comprehensive Loss
The after-tax changes in accumulated other comprehensive loss are as follows:
 Foreign
currency translation adjustment
 
Pension and
post-retirement
benefits plans
 
Accumulated other
comprehensive
loss
Ending balance, December 31, 2016$(24,313) $(24,532) $(48,845)
Net current period change5,209
 
 5,209
Reclassification adjustments for losses reclassified into income
 (1,830) (1,830)
Ending balance, September 30, 2017$(19,104) $(26,362) $(45,466)


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 Foreign
currency translation adjustment
 
Pension and
post-retirement
benefit plans
 
Accumulated other
comprehensive
loss
Ending balance, December 31, 2015$(21,079) $(18,575) $(39,654)
Net current period change215
 
 215
Reclassification adjustments for losses reclassified into income
 (1,699) (1,699)
Ending balance, September 30, 2016$(20,864) $(20,274) $(41,138)

The related tax effects allocated to each component of other comprehensive income are as follows:
 Three Months Ended
 Nine Months Ended
 September 30, 2017 September 30, 2017
 Before Tax
Amount
 Tax Expense After Tax Amount Before Tax
Amount
 Tax Expense After Tax Amount
Retirement benefits adjustment$(763) $217
 $(546) $(2,481) $651
 $(1,830)
Cumulative translation adjustment1,130
 
 1,130
 5,209
 
 5,209
Total other comprehensive income$367
 $217
 $584
 $2,728
 $651
 $3,379

 Three Months Ended
 Nine Months Ended
 September 30, 2016 September 30, 2016
 Before Tax
Amount
 Tax Expense After Tax 
Amount
 Before Tax
Amount
 Tax Expense 
After Tax 
Amount
Retirement benefits adjustment$(893) $228
 $(665) $(2,478) $779
 $(1,699)
Cumulative translation adjustment621
 
 621
 215
 
 215
Total other comprehensive loss$(272) $228
 $(44) $(2,263) $779
 $(1,484)
16. Pension and Other Post-Retirement Benefit Plans
We sponsor pension plans that cover certain hourly and salaried employees in the United States and United Kingdom. Each of the plans are frozen to new participants. Our policy is to make annual contributions to the plans to fund the normal cost as required by local regulations. In addition, we have a post-retirement benefit plan for certain U.S. operations, retirees and their dependents.
The components of net periodic (benefit) cost related to pension and other post-retirement benefit plans is as follows:18. Subsequent Event
 U.S. Pension Plans and Other Post-Retirement Benefit Plans Non-U.S. Pension Plans
 Three Months Ended September 30, Three Months Ended September 30,
 2017 2016 2017 2016
Service cost$33
 $32
 $
 $
Interest cost449
 469
 289
 338
Expected return on plan assets(671) (678) (302) (375)
Amortization of prior service cost2
 
 
 
Recognized actuarial loss89
 107
 122
 52
Net (benefit) cost$(98) $(70) $109
 $15


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 U.S. Pension Plans and Other Post-Retirement Benefit Plans Non-U.S. Pension Plans
 Nine Months Ended September 30, Nine Months Ended September 30,
 2017 2016 2017 2016
Service cost$100
 $96
 $
 $
Interest cost1,346
 1,407
 845
 1,041
Expected return on plan assets(2,013) (2,034) (882) (1,156)
Amortization of prior service cost5
 
 
 
Recognized actuarial loss (gain)268
 321
 358
 160
Net (benefit) cost$(294) $(210) $321
 $45
We expect to contribute approximately $2.9 million to our pension plans and our other post-retirement benefit plans in 2017. As of September 30, 2017, $2.2 million of contributions have been made to our pension and other post-retirement plans.
17.Restructuring


On November 19, 2015,1, 2021, the Company's Board of Directors ofapproved a restructuring program to align the Company approved adjustmentsCompany's cost structure to the Company’s manufacturingsupport margin expansion. The program includes workforce reductions and footprint and capacity utilization, and reductions to selling, general and administrative costs.optimization across segments. We expect the costs associated with restructuring activitiescost to total $6.5be between $4.0 million to $7.6$6.0 million and capital investments to total $1.0 million to $2.0 million. The restructuring and cost reduction actions began in the fourth quarter of 2015 and are expected to continue through 2017. Restructuring costs incurred during the nine months ended September 30, 2017 and 2016 were $2.0 million and $2.3 million, respectively. The following is a summary of some of our key actions.

Edgewood Facility
The closure of our Edgewood, Iowa facility and transfer of production to our Agua Prieta, Mexico facility was announced on December 3, 2015 and was substantially complete as of June 30, 2016.
Piedmont Facility
On May 2, 2016, the Company announced plans to consolidate its North American seat production into two North American facilities and cease seat production in its Piedmont, Alabama facility. The Company will continue to maintain a presence in Piedmont for our Aftermarket distribution channel. The restructuring plan is now complete.
Monona Facility
On July 19, 2016, the Company announced its intent to transfer all wire harness production from its manufacturing facility in Monona, Iowa to its facility in Agua Prieta, Mexico. On May 24, 2017, the Company elected to maintain production capability in the Monona facility as a result of a shortage of labor in our North American wire harness business. The Company released accrued employee separation charges of $0.4 million and incurred lease cancellation charges of $1.3 million.
Shadyside Facility
On July 21, 2016, the Company announced that it will close its Shadyside, Ohio facility that performs assembly and stamping activities. These activities will be transferred to alternative facilities or sourced to local suppliers. We anticipate the closure of the Shadyside facility to be complete by the end of 2017.
Ongoing Restructuring Expenditures
The table below summarizes the expenditures incurred to date and projected future expenditures associated with the restructuring activities approved on November 19, 2015:

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Total Project
Expense
       Expected Future Expense (Income)  
   2015/2016 
Current
Quarter
 
2017 Year
to Date
  Income Statement
(in millions) LowHigh Expense Expense (Income) LowHigh Classification
Edgewood Wire Harness              
Separation costs $0.3
$0.3
 $0.3
 $
 $
 $
$
  Cost of revenues
Facility and other costs 0.1
0.1
 0.1
 
 
 

  Cost of revenues
Total $0.4
$0.4
 $0.4
 $
 $
 $
$
  
Piedmont Seating              
Separation costs $0.6
$0.6
 $0.6
 $
 $
 $
$
  Cost of revenues
Facility and other costs 0.4
0.4
 0.4
 
 
 

  Cost of revenues
Total $1.0
$1.0
 $1.0
 $
 $
 $
$
  
Monona Wire Harness              
Separation costs $0.1
$0.1
 $0.5
 $
 $(0.4) $
$
  Cost of revenues
Facility and other costs 1.9
2.3
 0.1
 
 1.4
 0.4
0.8
  Cost of revenues
Total $2.0
$2.4
 $0.6
 $
 $1.0
 $0.4
$0.8
  
Shadyside Stamping              
Separation costs $2.5
$2.6
 $1.7
 $0.2
 $0.6
 $0.2
$0.3
  Cost of revenues
Facility and other costs 0.2
0.8
 0.2
 0.2
 0.4
 (0.4)0.2
  Cost of revenues
Total $2.7
$3.4
 $1.9
 $0.4
 $1.0
 $(0.2)$0.5
  
Other Restructuring              
Separation costs $0.1
$0.1
 $0.1
 $
 $
 $
$
  Cost of revenues
Separation costs 0.3
0.3
 0.3
 
 
 

  Selling, general and administrative
Total $0.4
$0.4
 $0.4
 $
 $
 $
$
  
Total Restructuring $6.5
$7.6
 $4.3
 $0.4
 $2.0
 $0.2
$1.3
  
Restructuring Liability
A summary of changes in the restructuring liability for the nine months ended September 30, 2017 and 2016 is as follows:entire program.


 2017
 Employee Costs Facility Exit and Other Costs Total
Balance - December 31, 2016$2,229
 $45
 $2,274
Provisions212
 1,801
 2,013
Utilizations(2,134) (1,317) (3,451)
Balance - September 30, 2017$307
 $529
 $836
      
 2016
 Employee Costs Facility Exit and Other Costs Total
Balance - December 31, 2015$542
 $43
 $585
Provisions1,721
 568
 2,289
Utilizations(496) (588) (1,084)
Balance - September 30, 2016$1,767
 $23
 $1,790

18. Subsequent Events

The sale of our Shadyside, Ohio property to Warren Distribution, Inc. for $2.5 million was consummated on October 31, 2017, resulting in a gain on sale of $0.9 million in the fourth quarter of 2017.

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ITEM 2 – MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The discussion and analysis below describes material changes in financial condition and results of operations foras reflected in our condensed consolidated financial statements for the three and nine monthsmonth periods ended September 30, 20172021 and 2016.2020. This discussion and analysis should be read in conjunction with “Management’s Discussion and Analysis of Financial Condition and Results of Operations” included in our Annual Report on2020 Form 10-K for the fiscal year ended December 31, 2016 (the “2016 Form 10-K”).10-K.


CompanyBusiness Overview

Commercial Vehicle Group, Inc. (and its subsidiaries)CVG is a leading supplierglobal provider of a full range of cab related products components, assemblies and systems forto the globaltraditional commercial vehicle market, including the MD/HD Truck market, the medium- and heavy-constructionelectric vehicle market, and the military, bus, agriculture, specialty transportation, mining, industrial equipment and off-road recreational markets.warehouse automation market.

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We have manufacturing operationsCommercial Trends in the United States, Mexico, United Kingdom, Czech Republic, Ukraine, China, India and Australia. Our products are primarily sold in North America Europe, and the Asia-Pacific region.

Our products include Seats; Trim; cab structures, sleeper boxes, body panels and structural components; mirrors, wipers and controls; and electronic wire harness and panel assemblies designed for applications in commercial and other vehicles.

We are differentiated from automotive industry suppliers by our ability to manufacture low volume, customized products on a sequenced basis to meet the requirements of our customers. We believe our products are used by a majority of the North American MD/HDCommercial Truck and certain leading global construction and agriculture OEMs, which we believe creates an opportunity to cross-sell our products.

Business Overview

For the nine months ended September 30, 2017, approximately 42% of our revenue was generated from sales to North American MD/HD Truck OEMs. Our remaining revenue was primarily derived from sales to OEMs in the global construction equipment market, aftermarket, OE service organizations, military market and other specialty markets.Markets
Demand for our products ismay be driven to a significant degree by preferences of the end-user of the vehicle, particularly with respect to heavy-duty trucks. Unlike the automotive industry, vehicleHeavy-duty truck OEMs generally afforddictate the end-user the ability to specify manyspecifications of the component parts that will be used to manufacture the commercial vehicle, including a wide variety of cab interior styles and colors, brand and type of seats, type of seat fabric and color, and specific interior styling. In addition, certainCertain of our products are only utilized in heavy-duty trucks, such as our storage systems, sleeper boxes and privacy curtains. Accordingly, changes in demand for heavy-duty trucks in North America or the mix of options on a vehicle can have a greater impact on our business than changes in the overall demand for commercial vehicles. To the extent that demand for higher content vehicles increases or decreases, our revenues and gross profit will be impacted positively or negatively.
We generally compete for new business atCurrent trends include future adoption of electric vehicles in the beginning of the development of a new vehicle platform and upon the redesign of existing programs. New platform development generally begins one to three years before the marketing of such models by our customers. Contract durations for commercial vehicle products generally extend for the entire life of the platform, which is typically five to seven years. Several of the majortruck segment. Commercial truck makers are developing electric models of all classes of trucks and buses in their fleets. This has created an increased number of platform opportunities relative to historical trends of platform changes. The Company competes to retain its existing positions on platforms that are getting refreshed, competitively win new positions on platforms on which it is not the process of upgrading their keyincumbent supplier, and gain first fit positions on new Electric Vehicle platforms. The global truck platformsmarket is evolving to include many offerings aimed at low emissions and we believe we have maintained our share of content in these platforms. We continue to pursue opportunities to expand our content.less impact on the environment.
DemandIn general, demand for our heavy-duty (or "Class 8") truck products is generally dependent on the number of new heavy-duty trucks manufactured in North America, which in turn is a function of general economic conditions, supply chain constraints, interest rates, changes in government regulations, consumer spending, fuel costs, freight costs, fleet operators' financial health and access to capital, used truck prices and our customers’ inventory levels. New heavy-duty truck demand has historically been cyclical and is particularly sensitive to the industrial sector of the economy, which generates a significant portion of the freight tonnage hauled by commercial vehicles. According
With respect to a October 2017 report by ACT Research, a publisher of industry market research, North American Class 8 production levels are expected to increase to 252,000 units in 2017 and then increase to 296,000 units in 2019 before decreasing to 281,000 units in 2022. We believe the demand for North American Class 8 vehicles in 2017 will be between 235,000 to 255,000 units. ACT Research estimates that the average age of active North American Class 8 trucks is 11.4 and 11.3 years in 2016 and 2017, respectively. As vehicles age, their maintenance costs typically increase. ACT Research forecasts that the vehicle age will decline as aging fleets are replaced.

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North American medium-duty (or "Class 5-7") market, we primarily participate in the Class 6 and 7 portion of the market. The medium-duty truck production steadily increased from 227,000 units in 2014 to 233,000 units in 2016. According to a October 2017 reportmarket is influenced by ACT Research,overall economic conditions but has historically been less cyclical than the North American Class 5-78 truck productionmarket, with highs and lows generally not as pronounced as the Class 8 truck market.
The Company is expecteda new entrant into making components, sub-assemblies and systems for the last-mile delivery vehicle market. This is a focus of business development activities and the Company has secured business for 2021 and beyond.
Commercial Trends in Warehouse Automation Subsystems
Demand for our warehouse automation subsystems is derived by expansion of supply chain infrastructures to accommodate increased customer orders in e-commerce. As the percentage of products ordered on-line increases, the delivery mechanisms must expand to increase to 250,000 unitsoutput. Additionally, desire for cost reduction, increased throughput volume and SKU proliferation, a greater variety of order and package types, more frequent product returns by end consumers, and COVID-19-driven social distancing protocols on warehouse floors, all have driven increased investment in 2017 and then gradually increase to 275,000 unitsautomated solutions by warehouse operators. The Company assembles the material handling subsystems incorporated into automated warehouses.
Commercial Trends in 2022.Construction Equipment
Demand for our construction and agricultural equipment products is dependent on vehicle production. Demand for new vehicles in the global construction and agricultural equipment market generally follows certain economic conditions around the world. Our products are primarily used in the medium- and heavy-duty construction equipment markets (vehicles weighing over 12 metric tons). Demand in the medium- and heavy-duty construction equipment market is typically related to the level of large scale infrastructure development projects, such as highways, dams, harbors, hospitals, airports and industrial development, as well as activity in the mining, forestry and other raw material basedcommodities industries. We believe
Other Key Developments
On April 30, 2021, the construction marketsCompany closed on $275 million in senior secured credit facilities, consisting of a $150 million Term Loan Facility and a $125 million Revolving Credit Facility. During the nine months ended September 30, 2021, the Company recognized a loss on extinguishment of debt of approximately $7.2 million, including a non-cash write off relating to deferred financing costs and unamortized discount of the 2023 Term Loan Facility, a voluntary repayment premium, and certain fees related to the new Credit Facilities. The Company deferred $1.8 million of fees related to the new Credit Facilities. All amounts under the 2023 Term Loan Facility and ABL Revolving Credit Facility were repaid and discharged in full on April 30, 2021 and the TLS Agreement and Third ARLS Agreement were terminated.
On October 25, 2021, the Company entered into an amendment (the “Amendment”) to the Credit Agreement. The Amendment permits the Company to engage in supply chain financing arrangements with financial institutions to cover up to $20.0 million in accounts receivable from customers per month. Additionally, the Amendment increases the Company’s capital expenditure
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investment threshold from $25.0 million to $32.0 million.
On October 25, 2021, the Company provided notice to the Volvo Group (“Volvo”) of the Company’s intention to terminate its agreement with Volvo, with such termination to become effective twelve months from the date of notice, absent the parties reaching mutually agreeable terms upon which to continue their relationship. The Company is focused on implementing customer price increases where margin on product is not meeting profitability targets.
The COVID-19 pandemic has caused and continues to cause, significant volatility, uncertainty and economic disruptions to our business. While we servecontinue to operate our facilities, we may experience production slowdowns and/or shutdowns at our manufacturing facilities in Europe, Asia, and North America, are improving. Global agriculture markets may be stabilizing.

Our Long-Term Strategy

Our long-term strategy is to grow organically by product, geographic regionEurope and end market. Our products are Seats, Trim, wire harnesses, structures, wipers, mirrors and office seats. We expect to realize some end market diversification in truck and bus in Asia-Pacific and trim in Europe, with additional diversification weighted toward the agriculture market, and to a lesser extent the construction market. We intend to allocate resources consistent with our strategy; and more specifically, consistent with our product portfolio, geographic region and end market diversification objectives. We periodically evaluate our long-term strategy in response to significant changes in our business environment and other factors.

Although our long-term strategy is an organic growth plan, we will consider opportunistic acquisitions to supplement our product portfolio, and to enhance our ability to serve our customers in our geographic end markets.

Strategic Footprint

We review our manufacturing footprint in the normal course to, among other considerations, provide a competitive landed cost to our customers. In November 2015, the Company announced a restructuring and cost reduction plan, which is expected to lower operating costs by $8 million to $12 million annually when fully implemented at the end of 2017. As part of the Company's restructuring efforts, on July 19, 2016, the Company announced it will transfer all wire harness production from its manufacturing facility in Monona, Iowa to its facility in Agua Prieta, Mexico. On May 24, 2017, the Company elected to maintain production capability in the Monona, Iowa facilityAsia Pacific as a result of government orders, our inability to obtain component parts from suppliers and/or decreased customer demand. In addition, many of our suppliers and customers may experience production slowdowns and/or shutdowns, which may further impact our business, sales and results of operation. Continued impact on the Company's business, sales and results of operations from the COVID-19 pandemic may also result in additional valuation allowances being recorded against our deferred tax assets. The extent of the adverse effect of the COVID-19 pandemic on our business results depends on future developments, including the severity and duration of the pandemic and its overall impact on the economy.
While backlog was strong in the truck markets during the quarter ended September 30, 2021, all markets we operate in were impacted by supply chain constraints which caused volatility on our customers' production schedules and had a negative impact on our results. Overall, we continued to experience global supply chain disruptions in the third quarter, including longer lead-times to procure parts from China and due to port backups, labor inflation, chip shortages, steel and other raw material inflation, and freight cost increases. The impact of the pandemic and related economic recovery continue to be uneven from period to period and across our global footprint based on local and regional outbreaks. We continue to proactively monitor, assess and minimize to the extent possible disruptions and delays in production due to labor shortages or customer schedules, focus on cost control and recovery through pricing adjustments, and take reasonable measures to protect our workforce.
As we begin the fourth quarter, supply chains for our products continue to be negatively impacted by the global shortage of semiconductor chips. We are proactively managing to the extent possible labor shortages due to local dynamics around our primary manufacturing facilities, material inflation, freight costs increases, and global supply constraints.
On November 1, 2021, the Company's Board of Directors approved a restructuring program to align the Company’s cost structure to support margin expansion. The program includes workforce reductions and footprint optimization across segments. We expect the restructuring cost to be between $4.0 million to $6.0 million for the entire program.
In late March 2020, the Company took action to right-size the business and working capital profile to protect profit margin and liquidity levels. We implemented a comprehensive program of cost reduction initiatives and manufacturing capacity rationalization initiatives. These actions continued through the end of 2020. Actions included headcount reductions, reduction in our North American wire harness business.recurring consulting expenses, re-prioritization and decrease in capital spending and reduction in sales and marketing expenses. Additionally, the Company established a new facility in Mexico with better access to labor.eliminated the Corporate Business Development, Aviation, Quality, Procurement and Operating Excellence departments. The labor shortage and footprint adjustment in our North American wire harness business are collectively referred to as the "NA Footprint Adjustment". Notwithstanding the decision to maintain production capability in the Monona facility and to establish additional production capacity elsewhere in Mexico, the Company expects to achieve its previously disclosed $8 million to $12 millionalso implemented other temporary measures including pay reductions, plant shutdowns, furloughs, elimination of most annual savings from its cost reduction and restructuring efforts.

At the timeincentive pay, suspension of the November 2015 announcement of facility restructuring actions,employer 401(k) match, and reduction in non-essential travel in an effort to mitigate the Company estimated pre-tax costs of $11 million to $16 million. This range of pre-tax restructuring costs, net of related income, has been lowered to $7 million to $8 million. Pre-tax expenditures associated with the restructuring actions announced in November 2015 were approximately $1 million in the year ended December 31, 2015, approximately $4 million in the year ended December 31, 2016, and are expected to be $2 million to $3 million for year ended December 31, 2017. The majority of these costs are employee-related separation costs and other costs associated with the transfer of production and subsequent closure of facilities, offset by gains on the sale of long-lived assets.uncertainty.


Consolidated Results of Operations

Three months endedMonths Ended September 30, 20172021 Compared to Three months endedMonths Ended September 30, 20162020


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 Three Months Ended September 30,
 (in thousands)
 2017 2016
Revenues$198,349
 100.0% $153,604
 100.0 %
Cost of Revenues173,199
 87.3
 134,685
 87.7
Gross Profit25,150
 12.7
 18,919
 12.3
Selling, General and Administrative Expenses14,136
 7.1
 14,126
 9.2
Amortization Expense332
 0.2
 327
 0.2
Operating Income10,682
 5.4
 4,466
 2.9
Interest and Other Expense3,482
 1.8
 4,799
 3.1
Income (Loss) Before Provision for Income Taxes7,200
 3.6
 (333) (0.2)
Provision (Benefit) for Income Taxes2,437
 1.2
 (1,480) (1.0)
        Net Income$4,763
 2.4% $1,147
 0.7 %
Revenues. On aThe table below sets forth certain consolidated basis, revenues increased $44.7 million, or 29.1%, to $198.3 millionoperating data for the three months ended September 30 2017 from $153.6 million for the three months ended September 30, 2016.(dollars are in thousands):
 20212020$ Change% Change
Revenues$239,610 $187,697 $51,913 27.7%
Gross profit$30,144 $24,159 $5,985 24.8%
Selling, general and administrative expenses$18,772 $15,266 $3,506 23.0%
Interest expense$1,630 $5,461 $(3,831)(70.2)%
Provision (benefit) for income taxes$2,417 $(959)$3,376 
NM 1
        Net income$7,511 $4,178 $3,333 79.8%
1.Not meaningful
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Revenues. The increase in consolidated revenues resulted from:

a $26.3$15.8 million, or 42.2%22.9%, increase in OEM North American MD/HD Truck revenues;
a $14.9$25.2 million, or 48.5%215.4%, increase in construction equipmentwarehouse automation revenues; and
a $3.5$16.4 million, or 5.9%60.1%, increase in OEM construction equipment revenues;
a $0.7 million, or 2.8%, increase in aftermarket and OES revenues; and
a $6.2 million, or 15.1% decrease in other revenues.
Third quarter 20172021 revenues were favorably impacted by foreign currency exchange translation of $2.4 million, which is reflected in the change in revenues above.
Gross Profit. The $6.0 million increase in gross profit is primarily attributable to the increase in sales volume, increased pricing to offset material cost increases, and an improved cost structure. Included in gross profit is cost of revenues, which increased $45.9 million, or 28.1%, as a result of an increase in raw material and purchased component costs of $32.8 million, or 30.9%, and an increase in labor and overhead expenses of $13.1 million, or 22.9%. As a percentage of revenues, gross profit margin was 12.6% for the three months ended September 30, 2021 compared to 12.9% for the three months ended September 30, 2020.
Selling, General and Administrative Expenses. Selling, general and administrative expenses ("SG&A”) consist primarily of wages and benefits and other expenses such as Contingent Consideration, marketing, travel, legal, audit, rent and utility costs which are not directly associated with the manufacturing of our products. SG&A expenses increased $3.5 million compared to the three months ended September 30, 2020, primarily due to wages and benefits returning to or increasing beyond pre-pandemic levels in 2021 when compared to the reduced wages and benefits in 2020 as a result of the temporary actions taken in response to the COVID-19 pandemic. As a percentage of revenues, SG&A expense was 7.8% for the three months ended September 30, 2021 compared to 8.1% for the three months ended September 30, 2020.
Interest Expense. Interest associated with our debt was $1.6 million and $5.5 million for the three months ended September 30, 2021 and 2020, respectively. The decrease in interest expense primarily related to a $1.8 million decrease in Payment In Kind interest expense resulting from the loan amendment that occurred in the second quarter of 2020 and a lower interest expense of $2.0 million due to refinancing of the Company's long term debt in April 2021.
Provision (Benefit) for Income Taxes. An income tax provision of $2.4 million and an income tax benefit of $1.0 million were recorded for the three months ended September 30, 2021 and 2020, respectively. The period over period change in income tax was primarily attributable to a $6.7 million increase in pre-tax income versus the prior year period and a period-specific $2.0 million income tax benefit recorded in the prior year period for the impact of the high-tax exception to GILTI.

Net Income (loss). Net income was $7.5 million for the three months ended September 30, 2021 compared to $4.2 million for the three months ended September 30, 2020. The increase in net income is attributable to the factors noted above.

Segment Results
Electrical System Segment Results
Three Months Ended September 30, 2021 Compared to Three Months Ended September 30, 2020
The table below sets forth certain Electrical Systems Segment operating data for the three months ended September 30 (dollars are in thousands):
 20212020$ Change% Change
Revenues$164,112 $121,067 $43,045 35.6%
Gross profit$23,662 $16,118 $7,544 46.8%
Selling, general & administrative expenses$5,878 $3,895 $1,983 50.9%
Operating income$17,784 $12,223 $5,561 45.5%
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Revenues. The increase in Electrical System Segment revenues resulted from:
a $12.8 million, or 27.9%, increase in OEM North American MD/HD Truck revenues;
a $26.4 million, or 249.1% increase in warehouse automation revenues;
a $8.7 million, or 63.0%, increase in OEM construction equipment revenues;
a $0.6 million, or 6.2% decrease in aftermarket and OES revenue; and
a $4.3 million, or 10.4%, decrease in other revenues.
Electrical System Segment revenues were favorably impacted by foreign currency exchange translation of $0.7 million, which is reflected in the change in revenues above.
Gross Profit. The increase in gross profit was primarily attributable to the increase in sales volume and increased pricing to offset material cost increases. Included in gross profit is cost of revenues, which increased $35.5 million, or 33.8%, as a result of an increase in raw material and purchased component costs of $25.7 million, or 37.3%, and an increase in labor and overhead expenses of $9.8 million, or 27.2%. As a percentage of revenues, gross profit margin was 14.4% for the three months ended September 30, 2021 compared to 13.3% for the three months ended September 30, 2020.

Selling, General and Administrative Expenses.  SG&A expenses increased $2.0 million for the three months ended September 30, 2021 compared to the three months ended September 30, 2020, primarily due to an increase in wages and benefits in the 2021 period compared to 2020 reduced wage and benefit levels as a result of the temporary actions taken in response to the COVID-19 pandemic, offset by a $0.4 million decrease in charge for Contingent Consideration. On a percentage of revenues basis, SG&A expense was consistent with the prior year period.
Global Seating Segment Results
Three Months Ended September 30, 2021 Compared to Three Months Ended September 30, 2020
The table below sets forth certain Global Seating Segment operating data for the three months ended September 30 (dollars are in thousands):
 20212020$ Change% Change
Revenues$76,490 $68,902 $7,588 11.0%
Gross profit$6,484 $8,418 $(1,934)(23.0)%
Selling, general & administrative expenses$6,061 $3,646 $2,415 66.2%
Operating income$423 $4,772 $(4,349)(91.1)%
Revenues. The increase in Global Seating Segment revenues resulted from:
a $3.0 million, or 12.9%, increase in OEM North American MD/HD Truck revenues;
a $7.7 million, or 57.0%, increase in OEM construction equipment revenues;
a $1.3 million, or 8.3%, increase in aftermarket and OES revenues; and
a $4.4 million, or 26.3%, decrease in other revenues.
Global Seating Segment revenues were favorably impacted by foreign currency exchange translation of $1.7 million, which is reflected in the change in revenues above. The increase in revenue was primarily driven by increased pricing to mitigate material cost increases.
Gross Profit. GrossProfit. The decrease in gross profit is primarily attributable to supply chain disruptions including labor constraints, material inflation and freight cost increases, partially offset by increased $6.2 million, or 32.9%,pricing to $25.2 million formitigate the three months ended September 30, 2017 from $18.9 million for the three months ended September 30, 2016.material cost increases. Included in gross profit is cost of revenues, which consists primarily of raw materials and purchased components for our products, wages and benefits for our employees and overhead expenses such as manufacturing supplies, facility rent and utility costs related to our operations. Cost of revenue increased $38.5$9.5 million, or 28.6%, resulting from an increase in raw material and purchased component costs of $31.5 million, an increase in wages and benefits of $4.2 million, and an increase in overhead costs of $2.8 million. The increase in gross profit is primarily attributable to an increase in sales volume partially offset by rising commodity prices, product launch costs and near term costs associated with the sharp acceleration in North American truck build. Also adversely impacting cost of revenue is the impact of the NA Footprint Adjustment. The adverse impact of the NA Footprint Adjustment on third quarter results was approximately $2 million; we expect the impact in the second half of the year to be at the low end of the previously disclosed range of $3 million to $6 million. Additionally, third quarter 2017 results included $0.4 million in charges relating to facility restructuring and other related costs compared to $1.5 million in the third quarter 2016. As a percentage of revenues, gross profit margin was 12.7% for the three months ended September 30, 2017 compared to 12.3% for the three months ended September 30, 2016.
Selling, General and Administrative Expenses. Selling, general and administrative expenses consist primarily of wages and benefits and other expenses such as marketing, travel, legal, audit, rent and utility costs which are not directly associated with the manufacturing of our products. Selling, general and administrative expenses were $14.1 million for the three months ended September 30, 2017 and 2016.
Interest and Other Expense. Interest, associated with our debt, and other expense was $3.5 million and $4.8 million for the three months ended September 30, 2017 and 2016, respectively. The decrease is primarily the result of less outstanding debt.
Provision (Benefit) for Income Taxes. An income tax provision of $2.4 million and income tax benefit of $1.5 million was recorded for the three months ended September 30, 2017 and 2016, respectively. The period over period change in the tax provision resulted primarily from the increase in pre-tax earnings, the mix of income between our U.S. and non-U.S. locations and earnings or losses in certain foreign tax jurisdictions which were no longer subject to valuation allowances in the quarter ended September 30, 2017.
Net Income. Net income was $4.8 million and $1.1 million for the three months ended September 30, 2017 and 2016, respectively. The increase is attributed to the factors noted above.
SEGMENT RESULTS

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Global Truck and Bus Segment Results
 Three Months Ended September 30,
 (amounts in thousands)
 2017 2016
Revenues$122,049
 100.0% $96,036
 100.0%
Gross Profit$17,180
 14.1% $10,765
 11.2%
Depreciation and Amortization Expense$1,838
 1.5% $2,215
 2.3%
Selling, General & Administrative Expenses 
$5,534
 4.5% $5,329
 5.5%
Operating Income$11,350
 9.3% $5,144
 5.4%
Revenues. GTB Segment revenues increased $26.0 million, or 27.1%, to $122.0 million for the three months ended September 30, 2017 from $96.0 million for the three months ended September 30, 2016. The increase in GTB Segment revenues resulted from:
a $23.6 million, or 40.4%, increase in OEM North American MD/HD Truck revenues; and
a $2.4 million, or 6.5%, increase in other revenues.
GTB Segment revenues were favorably impacted by foreign currency exchange translation of $0.4 million, which is reflected in the change in revenues above.
Gross Profit. GTB Segment gross profit increased $6.4 million, or 59.6%, to $17.2 million for the three months ended September 30, 2017 from $10.8 million for the three months ended September 30, 2016. Cost of revenues increased $19.6 million, or 23.0%, as a result of an increase in raw material and purchased component cost of $17.4 million, and an increase in wages and benefits of $1.7 million and overhead costs of $0.5 million. The increase in gross profit was primarily the result of the increase in sales volume offset by rising commodity prices, product launch costs and near term costs associated with the sharp acceleration in North American truck build. The third quarter of 2017 and 2016 results included $0.4 million and $1.3 million, respectively, in facility restructuring and other related costs. As a percentage of revenues, gross profit margin was 14.1% for the three months ended September 30, 2017 compared to 11.2% for the three months ended September 30, 2016.
Selling, General and Administrative Expenses. GTB Segment selling, general and administrative expenses increased $0.2 million, or 3.8%, to $5.5 million for the three months ended September 30, 2017 from $5.3 million for the three months ended September 30, 2016.
Global Construction and Agriculture Segment Results
 Three Months Ended September 30,
 (amounts in thousands)
 2017 2016
Revenues$79,557
 100.0% $59,375
 100.0%
Gross Profit$8,316
 10.5% $8,525
 14.4%
Depreciation and Amortization Expense$1,117
 1.4% $1,464
 2.5%
Selling, General & Administrative Expenses$4,160
 5.2% $4,588
 7.7%
Operating Income$4,121
 5.2% $3,901
 6.6%
Revenues. GCA Segment revenues increased $20.2 million, or 34.0%, to $79.6 million for the three months ended September 30, 2017 from $59.4 million for the three months ended September 30, 2016. The increase in GCA Segment revenues resulted from:
a $14.0 million, or 48.6%, increase in OEM construction equipment revenues; and
a $6.2 million, or 20.2%, increase in other revenues.
GCA Segment revenues were favorably impacted by foreign currency exchange translation of $1.4 million, which is reflected in the change in revenues above.
Gross Profit. GCA Segment gross profit decreased $0.2 million, or 2.5%, to $8.3 million for the three months ended September 30, 2017 from $8.5 million for the three months ended September 30, 2016. Cost of revenues increased $20.4 million, or 40.1%15.7%, as a result of an increase in raw material and purchased component costs of $15.6$5.9 million, or 14.9%, and an increase in wages and benefits

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of $2.5 millionlabor and overhead costsexpenses of $2.3 million. The decrease in gross profit is primarily attributable to the NA Footprint Adjustment and to rising commodity prices. The adverse impact of the NA Footprint Adjustment on the third quarter 2017 results was approximately $2 million; we expect the impact in the second half of the year to be at the low end of the previously disclosed range of $3$3.6 million, to $6 million. Third quarter 2016 results include $0.2 million of costs associated with our ongoing restructuring initiatives.or 17.4%. As a percentage of revenues, gross profit margin decreased to 10.5%was 8.5% for the three months ended September 30, 2017 from 14.4%2021 compared to 12.2% for the three months ended September 30, 2016.2020. The decrease in gross profit was primarily attributable to the challenges in passing along material and freight cost increases to our customers. Additionally, volatile customer schedules, supply chain constraints and freight cost inflation have caused inefficiencies in our operations.

Selling, General and Administrative Expenses. GCA Segment selling, general and administrativeExpenses.  SG&A expenses decreased $0.4 million, or 9.3%, to $4.2increased $2.4 million for the three months ended September 30, 2017 from $4.6 million for2021 compared to the three months ended September 30, 2016.2020, primarily due to wages and benefits returning to or
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increasing beyond pre-pandemic levels in 2021 when compared to the reduced wages and benefits in 2020 due to the temporary actions taken in response to the COVID-19 pandemic.


Consolidated Results of Operations

Nine Months Ended September 30, 20172021 Compared to Nine Months Ended September 30, 20162020


Consolidated Results
 Nine Months Ended September 30,
 (in thousands)
 2017 2016
Revenues$566,893
 100.0% $512,147
 100.0%
Cost of Revenues497,539
 87.8
 443,192
 86.5
Gross Profit69,354
 12.2
 68,955
 13.5
Selling, General and Administrative Expenses45,557
 8.0
 46,502
 9.1
Amortization Expense990
 0.2
 978
 0.2
Operating Income22,807
 4.0
 21,475
 4.2
Interest and Other Expense14,786
 2.6
 14,583
 2.8
Income (Loss) Before Provision for Income Taxes8,021
 1.4
 6,892
 1.3
Provision (Benefit) for Income Taxes2,498
 0.4
 461
 0.1
Net Income$5,523
 1.0% $6,431
 1.3%

Revenues. On aThe table below sets forth certain consolidated basis, revenues increased$54.7 million, or 10.7%, to $566.9 millionoperating data for the nine months ended September 30, 2017(dollars are in thousands):

 20212020$ Change% Change
Revenues$742,673 $501,698 $240,975 48.0%
Gross profit$95,633 $50,937 $44,696 87.7%
Selling, general and administrative expenses$52,529 $50,066 $2,463 4.9%
Goodwill and other impairment$— $29,017 $(29,017)(100.0)%
Other (income) expense$(1,127)$749 $(1,876)
NM 1
Interest expense$9,489 $15,393 $(5,904)(38.4)%
Loss on extinguishment of debt$7,155 $— $7,155 100.0%
Provision (benefit) for income taxes$6,491 $(11,375)$17,866 
NM 1
        Net income (loss)$21,096 $(32,913)$54,009 
NM 1
1.Not meaningful
Fluctuations in results from $512.1 million for operations during the nine months ended September 30, 20162021 compared to nine months ended September 30, 2020 were primarily driven by weak second and third quarters of 2020 as a result of the COVID-19 pandemic.
Revenues. The increase in the consolidated revenuerevenues resulted from:


a $26.9$90.1 million, or 27.0%, increase in construction revenues;
a $21.6 million, or 10.0%51.5%, increase in OEM North American MD/HD Truck revenues; and
a $6.2$100.4 million, or 3.2%327.0%, increase in other revenues.warehouse automation revenues;
Revenues were adversely impacted by foreign currency exchange translation of $3.2 million, which is reflected in the change in revenue above.
Gross Profit. Gross profit increased $0.4a $45.6 million, or 0.6%, to $69.4 million for the nine months ended September 30, 2017 compared to $69.0 million for the nine months ended September 30, 2016. Cost of revenue increased $54.3 million, or 12.3%, resulting from an increase in raw material and purchased component costs of $35.0 million, an increase in wages and benefits of $7.1 million and an increase in overhead costs of $12.2 million. The increase in gross profit is primarily attributable to an increase in sales volume partially offset by rising commodity prices, product launch costs and near term costs associated with the sharp acceleration in North American truck build. Also adversely impacting cost of revenue is the impact of the NA Footprint Adjustment. The adverse impact of the NA Footprint Adjustment on the results for the nine months ended September 2017 was approximately $10 million; we expect the impact in the second half of the year to be at the low end of the previously disclosed range of $3 million to $6 million. Additionally, the nine months ended September 30, 2017 results included $2.3 million in charges relating to facility restructuring and other related costs compared to $2.2 million in the prior year period ended September 30, 2016. As a percentage of revenues, gross profit margin was 12.2% for the nine months ended September 30, 2017 compared to 13.5% for the nine months ended September 30, 2016.
Selling, General and Administrative Expenses. Selling, general and administrative expenses decreased $0.9 million, or 2.0%, to $45.6 million for the nine months ended September 30, 2017 from $46.5 million for the nine months ended September 30, 2016. The decline in selling, general and administrative expenses reflects a continuing focus on cost discipline, partially offset by $2.4

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million of settlement costs for the nine months ended September 30, 2017 associated with the settlement of contract litigation. In addition, the nine months ended September 30, 2016 included a $0.6 million impairment of an asset held for sale.
Interest and Other Expense. Interest associated with our debt and other expense was $14.8 million and $14.6 million for the nine months ended September 30, 2017 and 2016, respectively. Included in interest expense for the nine months ended September 30, 2017 is a non-cash write-off of deferred financing fees of $1.6 million and a prepayment charge for interest paid of $1.5 million paid to bondholders during the 30-day notification period associated with the redemption of the 7.875% notes completed during the second quarter of 2017. These expenses were partially offset by lower interest expense resulting from less outstanding debt.
Provision for Income Taxes. An income tax provision of $2.5 million and $0.5 million was recorded for the nine months ended September 30, 2017 and 2016, respectively. The period over period change in the tax provision resulted primarily from the mix of income between our U.S. and non-U.S locations and earnings or losses in certain foreign jurisdictions which are no longer subject to valuation allowances in the period ended September 30, 2017.
Net Income. Net income attributable to the Company's stockholders was $5.5 million and $6.4 million for the nine months ended September 30, 2017 and 2016, respectively. The decrease in net income is attributed to the factors noted above.
SEGMENT RESULTS
Global Truck and Bus Segment Results
 Nine Months Ended September 30,
 (amounts in thousands)
 2017 2016
Revenues$344,048
 100.0% $324,666
 100.0%
Gross Profit$48,288
 14.0% $43,019
 13.3%
Depreciation and Amortization Expense$5,850
 1.7% $6,438
 2.0%
Selling, General & Administrative Expenses 
$16,688
 4.9% $17,466
 5.4%
Operating Income$30,716
 8.9% $24,679
 7.6%
Revenues. GTB Segment revenues increased $19.4 million, or 6.0%, to $344.0 million for the nine months ended September 30, 2017 from $324.7 million for the nine months ended September 30, 2016. The increase in GTB Segment revenues is resulted from:
a $15.2 million, or 7.4%54.4%, increase in OEM North American MD/HD Truckconstruction equipment revenues; and
a $4.2$5.9 million, or 3.5%7.8%, increase in aftermarket and OES revenues; and
a $1.0 million, or 1.1% decrease in other revenues.
GTB SegmentNine months ended 2021 revenues were favorably impacted by foreign currency exchange translation of $0.4$12.7 million, which is reflected in the change in revenues above.
Gross Profit. GTB SegmentProfit. The $44.7 million increase in gross profit is primarily attributable to the increase in sales volume, increased $5.3pricing to offset material cost increases, and an improved cost structure. Included in gross profit is cost of revenues, which increased $196.3 million, or 12.2%, to $48.3 million for the nine months ended September 30, 2017 from $43.0 million for the nine months ended September 30, 2016. Cost of revenues increased $14.1 million, or 5.0%43.5%, as a result of an increase in raw material and purchased component costs of $12.1$149.6 million, or 52.7%, and an increase in wageslabor and benefitsoverhead expenses of $2.3$46.7 million, and a decrease in overhead cost of $0.3 million. The increase in gross profit was primarily the result of the sharp acceleration in sales volume partially offset by rising commodity prices, product launch costs and near term costs associated with the in North American truck build. Additionally, each of the nine months ended September 30, 2017 and 2016 results included $1.3 million of charges relating to facility restructuring and other related costs.or 27.9%. As a percentage of revenues, gross profit margin was 14.0%12.9% for the nine months ended September 30, 20172021 compared to 13.3%10.2% for the nine months ended September 30, 2016.2020.
Selling, General and Administrative Expenses. GTB Segment selling, generalExpenses. SG&A expenses increased $2.5 million compared to the nine months ended September 30, 2020, primarily due to wages and administrativebenefits returning to or increasing beyond pre-pandemic levels in 2021 when compared to the reduced wages and benefits in 2020 due to the temporary actions taken in response to the COVID-19 pandemic. This increase was offset by a decrease in non-recurring payments relating to CEO transition and investigation expenses decreased $0.8incurred during the nine months ended September 30, 2020 of $5.0 million, or 4.5%,a $3.5 million decrease in charge for Contingent Consideration, and a $1.0 million decrease in charges associated with ongoing restructuring initiatives. As a percentage of revenues, SG&A expense was 7.1% for the nine months ended September 30, 2021 compared to $16.710.0% for the nine months ended September 30, 2020.
Impairment Expense. As a result of the Company's market capitalization having a value less than the carrying value of its equity for a period of time, the Company determined it had an impairment indicator during the nine months ended September 30, 2020. Accordingly, we recognized a $27.1 million impairment of goodwill and impairment of long-lived assets of $1.9 million for the nine months ended September 30, 2017 from $17.52020.
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Other Expense. Other expenses decreased $1.9 million in the nine months ended September 30, 2021 as compared to the nine months ended September 30, 2020 due primarily to a favorable change in foreign currency of $1.3 million.
Interest Expense. Interest associated with our debt was $9.5 million and $15.4 million for the nine months ended September 30, 2016.2021 and 2020, respectively. The decrease in interest expense primarily related to a lower interest expense of $3.5 million due to refinancing of the Company's long term debt in April 2021, a $1.4 million decrease in Payment In Kind interest expense resulting from the loan amendment that occurred in the second quarter of 2020 and a favorable change in interest rate swap adjustments of $1.0 million.

Loss on extinguishment of debt. On April 30, 2021, the Company refinanced its long-term debt, which resulted in a loss of $7.2 million, including a $3.7 million non-cash write off relating to deferred financing costs and unamortized discount of the 2023 Term Loan Facility, a voluntary prepayment premium of $3.0 million and $0.5 million of other fees associated with the new debt.
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TableProvision (Benefit) for Income Taxes. An income tax provision of Contents
$6.5 million and an income tax benefit of $11.4 million were recorded for the nine months ended September 30, 2021 and 2020, respectively. The period over period change in income tax was primarily attributable to a $71.9 million increase in pre-tax income versus the prior year period.


Global Construction and Agriculture Segment Results
 Nine Months Ended September 30,
 (amounts in thousands)
 2017 2016
Revenues$231,244
 100.0% $193,669
 100.0%
Gross Profit$22,099
 9.6% $27,100
 14.0%
Depreciation and Amortization Expense$3,530
 1.5% $4,321
 2.2%
Selling, General & Administrative Expenses$12,619
 5.5% $13,859
 7.2%
Operating Income$9,374
 4.1% $13,137
 6.8%
Revenues. GCA Segment revenues increased $37.6 million, or 19.4%, to $231.2Net Income (loss). Net income was $21.1 million for the nine months ended September 30, 2017 from $193.72021 compared to a net loss of $32.9 million for the nine months ended September 30, 2016.2020. The increase in GCAnet income is attributable to the factors noted above.

Segment Results
Electrical System Segment Results
Nine Months Ended September 30, 2021 Compared to Nine Months Ended September 30, 2020
The table below sets forth certain Electrical Systems Segment operating data for the nine months ended September 30, (dollars are in thousands):
 20212020$ Change% Change
Revenues$501,458 $307,376 $194,082 63.1%
Gross profit$67,710 $28,208 $39,502 140.0%
Selling, general & administrative expenses$16,505 $15,884 $621 3.9%
Goodwill and other impairment$— $23,415 $(23,415)(100.0)%
Operating income (loss)$51,205 $(11,091)$62,296 
NM 1
1.Not meaningful
Fluctuations in results from operations during the nine months ended September 30, 2021 compared to nine months ended September 30, 2020 were primarily driven by weak second and third quarters of 2020 as a result of the COVID-19 pandemic.

Revenues. The increase in Electrical System Segment revenues is resulted from:
 
a $24.8$73.2 million, or 26.5%68.0%, increase in OEM North American MD/HD Truck revenues;
a $98.3 million, or 332.1% increase in warehouse automation revenues;
a $21.4 million, or 52.2%, increase in OEM construction equipment revenues; and
a $12.8$5.0 million, or 12.8%,17.6% increase in aftermarket and OES revenue; and
a $3.8 million, or 3.8%, decrease in other revenues.

GCAElectrical System Segment revenues were adverselyfavorably impacted by foreign currency exchange translation of $4.1 million, which is reflected in the change in revenuerevenues above.
Gross Profit.GCA Segment The increase in gross profit decreased $5.0was primarily attributable to the increase in sales volume and increased pricing to offset material cost increases. Included in gross profit is cost of revenues, which increased $154.6 million, or 18.5%, to $22.1 million for nine months ended September 30, 2017 from $27.1 million for the nine months ended September 30, 2016. Cost of revenues increased $42.6 million, or 25.6%55.4%, as a result of an increase in raw material and purchased component costs of $25.3$120.3 million, or 69.0%, and an increase in wageslabor and benefitsoverhead expenses of $4.8$34.3 million, and in overhead costs of $12.5 million. The decrease in gross profit is primarily attributable to the NA Footprint Adjustment and to rising commodity prices. The adverse impact of the NA Footprint Adjustment on the results for the nine months ended September 30, 2017 was approximately $10 million; we expect the impact in the second half of the year to be at the low end of the previously disclosed range of $3 million to $6 million. Additionally, the nine months ended September 30, 2017 and 2016 results included $1.0 million and $0.5 million, respectively, in charges relating to facility restructuring and other related costs or 32.7%. As a percentage of revenues, gross profit margin decreased to 9.6%was 13.5% for the nine months ended September 30, 2017 from 14.0%2021 compared to 9.2% for the nine months ended September 30, 2016.2020.


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Selling, General and Administrative Expenses. GCA Segment selling, general and administrativeExpenses.  SG&A expenses decreased $1.2 million, or 8.9%, to $12.6increased $0.6 million for the nine months ended September 30, 2017 from $13.92021 compared to the nine months ended September 30, 2020, primarily due to an increase in wages and benefits in the 2021 period compared to 2020 reduced wage and benefit levels as a result of the temporary actions taken in response to the COVID-19 pandemic, offset by a $3.5 million decrease in charge for Contingent Consideration and a $0.4 million decrease in charges associated with ongoing restructuring initiatives.

Impairment Expense. As a result of the Company's market capitalization having a value less than the carrying value of its equity for a period of time, the Company determined it had an impairment indicator during the nine months ended September 30, 2020. Accordingly, we recognized a $22.3 million impairment of goodwill and an impairment of long-lived assets of $1.1 million for the nine months ended September 30, 2016 reflecting a continuing focus on cost discipline.2020.
Global Seating Segment Results

Nine Months Ended September 30, 2021 Compared to Nine Months Ended September 30, 2020
Liquidity and Capital ResourcesThe table below sets forth certain Global Seating Segment operating data for the nine months ended September 30, (dollars are in thousands):

 20212020$ Change% Change
Revenues$252,482 $198,744 $53,738 27.0%
Gross profit$27,966 $23,133 $4,833 20.9%
Selling, general & administrative expenses$17,016 $12,379 $4,637 37.5%
Goodwill and other impairment$— $4,809 $(4,809)(100.0)%
Operating income$10,950 $5,945 $5,005 84.2%
Cash Flows

Our primary sources of liquidityFluctuations in results from operations during the nine months ended September 30, 2017 2021 compared to nine months ended September 30, 2020 were primarily driven by weak second and third quarters of 2020 as a result of the COVID-19 pandemic.
Revenues. The increase in Global Seating Segment revenues resulted from:
a $16.9 million, or 25.1%, increase in OEM North American MD/HD Truck revenues;
a $24.2 million, or 56.5%, increase in OEM construction equipment revenues;
a $0.9 million, or 1.9%, increase in aftermarket and OES sales; and
a $11.8 million, or 28.9%, increase in other revenues.
Global Seating Segment revenues were favorably impacted by foreign currency exchange translation of $8.5 million, which is reflected in the change in revenues above.
Gross Profit. The increase in gross profit is primarily attributable to the increase in sales volume and increased pricing to offset material cost increases. Included in gross profit is cost of revenues, which increased $48.9 million, or 27.8%, as a result of an increase in raw material and purchased component costs of $36.2 million, or 31.8%, and an increase in labor and overhead expenses of $12.7 million, or 20.6%. As a percentage of revenues, gross profit margin was 11.1% for the nine months ended September 30, 2021 compared to 11.6% for the nine months ended September 30, 2020.

Selling, General and Administrative Expenses.  SG&A expenses increased $4.6 million for the nine months ended September 30, 2021 compared to the nine months ended September 30, 2020, primarily due to an increase in wages and benefits in the 2021 period compared to 2020 reduced wage and benefit levels as a result of the temporary actions taken in response to the COVID-19 pandemic, offset by a $0.2 million decrease in charges associated with ongoing restructuring initiatives.

Impairment Expense. As a result of the Company's market capitalization having a value less than the carrying value of its equity, the Company determined it had an impairment indicator during the nine months ended September 30, 2020. Accordingly, we recognized a $4.8 million impairment of goodwill for the nine months ended September 30, 2020.


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Liquidity and Capital Resources
During the nine months ended September 30, 2021, the Company borrowed $31.3 million under its revolving credit facility. At September 30, 2021, the Company had liquidity of $125.9 million, consisting of $33.6 million of cash and $92.3 million of availability under the revolving credit facility.
Our primary sources of liquidity as of September 30, 2021 were cash reserves and availability under our revolving credit facility. We believe that these sources of liquidity will provide adequate funds for our working capital needs, planned capital expenditures and servicing of our debt throughservice throughout the next twelve months. However, no assurance can be given that this will be the case. We did not borrow under our revolving credit facility during the nine months ended September 30, 2017.
For the nine months ended September 30, 2017, net cash used in operations was $2.3 million compared to net cash provided by operations of $50.2 million for the nine months ended September 30, 2016. Net cash used in operations for the nine months ended September 30, 2017 is due primarily to an increase in investment in working capital associated with the increased revenues and changes in other operating activities.
For the nine months ended September 30, 2017, net cash used for investing activities was $10.0 million compared to $5.0 million for the nine months ended September 30, 2016. In 2017, we expect capital expenditures to be at the low end of the previously disclosed range of $14 million to $16 million, of which we have incurred approximately $11 million through September 30, 2017.
For the nine months ended September 30, 2017, net cash used for financing activities was $70.4 million compared to no financing activities for the nine months ended September 30, 2016. Net cash used in financing activities for the nine months ended September 30, 2017 is attributable to the debt refinancing completed in the second quarter of 2017. 

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As of September 30, 2017,2021, cash of $33.5 million was held by foreign subsidiaries. The Company had a $0.4 million deferred tax liability as of September 30, 2021 for the expected future income tax implications of repatriating cash from the foreign subsidiaries was $38.2 million. If we were to repatriate any portion of these funds to the U.S., we would accrue and pay the appropriate withholding and income taxes on amounts repatriated. Our expectation is to use the cash to fund the growth of our foreign operations.for which no indefinite reinvestment assertion has been made.

Debt and Credit Facilities

The debt and credit facilities described in Note 11 of the "Notes to Consolidated Financial Statements" are incorporated in this section by reference.


Covenants and Liquidity


Our ability to comply with the covenants in the TLS Agreement and the Third ARLSCredit Agreement, as discussed in note 11,Note 4, Debt, may be affected in the future by economic or business conditions beyond our control. Based on our current forecast, we believe that we will be able to maintain compliance with the financial maintenance covenantcovenants and the fixed charge coverage ratio covenant, if applicable, and other covenants in the TLS Agreement and the Third ARLSCredit Agreement for the next twelve months; however, no assurances can be given that we will be able to comply. We base our forecasts on historical experience, industry forecasts and various other assumptions that we believe are reasonable under the circumstances. If actual results are substantially different than our current forecast or if we domay not realize a significant portion of our planned cost savings or sustain sufficient cash or borrowing availability, we could be required to comply with our financial covenants, and there is no assurance that we would be able to comply with suchour financial covenants. If we do not comply with the financial and other covenants in the TLS Agreement and the Third ARLS Agreement, and we are unable to obtain necessary waivers or amendments from the lenders, we would be in default of the TLS Agreement and be precluded from borrowing under the Third ARLS Agreement, which could have a material adverse effect on our business, financial condition and liquidity. If we are unable to borrow under the Third ARLS Agreement, we will need to meet our capital requirements using other sources and alternative sources of liquidity may not be available on acceptable terms. In addition, if we do not comply with the financial and other covenants in the TLS Agreement and the Third ARLSCredit Agreement, the lenders could declare an event of default under the TLS Agreement and the Third ARLSCredit Agreement and our indebtedness thereunder could be declared immediately due and payable. The TLS Agreement and the Third ARLSCredit Agreement contain cross default provisions. If we are unable to borrow under the Credit Agreement, we will need to meet our capital requirements using alternative sources of liquidity which may not be available on acceptable terms. Any of these events would have a material adverse effect on our business, financial condition and liquidity.
We believe that
On October 25, 2021, the Company entered into the Amendment to the Credit Agreement. The Amendment permits the Company to engage in supply chain financing arrangements with financial institutions to cover up to $20.0 million in accounts receivable from customers per month. Additionally, the Amendment increases the Company’s capital expenditure investment threshold from $25.0 million to $32.0 million.

Sources and Uses of Cash

September 30, 2021September 30, 2020
(In thousands)
Net cash provided by (used in) operating activities$(20,889)$30,772 
Net cash used in investing activities(11,399)(5,452)
Net cash provided by (used in) financing activities16,073 (11,199)
Effect of currency exchange rate changes on cash(685)(31)
Net increase (decrease) in cash$(16,900)$14,090 
Operating activities. For the nine months ended September 30, 2021, net cash on hand, cash flow fromused in operating activities together with availablewas $20.9 million compared to net cash provided by operating activities of $30.8 million for the nine months ended September 30, 2020. Net cash used in operating activities is primarily attributable to the increase in working capital for the nine months ended September 30, 2021 as compared to the prior year period.
Investing activities. For the nine months ended September 30, 2021, net cash used in investing activities was $11.4 million compared to $5.5 million for the nine months ended September 30, 2020. In 2021, we expect capital expenditures to be in the range of $16 million to $20 million.
Financing activities. For the nine months ended September 30, 2021, net cash provided by financing activities was $16.1 million compared to net cash used in financing activities of $11.2 million for the nine months ended September 30, 2020. Net cash provided by financing activities for the nine months ended September 30, 2021 is attributable to $31.3 million of net borrowings under the Third ARLS Agreement will be sufficientrevolving credit facility offset by $8.0 million of costs attributed to fund anticipated working capital, capital spending, certain strategic initiatives,debt amendment and debt service requirementsextinguishment completed during the nine months ended September 30, 2021 and a $5.0 million Contingent Consideration payment. Net cash
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used in financing activities for at least the next 12 months. Additionally, the Company has the ability under the Term Loan Facilitynine months ended September 30, 2020 is attributable to increase borrowings by an additional $20repayment of $5.0 million of the senior secured term loan credit facility and loan amendment costs of $2.6 million.
Debt and Credit Facilities

The debt and credit facilities descriptions in Note 4, Debt are incorporated in this section by reference.
Critical Accounting Policies and Estimates
Our consolidated financial statements are prepared in conformity with accounting principles generally accepted in the United States of America (“U.S. GAAP”). For a comprehensive discussion of our significant accounting policies, see "Note 1. Significant Accounting Policies", to our consolidated financial statements in Item 8 in our 2020 Form 10-K.
Critical accounting estimates are those that are most important to the portrayal of our financial condition and results. These estimates require management's most difficult, subjective, or more if certain total leverage ratio requirementscomplex judgments, often as a result of the need to estimate matters that are met. No assurance can be given, however, that this will beinherently uncertain. We review the case.development, selection, and disclosure of our critical accounting estimates with the Audit Committee of our board of directors. For information about critical accounting estimates, see Critical Accounting Estimates in "Item 7. Management's Discussion and Analysis of Financial Condition and Results of Operations" in our 2020 Form 10-K. At September 30, 2021, there have been no material changes to our critical accounting estimates from those disclosed in our 2020 Form 10-K.

Forward-Looking Statements
All
This Quarter Report on Form 10-Q contains forward-looking statements other thanwithin the meaning of Section 21E of the Securities Exchange Act of 1934, as amended, and Section 27A of the Securities Act of 1933, as amended. For this purpose, any statements contained herein that are not statements of historical fact, included in this Form 10-Q, including without limitation, thecertain statements under “Management’s“Item 2 - Management’s Discussion and Analysis of Financial Condition and Results of Operations” are,and located elsewhere herein regarding industry outlook, financial covenant compliance, anticipated effects of acquisitions, production of new products, plans for capital expenditures and our results of operations or financial position and liquidity, may be deemed to be forward-looking statements which speak only as ofstatements. Without limiting the date the statements were made. When used in this Form 10-Q,foregoing, the words “believe,” “anticipate,” “plan,” “expect,” “intend,” “will,” “should,” “could,” “would,” “project,” “continue,” “likely,”“believe”, “anticipate”, “plan”, “expect”, “intend”, “will”, “should”, “could”, “would”, “project”, “continue”, “likely”, and similar expressions, as they relate to us, are intended to identify forward-looking statements. The important factors discussed in “Item 1A - Risk Factors”, among others, could cause actual results to differ materially from those indicated by forward-looking statements made herein and presented elsewhere by management from time to time. Such forward-looking statements may include forward-looking statements about ourrepresent management’s current expectations for future periods with respect to our plans to improve financial results and enhance the Company, the future of the Company’s end markets, Class 8 North America build rates, performance of the global construction equipment business, expected cost savings, enhanced shareholder value and other economic benefits of the Company’s initiatives to address customer needs, organic growth, the Company’s economic growth plans to focus on certain segments and markets and the Company’s financial position or other financial information. These statements are based on certain assumptionsinherently uncertain. Investors are warned that the Company has made in light of its experience in the industry as well as its perspective on historical trends, current conditions, expected future developments and other factors it believes are appropriate under the circumstances. Actualactual results may differ from management’s expectations. Additionally, various economic and competitive factors could cause actual results to differ materially from the anticipated results because of certain risks and uncertainties,those discussed in such forward-looking statements, including, but not limited to:to, factors which are outside our control, such as risks relating to (i) generalour financial condition and results of operations will be materially adversely affected by the coronavirus pandemic; (ii) volatility in and disruption to the global economic orenvironment (including inflationary pressures), continued supply chain disruptions and changes in the regulatory and business conditions affecting the marketsenvironments in which we operate may have a material adverse effect on our business, results of operations and financial condition; (iii) material weaknesses in our internal control over financial reporting could have a significant adverse effect on our business and the Company serves; (ii)price of our common stock; (iv) our results of operations could be materially and adversely affected by downturns in the Company's abilityU.S. and global economy which are naturally accompanied by related declines in freight tonnage hauled and in infrastructure development and other construction projects; (v) volatility and cyclicality in the commercial vehicle market could adversely affect us; (vi) we may be unable to developsuccessfully implement our business strategy and, as a result, our businesses and financial position and results of operations could be materially and adversely affected; (vii) we may be unable to complete strategic acquisitions or successfully introduce new products; (iii) riskswe may encounter unforeseen difficulties in integrating acquisitions; (viii) circumstances associated with conducting business in foreign countriesour acquisition and currencies; (iv) increased competition in the heavy-duty truck, medium-duty truck, construction, aftermarket, military, bus, agriculturedivestiture strategy could adversely affect our results of operations and other markets; (v) the Company’s failure to complete or successfully integrate strategic acquisitions; (vi) the impact of changes in governmental regulations on the Company's customers or on its business; (vii)financial condition; (ix) our customer base is concentrated and the loss of business from a major customer or the discontinuation of particular commercial vehicle platforms; (viii) security breachesplatforms could reduce our revenues; (x) our profitability could be adversely affected if the actual production volumes for our customers’ vehicles are significantly lower than expected; (xi) our major OEM customers may exert significant influence over us; (xii) we are subject to certain risks associated with our foreign operations; (xiii) the U.K.’s exit from the European Union (EU) could materially and other disruptionsadversely impact our results of operations, financial condition and cash flows; (xiv) we are subject to certain risks associated with our information systemsMexican operations; (xv) decreased availability or increased costs of materials could increase our costs of producing our products; (xvi) we have invested substantial resources in markets where we expect growth and we may be unable to timely alter our business; (ix) the Company’s abilitystrategies should such expectations not be realized; (xvii) our inability to obtain future financing due to changescompete effectively in the lending markets or its financial position; (x) the Company’s abilityhighly competitive commercial vehicle component supply industry could result in lower prices for our products, loss of market share and reduced gross margins, which could have an adverse effect on our revenues and operating results; (xviii) we may be unable to comply with the financial covenants in its revolving credit facilitysuccessfully introduce new products and, term loan facility; (xi) fluctuation in interest rates relating to the Company's term loan facility and revolving credit facility; (xii) the Company’s ability to realize the

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benefitsas a result, our business, and financial condition and results of its cost reductionoperations could be materially and strategic initiatives; (xiii) a material weaknessadversely affected (xix) we could experience disruption in our internal control over financial reportingsupply or delivery chain, which could cause one or more of our customers to halt or delay production;(xx) if not remediated,we are unable to recruit or retain senior management and other skilled personnel, our business, operating results and financial condition could be materially and adversely affected; (xxi) we may be adversely impacted by labor strikes, work stoppages and other matters; (xxii) our earnings may be adversely affected by changes to the carrying values of our tangible and intangible assets as a result of recording any impairment charges deemed necessary; (xxiii) our inability to successfully achieve operational efficiencies could result in material misstatements inthe incurrence of additional costs and expenses that could adversely affect our financial statements; (xiv) volatility and cyclicality in the commercial vehicle market adversely affecting us; (xv)reported earnings; (xxiv) the geographic profile of our taxable income could adversely impact our tax provision and therefore our results of operations; (xxv) exposure to currency exchange rate fluctuations on cross border transactions and translation of local currency results into United States dollars could materially impact our results of operations; (xxvi) we have only limited protection for our proprietary rights in our intellectual property, which makes it difficult to prevent third parties from infringing upon our rights and our operations could be limited by the rights of others; (xxvii) our products may be susceptible to claims by third parties that our products infringe upon their proprietary rights; (xxviii) we may be subject to product liability claims, recalls or warranty claims, which could be expensive, damage our reputation and result in a diversion of management resources; (xxix) our businesses are subject to statutory environmental and safety regulations in multiple jurisdictions, and the impact of any changes in valuationregulation and/or the violation of any applicable laws and regulations by our businesses could result in a material adverse effect on our financial condition and results of operations; (xxx) the agreement governing our senior secured revolving credit facility and the agreement governing our senior secured term loan credit facility contain covenants that may restrict our current and future operations, particularly our ability to respond to changes in our business or to take certain actions. If we are unable to comply with these covenants, our business, results of operations and liquidity could be materially and adversely affected; (xxxi) our indebtedness may adversely affect our cash flow and our ability to operate our business, remain in compliance with debt covenants and make payments on our indebtedness; (xxxii) the transition away from LIBOR may adversely affect our cost to obtain financing and may negatively impact our interest rate swap agreements; (xxxiii) our operating results, revenues and expenses may fluctuate significantly from quarter-to-quarter or year-to-year, which could have an adverse effect on the market price of our deferred tax assetscommon stock; (xxxiv) our common stock has historically had a low trading volume with limited analyst coverage and, liabilities impactingas a result, any sale of a significant number of shares may depress the trading price of our effective tax rate; (xvi) changesstock; stockholders may be unable to domestic manufacturing initiatives impactingsell their shares above the purchase price; (xxxv) provisions in our effective tax ratecharter documents and Delaware law could discourage potential acquisition proposals, could delay, deter or prevent a change in control and could limit the price certain investors might be willing to pay for our stock; (xxxvi) security breaches and other disruptions could compromise our information systems and expose us to liability, which could cause our business and reputation to suffer; and (xxxvii) we face risks related to products manufactured either in the United States or in international jurisdictions; (xvii) implementation of tax changes, by the United States or another international jurisdiction, related to products manufactured in one or more jurisdictions where we do business;health epidemics that could impact our sales and (xviii) various other risksoperating results as outlined under the heading "Risk Factors" in the Company's Annual Report on Form 10-K for fiscal year ending December 31, 20162020 and Quarterly Report on Form 10-Q for the quarter ended June 30, 2017.Company's filings with the SEC. There can be no assurance that statements made in this press releaseForm 10-Q relating to future events will be achieved. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on behalf of the Company are expressly qualified in their entirety by such cautionary statements.
ITEM 3 – QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
We believeFor information relating to quantitative and qualitative disclosures about market risk, see the discussion under "Item 7A. Quantitative and Qualitative Disclosures About Market Risk" in our 2020 Form 10-K. As of September 30, 2021, there arehave been no material changes in the quantitative and qualitativeour exposure to market risks sincerisk from those disclosed in our 20162020 Form 10-K.
ITEM 4 – CONTROLS AND PROCEDURES

Disclosure Controls and Procedures. Our senior management is responsible for establishing and maintaining disclosure controls and procedures (as defined in Rule 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), designed to ensure that information required to be disclosed by us in the reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported, within the time periods specified in the Securities and Exchange Commission’s rules and forms. Disclosure

We evaluated, the effectiveness of our disclosure controls and procedures include, without limitation,as of September 30, 2021. Based on this evaluation, our principal executive officer and principal financial officer have concluded that our disclosure controls and procedures designedwere effective as of September 30, 2021 to ensureprovide reasonable assurance that information required to be disclosed by an issuer in theour reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC rules and forms and that such information is accumulated and communicated to the issuer’s management including its principal executive officer or officers and principal financial officer or officers, or persons performing similar functions, as appropriate to allow timely decisions regarding required disclosure.
We have evaluated the effectiveness
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Table of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Exchange Act) as of the end of the period covered by this report with the participation of our Chief Executive Officer and Chief Financial Officer, as well as other key members of our management. Based upon the disclosure controls evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of September 30, 2017 our disclosure controls and procedures were effective.Contents
Changes in Internal Control over Financial Reporting.There were no changes during the quarter ended September 30, 2021 in our internal control over financial reporting during the three months ended September 30, 2017 that have materially affected, or isare reasonably likely to materially affect, our internal control over financial reporting.

Inherent Limitations on Effectiveness of Controls.Controls. Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that our disclosure controls and procedures or our internal control over financial reporting will prevent or detect all errors and all fraud. A control system, no matter how well designed and operated, can provide only reasonable, not absolute, assurance that the control system’s objectives will be met. The design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Further, because of the inherent limitations in control systems, no evaluation of controls can provide absolute assurance that misstatements due to error or fraud will not occur or that all control issues and instances of fraud, if any, within the company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of error or mistake. Controls also can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls is based in part on certain assumptions about the likelihood of future events and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions. Projections of any evaluation of controls effectiveness to future periods are subject to risks. Over time, controls may become inadequate because of changes in conditions or deterioration in the degree of compliance with policies or procedures.


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PART II. OTHER INFORMATION
 
Item 1.ITEM 1         Legal Proceedings:Proceedings


We are subject to various legal proceedings and claims arising in the ordinary course of business, including, but not limited to, workers’ compensationproduct liability claims, OSHA investigations, employment disputes, unfair labor practice charges, customer and supplier disputes, service provider disputes, product liabilityexaminations by taxing authorities, employment disputes, workers’ compensation claims, unfair labor practice charges, OSHA investigations, intellectual property disputes and environmental claims arising out of the conduct of our businesses and examinations by the Internal Revenue Service.businesses. Based upon the information available to management and discussions with legal counsel, it is the opinion of management that the ultimate outcome of the various legal actions and claims that are incidental to our business are not expected to have a material adverse impact on the consolidated financial position, results of operations, stockholders' equity or cash flows; however, such matters are subject to many uncertainties and the outcomes of individual matters are not predictable with any degree of assurance.


Item 1A.ITEM 1A     Risk Factors:Factors

There have been no material changes to ourYou should carefully consider the information in this Form 10-Q, including the risk factors as disclosedbelow, and the risk factors discussed in Item 1A. "Risk Factors" and other risks discussed in our 20162020 Form 10-K and our Quarterly Reportfilings with the SEC since December 31, 2020. These risks could materially and adversely affect our results of operations, financial condition, liquidity and cash flows. Our business also could be affected by risks that we are not presently aware of or that we currently consider immaterial to our operations.
The proposed new regulation concerning mandatory COVID-19 vaccination of employees could have a material adverse impact on Form 10-Q forour business and results of operations.
On September 9, 2021, President Biden announced a proposed new rule requiring all employers with at least 100 employees to ensure that their employees are fully vaccinated or require unvaccinated workers to get a negative test at least once a week. The Department of Labor's Occupational Safety and Health Administration (“OSHA”) is drafting an emergency regulation to carry out this mandate. We currently have no details as to the quarter ended September 30, 2017.requirements of the regulations, and it is not possible to predict with certainty the impact the new regulation would have on us. As a company with more than 100 employees, this may result in increased costs, labor disruptions or employee attrition, which could be material. If we lose employees, it will be difficult in the current competitive labor market to find replacement employees, and this could have an adverse effect on future revenues and costs. Accordingly, the proposed new OSHA regulation when implemented could have a material adverse effect on our business and results of operations.

We may be unable to successfully implement price increases and, as a result, our businesses and financial position and results of operations could be materially and adversely affected.

Our ability to implement customer price increases where margin on product is not meeting profitability targets is subject to a variety of factors, such as fluctuations in our material, freight and labor costs or other competitive conditions, which are beyond our control. For example, customers may refuse to pay increased prices that meet our profitability targets, resource from other suppliers, or not issue purchase orders to us with large volumes. Any failure to successfully implement price increases could materially and adversely affect our business, results of operations and growth potential.

Our inability to compete effectively in the highly competitive warehouse automation industry could result in loss of market share and reduced gross margins, which could have an adverse effect on our revenues and operating results.

The warehouse automation industry is highly competitive. Some of our competitors are companies that are larger and have greater financial and other resources than we do. Our products primarily compete on the basis of price, product quality, technical expertise, development capability, product delivery and product service. Increased competition may lead to price reductions or loss of business resulting in reduced gross margins and loss of market share.


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

We did not sell any equity securities during the threenine months ended September 30, 20172021 that were not registered under the Securities Act of 1933, as amended. 



Item 3.ITEM 3        Defaults Upon Senior Securities.Securities

Not applicable.
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Item 4.ITEM 4        Mine Safety Disclosures.Disclosures
Not applicable.


Item 5.ITEM 5        Other Information.Information
Not applicable.On November 1, 2021, the Company's Board of Directors approved a restructuring program to align the Company's cost structure to support margin expansion. The program includes workforce reductions and footprint optimization across segments. We expect the restructuring cost to be between $4.0 million to $6.0 million for the entire program.

On October 29, 2021, Douglas F. Bowen, (65 years old), Senior Vice President and Managing Director, Global Seating, gave notice of retirement to the Company with a retirement date of December 31, 2021.
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These disclosures are in lieu of filing Current Reports on Form 8-Ks.
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Item 6.        Exhibits:

ITEM 6        Exhibits
Contract for Purchase302 Certification by Harold C. Bevis, President and Sale of Real Property between Mayflower Vehicle Systems, LLC and Warren Distribution, Inc. dated July 24, 2017.Chief Executive Officer.
302 Certification by Patrick E. Miller,Christopher H. Bohnert, Executive Vice President and Chief Executive Officer.
302 Certification by C. Timothy Trenary, Chief Financial Officer.
Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
Certification Pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101Interactive Data Files



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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.
 
COMMERCIAL VEHICLE GROUP, INC.
Date:November 2, 2021COMMERCIAL VEHICLE GROUP, INC.
Date:November 6, 2017By:By/s/ C. Timothy TrenaryChristopher H. Bohnert
C. Timothy TrenaryChristopher H. Bohnert
Chief Financial Officer
(Principal Financial Officer)
 
Date:November 6, 20172, 2021By:By/s/ Stacie N. FlemingAngela M. O'Leary
Stacie N. FlemingAngela M. O'Leary
Chief Accounting Officer
(Principal Accounting Officer)




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