Cover
Cover - shares | 3 Months Ended | |
Mar. 31, 2021 | May 04, 2021 | |
Cover [Abstract] | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Mar. 31, 2021 | |
Document Transition Report | false | |
Entity File Number | 001-34365 | |
Entity Registrant Name | COMMERCIAL VEHICLE GROUP, INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 41-1990662 | |
Entity Address, Address Line One | 7800 Walton Parkway | |
Entity Address, City or Town | New Albany | |
Entity Address, State or Province | OH | |
Entity Address, Postal Zip Code | 43054(Zip Code) | |
City Area Code | 614 | |
Local Phone Number | 289-5360 | |
Title of 12(b) Security | Common Stock, par value $0.1 per share | |
Trading Symbol | CVGI | |
Security Exchange Name | NASDAQ | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 32,935,924 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2021 | |
Document Fiscal Period Focus | Q1 | |
Entity Central Index Key | 0001290900 | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($) shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Statement [Abstract] | ||
Revenues | $ 245,122 | $ 187,105 |
Cost of revenues | 214,001 | 166,802 |
Gross profit | 31,121 | 20,303 |
Selling, general and administrative expenses | 15,718 | 17,959 |
Goodwill and other impairment | 0 | 28,867 |
Operating income (loss) | 15,403 | (26,523) |
Other (income) expense | (656) | 741 |
Interest expense | 5,041 | 4,624 |
Income (loss) before provision for income taxes | 11,018 | (31,888) |
Provision (benefit) for income taxes | 2,528 | (7,294) |
Net income (loss) | $ 8,490 | $ (24,594) |
Earnings (loss) per Common Share: | ||
Basic (in dollars per share) | $ 0.27 | $ (0.80) |
Diluted (in dollars per share) | $ 0.26 | $ (0.80) |
Weighted average shares outstanding: | ||
Basic (in shares) | 31,264 | 30,806 |
Diluted (in shares) | 32,307 | 30,806 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Statement of Comprehensive Income [Abstract] | ||
Net income (loss) | $ 8,490 | $ (24,594) |
Other comprehensive income (loss): | ||
Foreign currency exchange translation adjustments | (2,072) | (4,805) |
Minimum pension liability, net of tax | 286 | (447) |
Derivative instrument, net of tax | (426) | (2,778) |
Other comprehensive loss | (2,212) | (8,030) |
Comprehensive income (loss) | $ 6,278 | $ (32,624) |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Current Assets: | ||
Cash | $ 38,136 | $ 50,503 |
Accounts receivable, net of allowances of $670 and $644, respectively | 186,036 | 151,101 |
Inventories | 109,008 | 91,247 |
Other current assets | 22,043 | 17,686 |
Total current assets | 355,223 | 310,537 |
Property, plant and equipment, net | 59,882 | 62,776 |
Intangible assets, net | 20,926 | 21,804 |
Deferred income taxes | 24,603 | 25,981 |
Other assets, net | 31,252 | 33,275 |
Total assets | 491,886 | 454,373 |
Current liabilities: | ||
Accounts payable | 135,453 | 112,402 |
Accrued liabilities and other | 51,681 | 50,056 |
Current portion of long-term debt | 2,430 | 2,429 |
Total current liabilities | 189,564 | 164,887 |
Long-term debt | 152,035 | 144,147 |
Pension and other post-retirement benefits | 14,668 | 15,296 |
Other long-term liabilities | 33,004 | 34,673 |
Total liabilities | 389,271 | 359,003 |
Stockholders’ equity: | ||
Preferred stock, $0.01 par value (5,000,000 shares authorized; no shares issued and outstanding) | 0 | 0 |
Common stock, $0.01 par value (60,000,000 shares authorized; 31,381,845 and 31,249,811 shares issued and outstanding respectively) | 315 | 313 |
Treasury stock, at cost: 1,567,654 and 1,560,623 shares, respectively | (11,893) | (11,893) |
Additional paid-in capital | 250,277 | 249,312 |
Retained deficit | (88,866) | (97,356) |
Accumulated other comprehensive loss | (47,218) | (45,006) |
Total stockholders’ equity | 102,615 | 95,370 |
TOTAL LIABILITIES AND STOCKHOLDERS' EQUITY | $ 491,886 | $ 454,373 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Statement of Financial Position [Abstract] | ||
Allowances for credit losses | $ 670 | $ 644 |
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 |
Preferred stock, shares issued (in shares) | 0 | 0 |
Preferred stock, shares outstanding (in shares) | 0 | 0 |
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 |
Common stock, shares authorized (in shares) | 60,000,000 | 60,000,000 |
Common stock, shares issued (in shares) | 31,381,845 | 31,249,811 |
Common stock, shares outstanding (in shares) | 31,381,845 | 31,249,811 |
Treasury stock, shares (in shares) | 1,567,654 | 1,560,623 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
CASH FLOWS FROM OPERATING ACTIVITIES: | ||
Net income (loss) | $ 8,490 | $ (24,594) |
Adjustments to reconcile net income to cash flows from operating activities: | ||
Depreciation and amortization | 4,642 | 4,640 |
Impairment expense | 0 | 28,867 |
Noncash amortization of debt financing costs | 538 | 340 |
Payment in kind interest expense | 1,705 | 0 |
Shared-based compensation expense | 965 | 862 |
Deferred income taxes | 1,603 | (7,990) |
Non-cash loss (income) on derivative contracts | (212) | 918 |
Change in other operating items: | ||
Accounts receivable | (35,564) | (9,891) |
Inventories | (18,255) | (3,259) |
Prepaid expenses | (3,426) | 728 |
Accounts payable | 22,930 | 12,321 |
Other operating activities, net | 1,213 | 7,403 |
Net cash provided by (used in) operating activities | (15,371) | 10,345 |
CASH FLOWS FROM INVESTING ACTIVITIES: | ||
Purchases of property, plant and equipment | (1,736) | (3,472) |
Proceeds from disposal/sale of property, plant and equipment | 27 | 4 |
Net cash used in investing activities | (1,709) | (3,468) |
CASH FLOWS FROM FINANCING ACTIVITIES: | ||
Borrowing of revolving credit facility | 6,800 | 15,000 |
Repayment of term loan | (1,094) | (1,094) |
Other financing activities | (232) | (62) |
Net cash provided by financing activities | 5,474 | 13,844 |
EFFECT OF CURRENCY EXCHANGE RATE CHANGES ON CASH | (761) | (2,177) |
NET INCREASE (DECREASE) IN CASH | (12,367) | 18,544 |
CASH: | ||
Beginning of period | 50,503 | 39,511 |
End of period | $ 38,136 | $ 58,055 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY - USD ($) $ in Thousands | Total | Common Stock | Treasury Stock | Additional Paid In Capital | Retained Deficit | Accumulated Other Comp. Loss |
Beginning balance (in shares) at Dec. 31, 2019 | 30,801,255 | |||||
Beginning balance at Dec. 31, 2019 | $ 128,688 | $ 323 | $ (11,230) | $ 245,852 | $ (60,307) | $ (45,950) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Share-based compensation expense (in shares) | 46,014 | |||||
Share-based compensation expense | 862 | 862 | ||||
Total comprehensive income (loss) | (32,624) | (24,594) | (8,030) | |||
Ending balance (in shares) at Mar. 31, 2020 | 30,847,269 | |||||
Ending balance at Mar. 31, 2020 | $ 96,926 | $ 323 | (11,230) | 246,714 | (84,901) | (53,980) |
Beginning balance (in shares) at Dec. 31, 2020 | 31,249,811 | 31,249,811 | ||||
Beginning balance at Dec. 31, 2020 | $ 95,370 | $ 313 | (11,893) | 249,312 | (97,356) | (45,006) |
Increase (Decrease) in Stockholders' Equity [Roll Forward] | ||||||
Share-based compensation expense (in shares) | 132,034 | |||||
Share-based compensation expense | 967 | $ 2 | 965 | |||
Total comprehensive income (loss) | $ 6,278 | 8,490 | (2,212) | |||
Ending balance (in shares) at Mar. 31, 2021 | 31,381,845 | 31,381,845 | ||||
Ending balance at Mar. 31, 2021 | $ 102,615 | $ 315 | $ (11,893) | $ 250,277 | $ (88,866) | $ (47,218) |
Description of Business and Bas
Description of Business and Basis of Presentation | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Description of Business and Basis of Presentation | Description of Business and Basis of Presentation Commercial Vehicle Group, Inc. and its subsidiaries is a global provider of components and assemblies into two primary end markets – the global vehicle market and the U.S. technology integrator markets. The company provides components and assemblies to global vehicle companies to build original equipment and provides aftermarket products for fleet owners. The company also provides mechanical assemblies to warehouse automation integrators and to U.S. military technology integrators. References herein to the "Company", "CVG", "we", "our", or "us" refer to Commercial Vehicle Group, Inc. and its subsidiaries. The unaudited condensed consolidated interim financial statements have been prepared in accordance with generally accepted accounting principles ("GAAP") in the United States of America and the rules and regulations of the Securities and Exchange Commission and include the accounts of the Company and its subsidiaries. Except as disclosed within these condensed notes to unaudited quarterly consolidated financial statements, the adjustments made were of a normal, recurring 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 in future periods. |
Recently Issued Accounting Pron
Recently Issued Accounting Pronouncements | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In 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. Accounting Pronouncements Implemented in the three months ended March 31, 2021 In December 2019, the FASB issued ASU No. 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes". The ASU simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and otherwise clarifies and amends existing guidance. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020. The Company implemented ASU 2019-12 as of January 1, 2021 and the ASU did not have a material impact on the Company's condensed consolidated financial statements and related disclosures. In October 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-10, "Codification Improvements". The ASU updates various codification topics by clarifying and improving disclosure requirements to align with the SEC's regulations. The Company implemented ASU 2020-10 as of January 1, 2021 and the ASU did not have a material impact on the Company's condensed consolidated financial statements and related disclosures. |
Revenue Recognition
Revenue Recognition | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Revenue Recognition | Revenue Recognition We had outstanding customer accounts receivable, net of allowances, of $186.0 million as of March 31, 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 March 31, 2021 Electrical Systems Global Seating Elimination/ Total Seats $ 2,442 $ 86,992 $ (7,288) $ 82,146 Electrical wire harnesses, panels and assemblies 90,852 3,880 (375) 94,357 Trim 37,386 72 (421) 37,037 Cab structures and sleeper boxes 20,657 — — 20,657 Mirrors, wipers and controls 10,903 150 (128) 10,925 Total $ 162,240 $ 91,094 $ (8,212) $ 245,122 Three Months Ended March 31, 2020 Electrical Systems Global Seating Elimination/ Total Seats $ 367 $ 72,864 $ (62) $ 73,169 Electrical wire harnesses, panels and assemblies 54,276 408 (56) 54,628 Trim 30,509 1,919 (516) 31,912 Cab structures and sleeper boxes 14,700 — — 14,700 Mirrors, wipers and controls 12,246 790 (340) 12,696 Total $ 112,098 $ 75,981 $ (974) $ 187,105 |
Debt
Debt | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Debt | $15,000,000 but < $30,000,000 0.75% 1.75% I ≤ $15,000,000 1.00% 2.00% The Third ARLS Agreement, provides for an unused line fee of 0.20% on undrawn amounts under the Revolving Credit Facility if Revolver Usage is equal to or greater than 50% of the Revolver Commitment and a fee of 0.25% if Revolver Usage is less than 50% of the Revolver Commitment. The Third ARLS Agreement, requires maintenance of a minimum fixed charge coverage ratio if availability under the Revolving Credit Facility is less than the greater of (i) $5.0 million, and (ii) 10% of the lesser of the Revolver Commitment and the Borrowing Base. The minimum fixed charge coverage ratio must be maintained until availability under the Revolving Credit Facility has been greater than or equal to the greater of (i) $5.0 million, and (ii) 10% of the lesser of the Revolver Commitment and the Borrowing Base for 60 consecutive days. Cash Paid for Interest For the three months ended March 31, 2021 and 2020, cash payments for interest were $3.0 million and $3.2 million, respectively." id="sjs-B4">Debt Debt consisted of the following: March 31, 2021 December 31, 2020 Term loan and security agreement due 2023 $ 151,561 $ 150,950 Revolving credit facility due 2026 6,800 — Unamortized discount and issuance costs (3,896) (4,374) $ 154,465 $ 146,576 Less: current portion, net of unamortized discount and issuance costs of $1.9 million and $1.9 million, respectively (2,430) (2,429) Total long-term debt, net of current portion $ 152,035 $ 144,147 On April 30, 2021, the Company refinanced its outstanding debt. See Note 18, Subsequent Event in this Form 10-Q. Term Loan and Security Agreement On April 12, 2017, 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”), the terms of which are described in Note 3, Debt in our 2020 Form 10-K. The TLS Agreement contains customary restrictive, financial maintenance and reporting covenants that are described in Note 3, Debt in our 2020 Form 10-K. We were in compliance with the covenants as of March 31, 2021. 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 governs the Company’s asset based revolving credit facility (the “Revolving Credit Facility”). The Amendment amends the terms of the Revolving Credit Facility to entitle the Company and the other named borrowers thereunder (subject to the terms and conditions described therein) to request loans and other financial accommodations in an amount equal to the lesser of $90.0 million and a borrowing base composed of accounts receivable and inventory (such facility, the “Tranche A Facility”). Of the $90.0 million, $7.0 million shall be available as a first-in, last-out facility (the “Tranche B Facility”) at a 100 basis points premium, as reflected in the table below. On May 11, 2020, the Company and certain of its subsidiaries, as guarantors or co-borrowers, as applicable, entered into an Amendment No. 2 (the “Revolving Amendment”), which amends the terms of the Third ARLS Agreement to align certain of the restrictive covenants with the restrictive covenants set forth in the TLS Agreement, as amended. At March 31, 2021 we had $6.8 million of borrowings under the revolving credit facility, outstanding letters of credit were $1.4 million and we had availability of $81.9 million. The unamortized deferred financing fees associated with the revolving credit facility were $0.5 million and $0.4 million as of March 31, 2021 and December 31, 2020, respectively, are being amortized over the remaining life of the agreement. At December 31, 2020, we did not have borrowings under the revolving credit facility; and we had outstanding letters of credit of $1.6 million. The Third ARLS Agreement contains customary restrictive, financial maintenance and reporting covenants that are described in Note 3, Debt in our 2020 Form 10-K and as described below. The Company was in compliance with all applicable covenants as of March 31, 2021. Revolving Credit Amendment On March 1, 2021, the Commercial Vehicle Group, Inc. and certain of its subsidiaries entered into Amendment No. 3 (the “Revolving Amendment”), which amends the terms of the Third ARLS Agreement, among other things, to extend the maturity date of the 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 allows the Company to increase the size of the Revolving Credit Facility by up to $50.0 million with the consent of Lenders providing the increase in the Revolving Credit Facility. The Third ARLS Agreement, provides that loans outstanding under the Revolving Credit Facility accrue interest at a per annum rate based on (at the Company’s election) the base rate or the LIBOR rate plus a margin determined by reference to availability under the Revolving Credit Facility as follows, subject to a LIBOR floor of 0.25%: Level Average Daily Availability Base Rate Loans LIBOR Loans III ≥ $30,000,000 0.50% 1.50% II > $15,000,000 but < $30,000,000 0.75% 1.75% I ≤ $15,000,000 1.00% 2.00% The Third ARLS Agreement, provides for an unused line fee of 0.20% on undrawn amounts under the Revolving Credit Facility if Revolver Usage is equal to or greater than 50% of the Revolver Commitment and a fee of 0.25% if Revolver Usage is less than 50% of the Revolver Commitment. The Third ARLS Agreement, requires maintenance of a minimum fixed charge coverage ratio if availability under the Revolving Credit Facility is less than the greater of (i) $5.0 million, and (ii) 10% of the lesser of the Revolver Commitment and the Borrowing Base. The minimum fixed charge coverage ratio must be maintained until availability under the Revolving Credit Facility has been greater than or equal to the greater of (i) $5.0 million, and (ii) 10% of the lesser of the Revolver Commitment and the Borrowing Base for 60 consecutive days. Cash Paid for Interest For the three months ended March 31, 2021 and 2020, cash payments for interest were $3.0 million and $3.2 million, respectively. |
Goodwill and Intangible Assets
Goodwill and Intangible Assets | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible AssetsGoodwill 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 presented in Goodwill and other impairment in the Condensed Consolidated Statements of Operations. The changes in the carrying amounts of goodwill are as follows: Electrical Systems Global Seating Total 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 $ — $ — $ — Our definite-lived intangible assets were comprised of the following: March 31, 2021 December 31, 2020 Weighted- Gross Accumulated Net Gross Accumulated Net Trademarks/tradenames 22 years $ 11,622 $ (4,773) $ 6,849 $ 11,634 $ (4,681) $ 6,953 Customer relationships 15 years 14,857 (7,780) 7,077 14,881 (7,536) 7,345 Technical know-how 5 years 9,790 (3,018) 6,772 9,790 (2,529) 7,261 Covenant not to compete 5 years 330 (102) 228 330 (85) 245 $ 36,599 $ (15,673) $ 20,926 $ 36,635 $ (14,831) $ 21,804 |
Fair Value Measurement
Fair Value Measurement | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurement | 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 - Significant unobservable inputs reflecting management’s own assumptions about the inputs used in pricing the asset or liability. Our financial instruments consisted 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 that are measured at fair value using observable market 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 March 31, 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 Swap Agreement. To manage our exposure to variable interest rates, we have entered into an agreement (the “Interest Rate Swap Agreement”) with Bank of America, N.A. whereby the Company has agreed 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 Swap Agreement is intended to mitigate the impact of rising interest rates on the Company and covers $80 million of outstanding debt under the senior secured term loan facility. As of March 31, 2021, the Interest Rate Swap Agreement was not designated as a hedging instrument; therefore, it is 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 the 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 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. The estimate of $4.7 million was recorded within other long-term liabilities in the Condensed Consolidated Balance Sheet as of September 30, 2019. The total undiscounted Contingent consideration payment is estimated at $10.8 million and the fair value is $9.0 million as of March 31, 2021, and is presented in the Condensed Consolidated Balance Sheets in accrued liabilities and other long term liabilities. The fair values of our derivative assets and liabilities and contingent consideration measured on a recurring basis are categorized as follows: March 31, 2021 December 31, 2020 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Assets: Foreign exchange contract $ 1,510 $ — $ 1,510 $ — $ 1,882 $ — $ 1,882 $ — Interest rate swap agreement $ 756 $ — $ 756 $ — $ 936 $ — $ 936 $ — Liabilities: Interest rate swap agreement $ 1,687 $ — $ 1,687 $ — $ 2,080 $ — $ 2,080 $ — Contingent consideration $ 9,048 $ — $ — $ 9,048 $ 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 value 248 Contingent consideration liability balance at March 31, 2021 $ 9,048 The following table summarizes the notional amount of our open foreign exchange contracts: March 31, 2021 December 31, 2020 U.S. $ U.S. U.S. $ U.S. Commitments to buy or sell currencies $ 18,698 $ 18,955 $ 14,675 $ 16,558 The following table summarizes the fair value and presentation of derivatives in the Condensed Consolidated Balance Sheets: Derivative Asset Balance Sheet Fair Value March 31, 2021 December 31, 2020 Foreign exchange contracts Other current assets $ 1,510 $ 1,882 Interest rate swap agreement Accrued liabilities and other $ 756 $ 936 Derivative Liability Balance Sheet Fair Value March 31, 2021 December 31, 2020 Interest rate swap agreement Accrued liabilities and other $ 1,687 $ 2,080 Derivative Equity Balance Sheet Fair Value March 31, 2021 December 31, 2020 Foreign exchange contracts Accumulated other comprehensive loss $ 1,015 $ 1,441 The following table summarizes the effect of derivative instruments on the Condensed Consolidated Statements of Operations: Three Months Ended March 31, 2021 2020 Location of Gain (Loss) on Derivatives Amount of Gain (Loss) on Derivatives Foreign exchange contracts Cost of revenues $ (307) $ — Interest rate swap agreement Interest and other expense $ 2 $ (996) Foreign exchange contracts Other (income) expense $ (182) $ — We consider the impact of our credit risk on the fair value of the contracts, as 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: March 31, 2021 December 31, 2020 Carrying Fair Value Carrying Fair Value Term loan and security agreement 1 $ 147,665 $ 145,960 $ 146,576 $ 144,878 Revolving credit facility $ 6,800 $ 6,800 $ — $ — 1. Presented in the Condensed Consolidated Balance Sheets as the current portion of long-term debt of $2.4 million and long-term debt of $145.2 million as of March 31, 2021, and current portion of long-term debt of $2.4 million and long-term debt of $144.1 million as of December 31, 2020. |
Leases
Leases | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Leases | Leases The components of lease expense are as follows: Three Months Ended March 31, 2021 2020 Operating lease cost $ 2,500 $ 2,466 Finance lease cost Amortization of right-of-use assets 92 89 Interest on lease liabilities 8 12 Total finance lease cost 100 101 Short-term lease cost 1,370 1,029 Total lease expense $ 3,970 $ 3,596 Supplemental balance sheet information related to leases is as follows: Balance Sheet Location March 31, 2021 December 31, 2020 Operating Leases Right-of-use assets, net Other assets, net $ 28,218 $ 30,047 Current liabilities Accrued liabilities and other 8,639 9,236 Non-current liabilities Other long-term liabilities 22,002 23,932 Total operating lease liabilities $ 30,641 $ 33,168 Finance Leases Right-of-use assets $ 1,314 $ 1,410 Accumulated depreciation (651) (643) Right-of-use assets, net Other assets, net 663 767 Current liabilities Accrued liabilities and other 267 293 Non-current liabilities Other long-term liabilities 367 434 Total finance lease liabilities $ 634 $ 727 For the three months ended March 31, 2021 and 2020, cash payments on operating leases were $2.2 million and $2.6 million, respectively. Right-of-use Assets Impairment. The impairment of an operating lease right-of-use asset of $0.4 million was recorded for the first quarter ended March 31, 2020. The impairment charge is presented in Goodwill and other impairment in the Condensed 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: Operating Financing Total Remainder of 2021 $ 8,002 $ 224 $ 8,226 2022 9,640 197 9,837 2023 5,831 128 5,959 2024 4,594 79 4,673 2025 3,983 42 4,025 Thereafter 3,949 — 3,949 Total lease payments $ 35,999 $ 670 $ 36,669 Less: Imputed interest (5,358) (36) (5,394) Present value of lease liabilities $ 30,641 $ 634 $ 31,275 |
Leases | Leases The components of lease expense are as follows: Three Months Ended March 31, 2021 2020 Operating lease cost $ 2,500 $ 2,466 Finance lease cost Amortization of right-of-use assets 92 89 Interest on lease liabilities 8 12 Total finance lease cost 100 101 Short-term lease cost 1,370 1,029 Total lease expense $ 3,970 $ 3,596 Supplemental balance sheet information related to leases is as follows: Balance Sheet Location March 31, 2021 December 31, 2020 Operating Leases Right-of-use assets, net Other assets, net $ 28,218 $ 30,047 Current liabilities Accrued liabilities and other 8,639 9,236 Non-current liabilities Other long-term liabilities 22,002 23,932 Total operating lease liabilities $ 30,641 $ 33,168 Finance Leases Right-of-use assets $ 1,314 $ 1,410 Accumulated depreciation (651) (643) Right-of-use assets, net Other assets, net 663 767 Current liabilities Accrued liabilities and other 267 293 Non-current liabilities Other long-term liabilities 367 434 Total finance lease liabilities $ 634 $ 727 For the three months ended March 31, 2021 and 2020, cash payments on operating leases were $2.2 million and $2.6 million, respectively. Right-of-use Assets Impairment. The impairment of an operating lease right-of-use asset of $0.4 million was recorded for the first quarter ended March 31, 2020. The impairment charge is presented in Goodwill and other impairment in the Condensed 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: Operating Financing Total Remainder of 2021 $ 8,002 $ 224 $ 8,226 2022 9,640 197 9,837 2023 5,831 128 5,959 2024 4,594 79 4,673 2025 3,983 42 4,025 Thereafter 3,949 — 3,949 Total lease payments $ 35,999 $ 670 $ 36,669 Less: Imputed interest (5,358) (36) (5,394) Present value of lease liabilities $ 30,641 $ 634 $ 31,275 |
Income Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2021 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes For the three months ended March 31, 2021 we recorded a $2.5 million tax provision, or 23% effective tax rate for the period, compared to a $7.3 million tax benefit for the three months ended March 31, 2020. The effective tax rate in the current three month period is 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 was primarily a result of pre-tax net loss for the three months ended March 31, 2020. For the three months ended March 31, 2021 and 2020, cash paid for taxes, net of refunds received were $1.0 million and $0.8 million, respectively. |
Pension and Other Post-Retireme
Pension and Other Post-Retirement Benefit Plans | 3 Months Ended |
Mar. 31, 2021 | |
Retirement Benefits [Abstract] | |
Pension and Other Post-Retirement Benefit Plans | 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 Plans Non-U.S. Pension Plan Three Months Ended March 31, Three Months Ended March 31, 2021 2020 2021 2020 Interest cost 208 281 161 204 Expected return on plan assets (553) (519) (250) (263) Amortization of prior service cost 2 74 14 11 Recognized actuarial loss 74 2 239 143 Net (benefit) cost $ (269) $ (162) $ 164 $ 95 |
Performance Awards
Performance Awards | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Performance Awards | Performance AwardsIn 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 Plan. The cash award is earned and payable based upon the Company’s relative total shareholder return in terms 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 the 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 company’s starting stock price and ending stock price, by (B) the starting stock price. The award is payable at the end of the Performance Period in cash 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 is 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 in the form of cash awards under the equity incentive plans: Amount Adjusted Award Value at December 31, 2020 $ 976 Adjustments 179 Payments (300) Adjusted Award Value at March 31, 2021 $ 855 Unrecognized compensation expense was $3.0 million and $0.6 million as of March 31, 2021 and 2020, respectively. |
Share-Based Compensation
Share-Based Compensation | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation The company's outstanding share-based compensation is comprised solely of restricted stock awards. Restricted Stock Awards – Restricted stock is 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 by the compensation committee of the board of directors. Forfeitures are recorded as they occur. A participant granted restricted stock generally has all of the rights of a stockholder, unless the compensation committee determines otherwise. Time-based restricted stock awards 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-based stock awards vest over the specified 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 at the Company’s discretion if the Company meets the performance targets set at the time of the award was granted. As of March 31, 2021, there was approximately $6.2 million of unrecognized compensation expense related to non-vested share-based compensation arrangements granted under our equity incentive plans. This expense is subject to future adjustments and forfeitures and will be recognized on a straight-line basis over the remaining period listed above for each grant. A summary of the status of our restricted stock awards as of March 31, and changes during the Three Months Ended March 31, are presented below: 2021 Shares Weighted- Nonvested - December 31, 2020 1,263 $ 3.48 Granted 371 6.58 Vested (139) 3.24 Forfeited (4) 6.35 Nonvested - March 31, 2021 1,491 $ 4.46 As of March 31, 2021, a total of 2.9 million shares were available for future grants from the shares authorized for award under our 2020 EIP, including cumulative forfeitures. |
Stockholders' Equity
Stockholders' Equity | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Stockholders' Equity | 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, 31,381,845 and 31,249,811 shares were issued and outstanding as of March 31, 2021 and December 31, 2020, respectively. 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, with no preferred shares were outstanding as of March 31, 2021 and December 31, 2020. Diluted earnings per share for the three and three months ended March 31, 2021 and 2020 includes the effect of potential common shares issuable when dilutive, and is as follows: Three Months Ended March 31, 2021 2020 Net income (loss) $ 8,490 $ (24,594) Weighted average number of common shares outstanding (in '000s) 31,264 30,806 Dilutive effect of restricted stock grants after application of the Treasury Stock Method (in '000s) 1,043 — Dilutive shares outstanding 32,307 30,806 Basic earnings (loss) per share $ 0.27 $ (0.80) Diluted earnings (loss) per share $ 0.26 $ (0.80) There were no outstanding restricted shares awarded that were excluded from the calculation of diluted earnings per shares for the three months ended March 31, 2021 and 2020. Shareholder Rights Plan On June 23, 2020, the Company’s Board of Directors adopted a limited duration rights plan and declared a dividend distribution of one right (each, a “Right” and together 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 July 5, 2020, the record date for such dividend. Each holder of common stock as of the record date will receive a dividend of one Right per share of common stock. The Rights will become exercisable only if a person or persons acquires beneficial ownership of 10% or more of the Company's outstanding common stock, or 15% in the case of certain passive investors. In the event that the Rights become exercisable, each holder of Rights (other than the person or group triggering the rights plan) will be entitled to purchase, at the Right’s exercise price, a number of shares of our common stock having a market value of twice the Right’s exercise price. On April 15, 2021, the Company, and Computershare Trust Company, N.A., a federally chartered trust company, 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 Rights Agreement) was advanced from June 24, 2021 to April 15, 2021. As a result of the Amendment, the Rights are no longer outstanding. |
Other Comprehensive Loss
Other Comprehensive Loss | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Other Comprehensive Loss | Other Comprehensive Loss The after-tax changes in accumulated other comprehensive loss are as follows: Foreign Derivative instruments Pension and Accumulated other Balance - December 31, 2020 $ (19,024) 1,441 $ (27,423) $ (45,006) Net current period change (2,072) — — (2,072) Derivative instruments — (426) — (426) Amortization of actuarial gains — — 286 286 Balance - March 31, 2021 $ (21,096) $ 1,015 $ (27,137) $ (47,218) Foreign Derivative instruments Pension and Accumulated other Balance - December 31, 2019 $ (24,032) $ 464 $ (22,382) $ (45,950) Net current period change (4,805) — — (4,805) Derivative instruments — (2,778) — (2,778) Amortization of actuarial losses — — (447) (447) Balance - March 31, 2020 $ (28,837) $ (2,314) $ (22,829) $ (53,980) The related tax effects allocated to each component of other comprehensive loss are as follows: Three Months Ended March 31, 2021 Before Tax Tax Expense After Tax Amount Amortization of actuarial gains $ 399 $ (113) $ 286 Derivative instruments (556) 130 (426) Cumulative translation adjustment (2,072) — (2,072) Total other comprehensive loss $ (2,229) $ 17 $ (2,212) Three Months Ended March 31, 2020 Before Tax Tax Expense After Tax Amortization of actuarial losses $ (554) $ 107 $ (447) Derivative instruments (3,488) 710 (2,778) Cumulative translation adjustment (4,805) — (4,805) Total other comprehensive loss $ (8,847) $ 817 $ (8,030) |
Cost Reduction and Manufacturin
Cost Reduction and Manufacturing Capacity Rationalization | 3 Months Ended |
Mar. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Cost Reduction and Manufacturing Capacity Rationalization | Cost Reduction and Manufacturing Capacity Rationalization During 2019, the Company began implementing cost reduction and manufacturing capacity rationalization initiatives (the "Restructuring Initiatives") in response to declines in end market volumes. Furthermore, in 2020 the Company began implementing additional cost reduction initiatives and further manufacturing capacity rationalization initiatives in response to the COVID-19 pandemic ("the 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. The changes in accrued restructuring balances are as follows: Electrical Systems Global Corporate/ Total December 31, 2020 $ 463 $ 40 $ 176 $ 679 Payments and other adjustments (186) (40) (36) (262) March 31, 2021 $ 277 $ — $ 140 $ 417 Electrical Systems Global Corporate/ Total December 31, 2019 $ 1,276 $ 102 $ 947 $ 2,325 New charges — 131 40 171 Payments and other adjustments (848) (196) (248) (1,292) March 31, 2020 $ 428 $ 37 $ 739 $ 1,204 Approximately $0.1 million in employee costs were incurred in the three months ended March 31, 2020 in the Global Seating Segment and is included in cost of revenues. |
Commitments and Contingencies
Commitments and Contingencies | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies Leases - As disclosed in Note 7, Leases, we lease office, warehouse and manufacturing space and 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. As of March 31, 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 March 31, 2021 and 2020, 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' compensation claims, OSHA investigations, employment disputes, unfair labor practice charges, customer and supplier disputes, service provider disputes, product liability claims, intellectual property disputes, environmental claims arising out of the conduct of our businesses and examinations by the Internal Revenue Service. Management believes that the Company maintains adequate insurance and 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 they relate to the periods ended March 31, 2021 and 2020, 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 three months ended March 31, 2021: Balance - December 31, 2020 $ 2,041 Provision for warranty claims 108 Deduction for payments made and other adjustments (354) Balance - March 31, 2021 $ 1,795 Debt Payments - As disclosed in Note 4, Debt, the TLS Agreement requires the Company to repay a fixed amount of principal on a quarterly basis, 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 years (see also Note 18, Subsequent Event): Term Loan Revolving credit facility Total Remainder of 2021 $ 3,281 $ — $ 3,281 2022 $ 4,375 $ — $ 4,375 2023 $ 143,905 $ — $ 143,905 2024 $ — $ — $ — 2025 $ — $ — $ — Thereafter $ — $ 6,800 $ 6,800 |
Segment Reporting
Segment Reporting | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Reporting | 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 financial results of the segment that has the greatest amount of revenues from that manufacturing facility. Our segments are more specifically described below. The Electrical Systems segment designs, manufactures and sells the following products: • 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 emerging 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 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 the 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 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 benefit of 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. The following table presents segment revenues, gross profit, selling, general and administrative expenses, amortization expense, operating income, capital expenditures, depreciation expense and other items for the three months ended March 31, 2021 and 2020. The table does not include assets as the CODM does not review assets by segment. Three Months Ended March 31, 2021 Electrical Global Corporate/ Total Revenues External revenues $ 159,687 $ 85,435 $ — $ 245,122 Intersegment revenues 2,553 5,659 (8,212) — Total revenues $ 162,240 $ 91,094 $ (8,212) $ 245,122 Gross profit $ 20,270 $ 10,888 $ (37) $ 31,121 Selling, general & administrative expenses 5,403 5,344 4,971 15,718 Operating income (loss) $ 14,867 $ 5,544 $ (5,008) $ 15,403 Three Months Ended March 31, 2020 Electrical Systems Global Corporate/ Total Revenues External revenues $ 111,167 $ 75,938 $ — $ 187,105 Intersegment revenues 931 43 (974) — Total revenues $ 112,098 $ 75,981 $ (974) $ 187,105 Gross profit $ 10,946 $ 9,371 $ (14) $ 20,303 Selling, general & administrative expenses 4,679 4,923 8,357 17,959 Goodwill and other impairment 23,415 4,809 643 28,867 Operating loss $ (17,148) $ (361) $ (9,014) $ (26,523) |
Other Financial Information
Other Financial Information | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Other Financial Information | Other Financial Information Items reported in inventories consisted of the following: March 31, 2021 December 31, 2020 Raw materials $ 80,990 $ 65,334 Work in process 14,711 13,373 Finished goods 13,307 12,540 $ 109,008 $ 91,247 Items reported in property, plant, and equipment, net consisted of the following: March 31, 2021 December 31, 2020 Land and buildings $ 30,335 $ 30,305 Machinery and equipment 189,364 189,939 Construction in progress 2,107 1,558 Property, plant, and equipment, gross 221,806 221,802 Less accumulated depreciation (161,924) (159,026) Property, plant and equipment, net $ 59,882 $ 62,776 Items reported in accrued expenses and other liabilities consisted of the following: March 31, 2021 December 31, 2020 Compensation and benefits $ 15,745 $ 13,172 Operating lease liabilities 8,639 9,236 Contingent consideration 5,000 4,870 Taxes payable 4,274 4,057 Accrued freight 3,996 2,556 Insurance 2,408 2,705 Other 11,619 13,460 $ 51,681 $ 50,056 |
Subsequent Event
Subsequent Event | 3 Months Ended |
Mar. 31, 2021 | |
Subsequent Events [Abstract] | |
Subsequent Event | Subsequent Event On April 30, 2021, Commercial Vehicle Group, Inc. (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 will be 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. The Company expects to recognize a loss on extinguishment of debt of approximately $7.2 million, including non-cash write off relating to |
Recently Issued Accounting Pr_2
Recently Issued Accounting Pronouncements (Policies) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Changes and Error Corrections [Abstract] | |
Recently Issued Accounting Pronouncements | Recently Issued Accounting Pronouncements In 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. Accounting Pronouncements Implemented in the three months ended March 31, 2021 In December 2019, the FASB issued ASU No. 2019-12, "Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes". The ASU simplifies the accounting for income taxes by removing certain exceptions to the general principles in Topic 740 and otherwise clarifies and amends existing guidance. ASU 2019-12 is effective for fiscal years beginning after December 15, 2020. The Company implemented ASU 2019-12 as of January 1, 2021 and the ASU did not have a material impact on the Company's condensed consolidated financial statements and related disclosures. In October 2020, the FASB issued Accounting Standards Update (“ASU”) No. 2020-10, "Codification Improvements". The ASU updates various codification topics by clarifying and improving disclosure requirements to align with the SEC's regulations. The Company implemented ASU 2020-10 as of January 1, 2021 and the ASU did not have a material impact on the Company's condensed consolidated financial statements and related disclosures. |
Revenue Recognition | We had outstanding customer accounts receivable, net of allowances, of $186.0 million as of March 31, 2021 and $151.1 million as of December 31, 2020. We generally do not have other assets or liabilities associated with customer arrangements. |
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. |
Revenue Recognition (Tables)
Revenue Recognition (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Revenue from Contract with Customer [Abstract] | |
Summary of Composition by Product Category of Revenues | The following is the composition, by product category, of our revenues: Three Months Ended March 31, 2021 Electrical Systems Global Seating Elimination/ Total Seats $ 2,442 $ 86,992 $ (7,288) $ 82,146 Electrical wire harnesses, panels and assemblies 90,852 3,880 (375) 94,357 Trim 37,386 72 (421) 37,037 Cab structures and sleeper boxes 20,657 — — 20,657 Mirrors, wipers and controls 10,903 150 (128) 10,925 Total $ 162,240 $ 91,094 $ (8,212) $ 245,122 Three Months Ended March 31, 2020 Electrical Systems Global Seating Elimination/ Total Seats $ 367 $ 72,864 $ (62) $ 73,169 Electrical wire harnesses, panels and assemblies 54,276 408 (56) 54,628 Trim 30,509 1,919 (516) 31,912 Cab structures and sleeper boxes 14,700 — — 14,700 Mirrors, wipers and controls 12,246 790 (340) 12,696 Total $ 112,098 $ 75,981 $ (974) $ 187,105 |
Debt (Tables)
Debt (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Debt Disclosure [Abstract] | |
Summary of Debt | Debt consisted of the following: March 31, 2021 December 31, 2020 Term loan and security agreement due 2023 $ 151,561 $ 150,950 Revolving credit facility due 2026 6,800 — Unamortized discount and issuance costs (3,896) (4,374) $ 154,465 $ 146,576 Less: current portion, net of unamortized discount and issuance costs of $1.9 million and $1.9 million, respectively (2,430) (2,429) Total long-term debt, net of current portion $ 152,035 $ 144,147 |
Margin for Borrowings under Revolving Credit Facility | The Third ARLS Agreement, provides that loans outstanding under the Revolving Credit Facility accrue interest at a per annum rate based on (at the Company’s election) the base rate or the LIBOR rate plus a margin determined by reference to availability under the Revolving Credit Facility as follows, subject to a LIBOR floor of 0.25%: Level Average Daily Availability Base Rate Loans LIBOR Loans III ≥ $30,000,000 0.50% 1.50% II > $15,000,000 but < $30,000,000 0.75% 1.75% I ≤ $15,000,000 1.00% 2.00% |
Goodwill and Intangible Assets
Goodwill and Intangible Assets (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Changes in Carrying Amounts of Goodwill | The changes in the carrying amounts of goodwill are as follows: Electrical Systems Global Seating Total 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 $ — $ — $ — |
Summary of Intangible Assets | Our definite-lived intangible assets were comprised of the following: March 31, 2021 December 31, 2020 Weighted- Gross Accumulated Net Gross Accumulated Net Trademarks/tradenames 22 years $ 11,622 $ (4,773) $ 6,849 $ 11,634 $ (4,681) $ 6,953 Customer relationships 15 years 14,857 (7,780) 7,077 14,881 (7,536) 7,345 Technical know-how 5 years 9,790 (3,018) 6,772 9,790 (2,529) 7,261 Covenant not to compete 5 years 330 (102) 228 330 (85) 245 $ 36,599 $ (15,673) $ 20,926 $ 36,635 $ (14,831) $ 21,804 |
Fair Value Measurement (Tables)
Fair Value Measurement (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Fair Value Disclosures [Abstract] | |
Fair Values of Our Derivative Assets and Liabilities | The fair values of our derivative assets and liabilities and contingent consideration measured on a recurring basis are categorized as follows: March 31, 2021 December 31, 2020 Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3 Assets: Foreign exchange contract $ 1,510 $ — $ 1,510 $ — $ 1,882 $ — $ 1,882 $ — Interest rate swap agreement $ 756 $ — $ 756 $ — $ 936 $ — $ 936 $ — Liabilities: Interest rate swap agreement $ 1,687 $ — $ 1,687 $ — $ 2,080 $ — $ 2,080 $ — Contingent consideration $ 9,048 $ — $ — $ 9,048 $ 8,800 $ — $ — $ 8,800 |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation | 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 value 248 Contingent consideration liability balance at March 31, 2021 $ 9,048 |
Notional Amount of Foreign Exchange Contracts | The following table summarizes the notional amount of our open foreign exchange contracts: March 31, 2021 December 31, 2020 U.S. $ U.S. U.S. $ U.S. Commitments to buy or sell currencies $ 18,698 $ 18,955 $ 14,675 $ 16,558 |
Fair Value and Presentation in Consolidated Balance Sheets for Derivatives none of which are Designated as Accounting Hedges | The following table summarizes the fair value and presentation of derivatives in the Condensed Consolidated Balance Sheets: Derivative Asset Balance Sheet Fair Value March 31, 2021 December 31, 2020 Foreign exchange contracts Other current assets $ 1,510 $ 1,882 Interest rate swap agreement Accrued liabilities and other $ 756 $ 936 Derivative Liability Balance Sheet Fair Value March 31, 2021 December 31, 2020 Interest rate swap agreement Accrued liabilities and other $ 1,687 $ 2,080 Derivative Equity Balance Sheet Fair Value March 31, 2021 December 31, 2020 Foreign exchange contracts Accumulated other comprehensive loss $ 1,015 $ 1,441 |
Effect of Derivative Instruments on Consolidated Statements of Operations for Derivatives not Designated as Hedging Instruments | The following table summarizes the effect of derivative instruments on the Condensed Consolidated Statements of Operations: Three Months Ended March 31, 2021 2020 Location of Gain (Loss) on Derivatives Amount of Gain (Loss) on Derivatives Foreign exchange contracts Cost of revenues $ (307) $ — Interest rate swap agreement Interest and other expense $ 2 $ (996) Foreign exchange contracts Other (income) expense $ (182) $ — |
Carrying Amounts and Fair Values of Our Long-Term Debt Obligations | The carrying amounts and fair values of our long-term debt obligations are as follows: March 31, 2021 December 31, 2020 Carrying Fair Value Carrying Fair Value Term loan and security agreement 1 $ 147,665 $ 145,960 $ 146,576 $ 144,878 Revolving credit facility $ 6,800 $ 6,800 $ — $ — 1. Presented in the Condensed Consolidated Balance Sheets as the current portion of long-term debt of $2.4 million and long-term debt of $145.2 million as of March 31, 2021, and current portion of long-term debt of $2.4 million and long-term debt of $144.1 million as of December 31, 2020. |
Leases (Tables)
Leases (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Leases [Abstract] | |
Lease Costs | The components of lease expense are as follows: Three Months Ended March 31, 2021 2020 Operating lease cost $ 2,500 $ 2,466 Finance lease cost Amortization of right-of-use assets 92 89 Interest on lease liabilities 8 12 Total finance lease cost 100 101 Short-term lease cost 1,370 1,029 Total lease expense $ 3,970 $ 3,596 |
Assets and Liabilities, Lessee | Supplemental balance sheet information related to leases is as follows: Balance Sheet Location March 31, 2021 December 31, 2020 Operating Leases Right-of-use assets, net Other assets, net $ 28,218 $ 30,047 Current liabilities Accrued liabilities and other 8,639 9,236 Non-current liabilities Other long-term liabilities 22,002 23,932 Total operating lease liabilities $ 30,641 $ 33,168 Finance Leases Right-of-use assets $ 1,314 $ 1,410 Accumulated depreciation (651) (643) Right-of-use assets, net Other assets, net 663 767 Current liabilities Accrued liabilities and other 267 293 Non-current liabilities Other long-term liabilities 367 434 Total finance lease liabilities $ 634 $ 727 |
Finance Lease, Liability, Maturity | 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: Operating Financing Total Remainder of 2021 $ 8,002 $ 224 $ 8,226 2022 9,640 197 9,837 2023 5,831 128 5,959 2024 4,594 79 4,673 2025 3,983 42 4,025 Thereafter 3,949 — 3,949 Total lease payments $ 35,999 $ 670 $ 36,669 Less: Imputed interest (5,358) (36) (5,394) Present value of lease liabilities $ 30,641 $ 634 $ 31,275 |
Lessee, Operating Lease, Liability, Maturity | 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: Operating Financing Total Remainder of 2021 $ 8,002 $ 224 $ 8,226 2022 9,640 197 9,837 2023 5,831 128 5,959 2024 4,594 79 4,673 2025 3,983 42 4,025 Thereafter 3,949 — 3,949 Total lease payments $ 35,999 $ 670 $ 36,669 Less: Imputed interest (5,358) (36) (5,394) Present value of lease liabilities $ 30,641 $ 634 $ 31,275 |
Pension and Other Post-Retire_2
Pension and Other Post-Retirement Benefit Plans (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Retirement Benefits [Abstract] | |
Components of Net Periodic Benefit Cost | 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 Plans Non-U.S. Pension Plan Three Months Ended March 31, Three Months Ended March 31, 2021 2020 2021 2020 Interest cost 208 281 161 204 Expected return on plan assets (553) (519) (250) (263) Amortization of prior service cost 2 74 14 11 Recognized actuarial loss 74 2 239 143 Net (benefit) cost $ (269) $ (162) $ 164 $ 95 |
Performance Awards (Tables)
Performance Awards (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Schedule of Performance Activity | 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 Adjustments 179 Payments (300) Adjusted Award Value at March 31, 2021 $ 855 |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Share-based Payment Arrangement [Abstract] | |
Summary of Information about Restricted Stock Grants | A summary of the status of our restricted stock awards as of March 31, and changes during the Three Months Ended March 31, are presented below: 2021 Shares Weighted- Nonvested - December 31, 2020 1,263 $ 3.48 Granted 371 6.58 Vested (139) 3.24 Forfeited (4) 6.35 Nonvested - March 31, 2021 1,491 $ 4.46 |
Stockholders' Equity (Tables)
Stockholders' Equity (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
Diluted Earnings per Share | Diluted earnings per share for the three and three months ended March 31, 2021 and 2020 includes the effect of potential common shares issuable when dilutive, and is as follows: Three Months Ended March 31, 2021 2020 Net income (loss) $ 8,490 $ (24,594) Weighted average number of common shares outstanding (in '000s) 31,264 30,806 Dilutive effect of restricted stock grants after application of the Treasury Stock Method (in '000s) 1,043 — Dilutive shares outstanding 32,307 30,806 Basic earnings (loss) per share $ 0.27 $ (0.80) Diluted earnings (loss) per share $ 0.26 $ (0.80) |
Other Comprehensive Loss (Table
Other Comprehensive Loss (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Equity [Abstract] | |
After-tax Changes in Accumulated Other Comprehensive Loss | The after-tax changes in accumulated other comprehensive loss are as follows: Foreign Derivative instruments Pension and Accumulated other Balance - December 31, 2020 $ (19,024) 1,441 $ (27,423) $ (45,006) Net current period change (2,072) — — (2,072) Derivative instruments — (426) — (426) Amortization of actuarial gains — — 286 286 Balance - March 31, 2021 $ (21,096) $ 1,015 $ (27,137) $ (47,218) Foreign Derivative instruments Pension and Accumulated other Balance - December 31, 2019 $ (24,032) $ 464 $ (22,382) $ (45,950) Net current period change (4,805) — — (4,805) Derivative instruments — (2,778) — (2,778) Amortization of actuarial losses — — (447) (447) Balance - March 31, 2020 $ (28,837) $ (2,314) $ (22,829) $ (53,980) |
Related Tax Effects Allocated to Each Component of Accumulated Other Comprehensive Loss | The related tax effects allocated to each component of other comprehensive loss are as follows: Three Months Ended March 31, 2021 Before Tax Tax Expense After Tax Amount Amortization of actuarial gains $ 399 $ (113) $ 286 Derivative instruments (556) 130 (426) Cumulative translation adjustment (2,072) — (2,072) Total other comprehensive loss $ (2,229) $ 17 $ (2,212) Three Months Ended March 31, 2020 Before Tax Tax Expense After Tax Amortization of actuarial losses $ (554) $ 107 $ (447) Derivative instruments (3,488) 710 (2,778) Cumulative translation adjustment (4,805) — (4,805) Total other comprehensive loss $ (8,847) $ 817 $ (8,030) |
Cost Reduction and Manufactur_2
Cost Reduction and Manufacturing Capacity Rationalization (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Restructuring and Related Activities [Abstract] | |
Changes in Accrued Restructuring Balances | The changes in accrued restructuring balances are as follows: Electrical Systems Global Corporate/ Total December 31, 2020 $ 463 $ 40 $ 176 $ 679 Payments and other adjustments (186) (40) (36) (262) March 31, 2021 $ 277 $ — $ 140 $ 417 Electrical Systems Global Corporate/ Total December 31, 2019 $ 1,276 $ 102 $ 947 $ 2,325 New charges — 131 40 171 Payments and other adjustments (848) (196) (248) (1,292) March 31, 2020 $ 428 $ 37 $ 739 $ 1,204 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Commitments and Contingencies Disclosure [Abstract] | |
Summary of Warranty Provision | The following presents a summary of the warranty provision for the three months ended March 31, 2021: Balance - December 31, 2020 $ 2,041 Provision for warranty claims 108 Deduction for payments made and other adjustments (354) Balance - March 31, 2021 $ 1,795 |
Schedule of Minimum Principal Payments Due on Long-term Debt | The following table provides future minimum principal payments due on long-term debt for the next five years (see also Note 18, Subsequent Event): Term Loan Revolving credit facility Total Remainder of 2021 $ 3,281 $ — $ 3,281 2022 $ 4,375 $ — $ 4,375 2023 $ 143,905 $ — $ 143,905 2024 $ — $ — $ — 2025 $ — $ — $ — Thereafter $ — $ 6,800 $ 6,800 |
Segment Reporting (Tables)
Segment Reporting (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Segment Reporting [Abstract] | |
Segment Reporting Information | The following table presents segment revenues, gross profit, selling, general and administrative expenses, amortization expense, operating income, capital expenditures, depreciation expense and other items for the three months ended March 31, 2021 and 2020. The table does not include assets as the CODM does not review assets by segment. Three Months Ended March 31, 2021 Electrical Global Corporate/ Total Revenues External revenues $ 159,687 $ 85,435 $ — $ 245,122 Intersegment revenues 2,553 5,659 (8,212) — Total revenues $ 162,240 $ 91,094 $ (8,212) $ 245,122 Gross profit $ 20,270 $ 10,888 $ (37) $ 31,121 Selling, general & administrative expenses 5,403 5,344 4,971 15,718 Operating income (loss) $ 14,867 $ 5,544 $ (5,008) $ 15,403 Three Months Ended March 31, 2020 Electrical Systems Global Corporate/ Total Revenues External revenues $ 111,167 $ 75,938 $ — $ 187,105 Intersegment revenues 931 43 (974) — Total revenues $ 112,098 $ 75,981 $ (974) $ 187,105 Gross profit $ 10,946 $ 9,371 $ (14) $ 20,303 Selling, general & administrative expenses 4,679 4,923 8,357 17,959 Goodwill and other impairment 23,415 4,809 643 28,867 Operating loss $ (17,148) $ (361) $ (9,014) $ (26,523) |
Other Financial Information (Ta
Other Financial Information (Tables) | 3 Months Ended |
Mar. 31, 2021 | |
Accounting Policies [Abstract] | |
Schedule of Inventories | Items reported in inventories consisted of the following: March 31, 2021 December 31, 2020 Raw materials $ 80,990 $ 65,334 Work in process 14,711 13,373 Finished goods 13,307 12,540 $ 109,008 $ 91,247 |
Summary of Property, Plant and Equipment Net | Items reported in property, plant, and equipment, net consisted of the following: March 31, 2021 December 31, 2020 Land and buildings $ 30,335 $ 30,305 Machinery and equipment 189,364 189,939 Construction in progress 2,107 1,558 Property, plant, and equipment, gross 221,806 221,802 Less accumulated depreciation (161,924) (159,026) Property, plant and equipment, net $ 59,882 $ 62,776 |
Schedule of Accrued and Other Liabilities | Items reported in accrued expenses and other liabilities consisted of the following: March 31, 2021 December 31, 2020 Compensation and benefits $ 15,745 $ 13,172 Operating lease liabilities 8,639 9,236 Contingent consideration 5,000 4,870 Taxes payable 4,274 4,057 Accrued freight 3,996 2,556 Insurance 2,408 2,705 Other 11,619 13,460 $ 51,681 $ 50,056 |
Revenue Recognition - Additiona
Revenue Recognition - Additional Information (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Revenue from Contract with Customer [Abstract] | ||
Accounts receivable, net of allowances | $ 186,036 | $ 151,101 |
Revenue Recognition (Details)
Revenue Recognition (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Capitalized Contract Cost [Line Items] | ||
Revenues | $ 245,122 | $ 187,105 |
Elimination/ Other | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | (8,212) | (974) |
Seats | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 82,146 | 73,169 |
Seats | Elimination/ Other | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | (7,288) | (62) |
Electrical wire harnesses, panels and assemblies | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 94,357 | 54,628 |
Electrical wire harnesses, panels and assemblies | Elimination/ Other | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | (375) | (56) |
Trim | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 37,037 | 31,912 |
Trim | Elimination/ Other | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | (421) | (516) |
Cab structures and sleeper boxes | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 20,657 | 14,700 |
Cab structures and sleeper boxes | Elimination/ Other | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 0 | 0 |
Mirrors, wipers and controls | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 10,925 | 12,696 |
Mirrors, wipers and controls | Elimination/ Other | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | (128) | (340) |
Electrical Systems | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 159,687 | 111,167 |
Electrical Systems | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 162,240 | 112,098 |
Electrical Systems | Seats | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 2,442 | 367 |
Electrical Systems | Electrical wire harnesses, panels and assemblies | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 90,852 | 54,276 |
Electrical Systems | Trim | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 37,386 | 30,509 |
Electrical Systems | Cab structures and sleeper boxes | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 20,657 | 14,700 |
Electrical Systems | Mirrors, wipers and controls | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 10,903 | 12,246 |
Global Seating | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 85,435 | 75,938 |
Global Seating | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 91,094 | 75,981 |
Global Seating | Seats | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 86,992 | 72,864 |
Global Seating | Electrical wire harnesses, panels and assemblies | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 3,880 | 408 |
Global Seating | Trim | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 72 | 1,919 |
Global Seating | Cab structures and sleeper boxes | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | 0 | 0 |
Global Seating | Mirrors, wipers and controls | Operating Segments | ||
Capitalized Contract Cost [Line Items] | ||
Revenues | $ 150 | $ 790 |
Debt - Summary of Debt (Details
Debt - Summary of Debt (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Debt Instrument [Line Items] | ||
Unamortized discount and issuance costs | $ (3,896) | $ (4,374) |
Carrying amount | 154,465 | 146,576 |
Less: current portion, net of unamortized discount and issuance costs of $1.9 million and $1.9 million, respectively | (2,430) | (2,429) |
Long-term debt | 152,035 | 144,147 |
Current portion ,net of unamortized discount and issuance costs | 1,900 | 1,900 |
Secured Debt | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Carrying amount | 6,800 | 0 |
Line of Credit | Revolving credit facility | ||
Debt Instrument [Line Items] | ||
Long-term debt | 6,800 | 0 |
Term Loan | Secured Debt | ||
Debt Instrument [Line Items] | ||
Long-term debt | 151,561 | 150,950 |
Carrying amount | 147,665 | 146,576 |
Less: current portion, net of unamortized discount and issuance costs of $1.9 million and $1.9 million, respectively | (2,400) | (2,400) |
Long-term debt | $ 145,200 | $ 144,100 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) | Mar. 01, 2021 | Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Sep. 18, 2019 | Apr. 12, 2017 |
Debt Instrument [Line Items] | ||||||
Cash payments for interest | $ 3,000,000 | $ 3,200,000 | ||||
Revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Debt instrument fee | 500,000 | $ 400,000 | ||||
Term Loan | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Secured term loan facility | $ 175,000,000 | |||||
Third ARLS Agreement | Line of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Borrowing base of consecutive days | 60 days | |||||
Third ARLS Agreement | Line of Credit | Maximum | ||||||
Debt Instrument [Line Items] | ||||||
Commitment fee percentage | 0.25% | |||||
Third ARLS Agreement | Line of Credit | Revolving credit facility | ||||||
Debt Instrument [Line Items] | ||||||
Secured term loan facility | $ 90,000,000 | |||||
Capacity available for trade purchases | $ 7,000,000 | |||||
Basis points | 1.00% | |||||
Outstanding borrowings | 6,800,000 | 0 | ||||
Availability of borrowing | 81,900,000 | |||||
Increase in the size of revolving credit facility | $ 50,000,000 | |||||
Borrowing availability maintenance amount | $ 5,000,000 | |||||
Fixed charge coverage ratio | 10.00% | |||||
Borrowing availability maintenance (as a percent) | 10.00% | |||||
Third ARLS Agreement | Line of Credit | Revolving credit facility | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Unused line fee percentage | 0.20% | |||||
Third ARLS Agreement | Line of Credit | Revolving credit facility | Base Rate | Minimum | ||||||
Debt Instrument [Line Items] | ||||||
Basis spread (as a percent) | 0.25% | |||||
Third ARLS Agreement | Line of Credit | Letter of Credit | ||||||
Debt Instrument [Line Items] | ||||||
Outstanding borrowings | $ 1,400,000 | $ 1,600,000 |
Debt - Margin for Borrowings un
Debt - Margin for Borrowings under Revolving Credit Facility (Details) (Details) - Revolving credit facility - Third ARLS Agreement - Line of Credit - USD ($) | Mar. 01, 2021 | Mar. 31, 2021 |
Debt Instrument [Line Items] | ||
Availability of borrowing | $ 81,900,000 | |
Minimum | Base Rate Loans | ||
Debt Instrument [Line Items] | ||
Basis spread (as a percent) | 0.25% | |
III | Base Rate Loans | ||
Debt Instrument [Line Items] | ||
Basis spread (as a percent) | 0.50% | |
III | LIBOR Loans | ||
Debt Instrument [Line Items] | ||
Basis spread (as a percent) | 1.50% | |
III | Minimum | ||
Debt Instrument [Line Items] | ||
Availability of borrowing | $ 30,000,000 | |
II | Base Rate Loans | ||
Debt Instrument [Line Items] | ||
Basis spread (as a percent) | 0.75% | |
II | LIBOR Loans | ||
Debt Instrument [Line Items] | ||
Basis spread (as a percent) | 1.75% | |
II | Minimum | ||
Debt Instrument [Line Items] | ||
Availability of borrowing | $ 15,000,000 | |
I | Base Rate Loans | ||
Debt Instrument [Line Items] | ||
Basis spread (as a percent) | 1.00% | |
I | LIBOR Loans | ||
Debt Instrument [Line Items] | ||
Basis spread (as a percent) | 2.00% |
Goodwill and Intangible Asset_2
Goodwill and Intangible Assets - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |||
Goodwill impairment | $ 27,100 | $ 27,074 | |
Intangible asset amortization expense | $ 900 | $ 900 |
Goodwill and Intangible Asset_3
Goodwill and Intangible Assets - Changes in Carrying Amounts of Goodwill (Detail) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended |
Mar. 31, 2021 | Dec. 31, 2020 | |
Goodwill [Roll Forward] | ||
Beginning balance | $ 0 | $ 27,816 |
Finalization of FSE Purchase Accounting | (537) | |
Goodwill impairment | (27,100) | (27,074) |
Currency translation adjustment | (205) | |
Ending balance | 0 | |
Electrical Systems | ||
Goodwill [Roll Forward] | ||
Beginning balance | 0 | 22,802 |
Finalization of FSE Purchase Accounting | (537) | |
Goodwill impairment | (22,265) | |
Currency translation adjustment | 0 | |
Ending balance | 0 | |
Global Seating | ||
Goodwill [Roll Forward] | ||
Beginning balance | $ 0 | 5,014 |
Finalization of FSE Purchase Accounting | 0 | |
Goodwill impairment | (4,809) | |
Currency translation adjustment | (205) | |
Ending balance | $ 0 |
Goodwill and Intangible Asset_4
Goodwill and Intangible Assets - Summary of Intangible Assets (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Dec. 31, 2020 | |
Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 36,599 | $ 36,635 |
Accumulated Amortization | (15,673) | (14,831) |
Net Carrying Amount | $ 20,926 | 21,804 |
Trademarks/tradenames | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Amortization Period | 22 years | |
Gross Carrying Amount | $ 11,622 | 11,634 |
Accumulated Amortization | (4,773) | (4,681) |
Net Carrying Amount | $ 6,849 | 6,953 |
Customer relationships | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Amortization Period | 15 years | |
Gross Carrying Amount | $ 14,857 | 14,881 |
Accumulated Amortization | (7,780) | (7,536) |
Net Carrying Amount | $ 7,077 | 7,345 |
Technical know-how | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Amortization Period | 5 years | |
Gross Carrying Amount | $ 9,790 | 9,790 |
Accumulated Amortization | (3,018) | (2,529) |
Net Carrying Amount | $ 6,772 | 7,261 |
Covenant not to compete | ||
Finite-Lived Intangible Assets [Line Items] | ||
Weighted- Average Amortization Period | 5 years | |
Gross Carrying Amount | $ 330 | 330 |
Accumulated Amortization | (102) | (85) |
Net Carrying Amount | $ 228 | $ 245 |
Fair Value Measurements - Addit
Fair Value Measurements - Additional Information (Details) - USD ($) $ in Millions | Mar. 31, 2021 | Sep. 30, 2019 | Sep. 17, 2019 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent milestone payments | $ 10.8 | ||
Interest rate swap agreement | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Outstanding debt covered by swaps | 80 | ||
First Source Electronics, LLC | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Contingent milestone payments | $ 10.8 | ||
Contingent consideration | $ 4.7 | ||
Contingent consideration payment fair value | $ 9 | ||
Minimum | First Source Electronics, LLC | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Payments for milestones depreciation and amortization percent | 90.00% | ||
Maximum | First Source Electronics, LLC | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Payments for milestones depreciation and amortization percent | 100.00% |
Fair Value Measurement - Fair V
Fair Value Measurement - Fair Values of Our Derivative Assets and Liabilities (Details) - Recurring - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | $ 9,048 | $ 8,800 |
Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 1,510 | 1,882 |
Interest rate swap agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 756 | 936 |
Derivative Liability | 1,687 | 2,080 |
Level 1 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 0 | 0 |
Level 1 | Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 0 | 0 |
Level 1 | Interest rate swap agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 0 | 0 |
Derivative Liability | 0 | 0 |
Level 2 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 0 | 0 |
Level 2 | Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 1,510 | 1,882 |
Level 2 | Interest rate swap agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 756 | 936 |
Derivative Liability | 1,687 | 2,080 |
Level 3 | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Contingent consideration | 9,048 | 8,800 |
Level 3 | Foreign exchange contracts | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 0 | 0 |
Level 3 | Interest rate swap agreement | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Derivative Asset | 0 | 0 |
Derivative Liability | $ 0 | $ 0 |
Fair Value Measurement - Fair_2
Fair Value Measurement - Fair Value of Our Contingent Consideration (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Fair Value, Liabilities Measured on Recurring Basis, Unobservable Input Reconciliation, Calculation [Roll Forward] | |
Contingent consideration liability beginning balance | $ 8,800 |
Change in fair value | 248 |
Contingent consideration liability ending balance | $ 9,048 |
Fair Value Measurement - Notion
Fair Value Measurement - Notional Amount of Foreign Exchange Contracts (Details) - Foreign exchange contracts - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
U.S. $ Equivalent | $ 18,698 | $ 14,675 |
U.S. Equivalent Fair Value | $ 18,955 | $ 16,558 |
Fair Value Measurement - Fair_3
Fair Value Measurement - Fair Value of Our Derivative Balance Sheet (Details) - USD ($) $ in Thousands | 3 Months Ended | 12 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Equity | $ (426) | $ (2,778) | |
Foreign exchange contracts | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Equity | 1,015 | $ 1,441 | |
Other current assets | Foreign exchange contracts | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset | 1,510 | 1,882 | |
Accrued liabilities and other | Interest rate swap agreement | |||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | |||
Derivative Asset | 756 | 936 | |
Derivative Liability | $ 1,687 | $ 2,080 |
Fair Value Measurement - Effect
Fair Value Measurement - Effect of Derivative Instruments on Consolidated Statements of Income for Derivatives Not Designated as Accounting Hedges (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amount of Gain (Loss) on Derivatives Recognized in Income | $ 212 | $ (918) |
Foreign exchange contracts | Not Designated as Hedging Instrument | Cost of revenues | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amount of Gain (Loss) on Derivatives Recognized in Income | (307) | 0 |
Foreign exchange contracts | Not Designated as Hedging Instrument | Other (income) expense | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amount of Gain (Loss) on Derivatives Recognized in Income | (182) | 0 |
Interest rate swap agreement | Not Designated as Hedging Instrument | Interest and other expense | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Amount of Gain (Loss) on Derivatives Recognized in Income | $ 2 | $ (996) |
Fair Value Measurement - Carryi
Fair Value Measurement - Carrying Amounts and Fair Values of Long-Term Debt Obligations (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Amount | $ 154,465 | $ 146,576 |
Current portion of long-term debt | 2,430 | 2,429 |
Long-term debt | 152,035 | 144,147 |
Secured Debt | Revolving credit facility | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Amount | 6,800 | 0 |
Fair Value | 6,800 | 0 |
Term Loan | Secured Debt | ||
Fair Value, Assets and Liabilities Measured on Recurring and Nonrecurring Basis [Line Items] | ||
Carrying Amount | 147,665 | 146,576 |
Fair Value | 145,960 | 144,878 |
Current portion of long-term debt | 2,400 | 2,400 |
Long-term debt | $ 145,200 | $ 144,100 |
Leases - Components of Lease Ex
Leases - Components of Lease Expense (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating lease cost | $ 2,500 | $ 2,466 |
Finance lease cost | ||
Amortization of right-of-use assets | 92 | 89 |
Interest on lease liabilities | 8 | 12 |
Total finance lease cost | 100 | 101 |
Short-term lease cost | 1,370 | 1,029 |
Total lease expense | $ 3,970 | $ 3,596 |
Leases - Balance Sheet Classifi
Leases - Balance Sheet Classification of Lease Assets and Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Operating Leases | ||
Other assets, net | $ 28,218 | $ 30,047 |
Accrued liabilities and other | 8,639 | 9,236 |
Other long-term liabilities | 22,002 | 23,932 |
Total operating lease liabilities | 30,641 | 33,168 |
Finance Leases | ||
Right-of-use assets | 1,314 | 1,410 |
Accumulated depreciation | (651) | (643) |
Right-of-use assets, net | 663 | 767 |
Current liabilities | 267 | 293 |
Non-current liabilities | 367 | 434 |
Total finance lease liabilities | $ 634 | $ 727 |
Operating Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other assets, net | Other assets, net |
Operating Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued liabilities and other | Accrued liabilities and other |
Operating Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other long-term liabilities | Other long-term liabilities |
Finance Lease, Right-of-Use Asset, Statement of Financial Position [Extensible List] | Other assets, net | Other assets, net |
Finance Lease, Liability, Current, Statement of Financial Position [Extensible List] | Accrued liabilities and other | Accrued liabilities and other |
Finance Lease, Liability, Noncurrent, Statement of Financial Position [Extensible List] | Other long-term liabilities | Other long-term liabilities |
Leases - Additional Information
Leases - Additional Information (Details) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Leases [Abstract] | ||
Operating lease payments | $ 2.2 | $ 2.6 |
Impairment of right-of-use asset | $ 0.4 |
Leases - Maturities of Operatin
Leases - Maturities of Operating and Financing Lease Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Operating | ||
Remainder of 2021 | $ 8,002 | |
2022 | 9,640 | |
2023 | 5,831 | |
2024 | 4,594 | |
2025 | 3,983 | |
Thereafter | 3,949 | |
Total lease payments | 35,999 | |
Less: Imputed interest | (5,358) | |
Present value of lease liabilities | 30,641 | $ 33,168 |
Financing | ||
Remainder of 2021 | 224 | |
2022 | 197 | |
2023 | 128 | |
2024 | 79 | |
2025 | 42 | |
Thereafter | 0 | |
Total lease payments | 670 | |
Less: Imputed interest | (36) | |
Present value of lease liabilities | 634 | $ 727 |
Total | ||
Remainder of 2021 | 8,226 | |
2022 | 9,837 | |
2023 | 5,959 | |
2024 | 4,673 | |
2025 | 4,025 | |
Thereafter | 3,949 | |
Total lease payments | 36,669 | |
Less: Imputed interest | (5,394) | |
Present value of lease liabilities | $ 31,275 |
Income Taxes (Detail)
Income Taxes (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Income Tax Disclosure [Abstract] | ||
Provision (benefit) for income taxes | $ 2,528 | $ (7,294) |
Effective tax rate | 23.00% | |
Cash paid for taxes | $ 1,000 | $ 800 |
Pension and Other Post-Retire_3
Pension and Other Post-Retirement Benefit Plans - Components of Net Periodic Benefit Cost (Details) - Pension Plan - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
U.S. Pension and Other Post-Retirement Benefit Plans | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Interest cost | $ 208 | $ 281 |
Expected return on plan assets | (553) | (519) |
Amortization of prior service cost | 2 | 74 |
Recognized actuarial loss | 74 | 2 |
Net (benefit) cost | (269) | (162) |
Non-U.S. Pension Plan | ||
Defined Benefit Plan Disclosure [Line Items] | ||
Interest cost | 161 | 204 |
Expected return on plan assets | (250) | (263) |
Amortization of prior service cost | 14 | 11 |
Recognized actuarial loss | 239 | 143 |
Net (benefit) cost | $ 164 | $ 95 |
Performance Awards - Additional
Performance Awards - Additional Information (Detail) - USD ($) $ in Millions | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Unrecognized compensation expense | $ 6.2 | |
2014 Equity Incentive Plan | Performance Awards | ||
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | ||
Performance period | 3 years | |
Unrecognized compensation expense | $ 3 | $ 0.6 |
Performance Awards - Schedule o
Performance Awards - Schedule of Performance Activity (Details) - Performance Awards - 2014 EIP $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Share-based Compensation Arrangement by Share-based Payment Award, Options, Outstanding [Roll Forward] | |
Adjusted Award Value at Beginning | $ 976 |
Adjustments | 179 |
Payments | (300) |
Adjusted Award Value at Ending | $ 855 |
Share-Based Compensation - Narr
Share-Based Compensation - Narrative (Details) shares in Millions, $ in Millions | 3 Months Ended |
Mar. 31, 2021USD ($)shares | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Unrecognized compensation expense | $ | $ 6.2 |
Restricted Stock | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Restricted stock awards vesting period | 3 years |
2020 E I P | Restricted Stock | |
Deferred Compensation Arrangement with Individual, Share-based Payments [Line Items] | |
Authorized shares available for issuance (in shares) | shares | 2.9 |
Share-Based Compensation - Summ
Share-Based Compensation - Summary of Information about Restricted Stock Grants (Details) - Restricted Stock shares in Thousands | 3 Months Ended |
Mar. 31, 2021$ / sharesshares | |
Nonvested Restricted Stock Shares | |
Nonvested - beginning of year (in shares) | shares | 1,263 |
Granted (in shares) | shares | 371 |
Vested (in shares) | shares | (139) |
Forfeited (in shares) | shares | (4) |
Nonvested - end of period (in shares) | shares | 1,491 |
Nonvested Restricted Stock Weighted-Average Grant-Date Fair Value | |
Nonvested - beginning of year (in dollars per share) | $ / shares | $ 3.48 |
Granted (in dollars per share) | $ / shares | 6.58 |
Vested (in dollars per share) | $ / shares | 3.24 |
Forfeited (in dollars per share) | $ / shares | 6.35 |
Nonvested - end of period (in dollars per share) | $ / shares | $ 4.46 |
Stockholders' Equity - Addition
Stockholders' Equity - Additional Information (Detail) - $ / shares | 3 Months Ended | |||
Mar. 31, 2021 | Mar. 31, 2020 | Dec. 31, 2020 | Jun. 23, 2020 | |
Stockholders Equity Note Disclosure [Line Items] | ||||
Common stock, shares authorized (in shares) | 60,000,000 | 60,000,000 | ||
Common stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | $ 0.01 | |
Common stock, shares issued (in shares) | 31,381,845 | 31,249,811 | ||
Common stock, shares outstanding (in shares) | 31,381,845 | 31,249,811 | ||
Preferred stock, shares authorized (in shares) | 5,000,000 | 5,000,000 | ||
Preferred stock, par value (in dollars per share) | $ 0.01 | $ 0.01 | ||
Preferred stock, shares issued (in shares) | 0 | 0 | ||
Preferred stock, shares outstanding (in shares) | 0 | 0 | ||
Number of rights distributed for each share of common stock held (in shares) | 1 | |||
Threshold percentage of beneficial ownership required to exercise rights | 10.00% | |||
Threshold percentage of beneficial ownership required to exercise rights for certain passive investors | 15.00% | |||
Restricted Stock | ||||
Stockholders Equity Note Disclosure [Line Items] | ||||
Antidilutive stock excluded from earning per share (in shares) | 0 | 0 |
Stockholders' Equity - Diluted
Stockholders' Equity - Diluted Earnings per Share (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Equity [Abstract] | ||
Net income (loss) | $ 8,490 | $ (24,594) |
Weighted average number of common shares outstanding (in shares) | 31,264 | 30,806 |
Dilutive effect of restricted stock grants after application of the treasury stock method (in shares) | 1,043 | 0 |
Dilutive shares outstanding (in shares) | 32,307 | 30,806 |
Basic earnings (loss) per share (in dollars per share) | $ 0.27 | $ (0.80) |
Diluted earnings (loss) per share (in dollars per share) | $ 0.26 | $ (0.80) |
Other Comprehensive Loss - Afte
Other Comprehensive Loss - After-tax Changes in Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | $ 95,370 | $ 128,688 |
Net current period change | (2,212) | (8,030) |
Ending balance | 102,615 | 96,926 |
Foreign currency translation adjustment | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (19,024) | (24,032) |
Net current period change | (2,072) | (4,805) |
Ending balance | (21,096) | (28,837) |
Derivative instruments | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | 1,441 | 464 |
Net current period change | (426) | (2,778) |
Ending balance | 1,015 | (2,314) |
Pension and post-retirement benefits plans | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (27,423) | (22,382) |
Amortization of actuarial gains (losses) | 286 | (447) |
Ending balance | (27,137) | (22,829) |
Accumulated other comprehensive loss | ||
AOCI Attributable to Parent, Net of Tax [Roll Forward] | ||
Beginning balance | (45,006) | (45,950) |
Ending balance | $ (47,218) | $ (53,980) |
Other Comprehensive Loss - Rela
Other Comprehensive Loss - Related Tax Effects Allocated to Each Component of Accumulated Other Comprehensive Loss (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Equity [Abstract] | ||
Amortization of actuarial gains (losses), before tax amount | $ 399 | $ (554) |
Derivative instruments, before tax amount | (556) | (3,488) |
Cumulative translation adjustment, before tax amount | (2,072) | (4,805) |
Total other comprehensive income (loss), before tax amount | (2,229) | (8,847) |
Amortization of actuarial gains (losses), tax expense | (113) | 107 |
Derivative instrument, tax expense | 130 | 710 |
Cumulative translation adjustment, tax expense | 0 | 0 |
Total other comprehensive income (loss), tax expense | 17 | 817 |
Amortization of actuarial gains (losses), after tax amount | 286 | (447) |
Derivative instrument, after tax amount | (426) | (2,778) |
Cumulative translation adjustment, after tax amount | (2,072) | (4,805) |
Other comprehensive loss | $ (2,212) | $ (8,030) |
Cost Reduction and Manufactur_3
Cost Reduction and Manufacturing Capacity Rationalization - Accrued Restructuring Balances (Details) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | $ 679 | $ 2,325 |
New charges | 171 | |
Payments and other adjustments | (262) | (1,292) |
Ending Balance | 417 | 1,204 |
Corporate/ Other | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 176 | 947 |
New charges | 40 | |
Payments and other adjustments | (36) | (248) |
Ending Balance | 140 | 739 |
Electrical Systems | Operating Segments | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 463 | 1,276 |
New charges | 0 | |
Payments and other adjustments | (186) | (848) |
Ending Balance | 277 | 428 |
Global Seating | ||
Restructuring Reserve [Roll Forward] | ||
New charges | 100 | |
Global Seating | Operating Segments | ||
Restructuring Reserve [Roll Forward] | ||
Beginning Balance | 40 | 102 |
New charges | 131 | |
Payments and other adjustments | (40) | (196) |
Ending Balance | $ 0 | $ 37 |
Cost Reduction and Manufactur_4
Cost Reduction and Manufacturing Capacity Rationalization - Narrative (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2020USD ($) | |
Restructuring and Related Activities [Abstract] | |
Employee costs | $ 171 |
Restructuring Cost and Reserve [Line Items] | |
Employee costs | 171 |
Global Seating | |
Restructuring and Related Activities [Abstract] | |
Employee costs | 100 |
Restructuring Cost and Reserve [Line Items] | |
Employee costs | $ 100 |
Commitments and Contingencies -
Commitments and Contingencies - Summary of Warranty Provision (Details) $ in Thousands | 3 Months Ended |
Mar. 31, 2021USD ($) | |
Movement in Standard and Extended Product Warranty, Increase (Decrease) [Roll Forward] | |
Balance - Beginning of the year | $ 2,041 |
Provision for warranty claims | 108 |
Deduction for payments made and other adjustments | (354) |
Balance - End of period | $ 1,795 |
Commitments and Contingencies_2
Commitments and Contingencies - Schedule of Minimum Principal Payments Due on Long-term Debt (Details) $ in Thousands | Mar. 31, 2021USD ($) |
Other Commitments [Line Items] | |
Remainder of 2021 | $ 3,281 |
2022 | 4,375 |
2023 | 143,905 |
2024 | 0 |
2025 | 0 |
Thereafter | 6,800 |
Line of Credit | Revolving credit facility | |
Other Commitments [Line Items] | |
Remainder of 2021 | 0 |
2022 | 0 |
2023 | 0 |
2024 | 0 |
2025 | 0 |
Thereafter | 6,800 |
Term Loan | |
Other Commitments [Line Items] | |
Remainder of 2021 | 3,281 |
2022 | 4,375 |
2023 | 143,905 |
2024 | 0 |
2025 | 0 |
Thereafter | $ 0 |
Segment Reporting (Detail)
Segment Reporting (Detail) - USD ($) $ in Thousands | 3 Months Ended | |
Mar. 31, 2021 | Mar. 31, 2020 | |
Segment Reporting Information [Line Items] | ||
Revenues | $ 245,122 | $ 187,105 |
Gross profit | 31,121 | 20,303 |
Selling, general & administrative expenses | 15,718 | 17,959 |
Goodwill and other impairment | 0 | 28,867 |
Operating income (loss) | 15,403 | (26,523) |
Corporate/ Other | ||
Segment Reporting Information [Line Items] | ||
Revenues | (8,212) | (974) |
Gross profit | (37) | (14) |
Selling, general & administrative expenses | 4,971 | 8,357 |
Goodwill and other impairment | 643 | |
Operating income (loss) | (5,008) | (9,014) |
Electrical Systems | ||
Segment Reporting Information [Line Items] | ||
Revenues | 159,687 | 111,167 |
Electrical Systems | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenues | 162,240 | 112,098 |
Gross profit | 20,270 | 10,946 |
Selling, general & administrative expenses | 5,403 | 4,679 |
Goodwill and other impairment | 23,415 | |
Operating income (loss) | 14,867 | (17,148) |
Electrical Systems | Intersegment revenues | ||
Segment Reporting Information [Line Items] | ||
Revenues | 2,553 | 931 |
Global Seating | ||
Segment Reporting Information [Line Items] | ||
Revenues | 85,435 | 75,938 |
Global Seating | Operating Segments | ||
Segment Reporting Information [Line Items] | ||
Revenues | 91,094 | 75,981 |
Gross profit | 10,888 | 9,371 |
Selling, general & administrative expenses | 5,344 | 4,923 |
Goodwill and other impairment | 4,809 | |
Operating income (loss) | 5,544 | (361) |
Global Seating | Intersegment revenues | ||
Segment Reporting Information [Line Items] | ||
Revenues | $ 5,659 | $ 43 |
Other Financial Information (De
Other Financial Information (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||
Raw materials | $ 80,990 | $ 65,334 |
Work in process | 14,711 | 13,373 |
Finished goods | 13,307 | 12,540 |
Inventories | $ 109,008 | $ 91,247 |
Other Financial Information - S
Other Financial Information - Summary of Property, Plant, and Equipment Net (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | $ 221,806 | $ 221,802 |
Less accumulated depreciation | (161,924) | (159,026) |
Property, plant and equipment, net | 59,882 | 62,776 |
Land and buildings | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 30,335 | 30,305 |
Machinery and equipment | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | 189,364 | 189,939 |
Construction in progress | ||
Property, Plant and Equipment [Line Items] | ||
Property, plant, and equipment, gross | $ 2,107 | $ 1,558 |
Other Financial Information - A
Other Financial Information - Accrued and Other Liabilities (Details) - USD ($) $ in Thousands | Mar. 31, 2021 | Dec. 31, 2020 |
Accounting Policies [Abstract] | ||
Compensation and benefits | $ 15,745 | $ 13,172 |
Operating lease liabilities | 8,639 | 9,236 |
Contingent consideration | 5,000 | 4,870 |
Taxes payable | 4,274 | 4,057 |
Accrued freight | 3,996 | 2,556 |
Insurance | 2,408 | 2,705 |
Other | 11,619 | 13,460 |
Accrued liabilities and other | $ 51,681 | $ 50,056 |
Subsequent Event (Details)
Subsequent Event (Details) | Apr. 30, 2021USD ($) | Apr. 12, 2017USD ($) |
Revolving credit facility | Line of Credit | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Availability of borrowing | $ 125,000,000 | |
Accordion feature amount | 75,000,000 | |
Accordion feature less the principal amount of Incremental Facilities | $ 75,000,000 | |
Net average secured leverage ratio | 2.50 | |
Bridge Loan | Line of Credit | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Secured term loan facility | $ 10,000,000 | |
Letter of Credit | Line of Credit | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Secured term loan facility | 10,000,000 | |
Term Loan | Line of Credit | ||
Subsequent Event [Line Items] | ||
Secured term loan facility | $ 175,000,000 | |
Term Loan | Line of Credit | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Secured term loan facility | 150,000,000 | |
Term Loan | Secured Debt | Subsequent Event | ||
Subsequent Event [Line Items] | ||
Loss on extinguishment of debt | $ 7,200,000 |