Document_and_Entity_Informatio
Document and Entity Information | 3 Months Ended | |
Mar. 31, 2015 | Apr. 29, 2015 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | FALSE | |
Document Period End Date | 31-Mar-15 | |
Document Fiscal Year Focus | 2015 | |
Document Fiscal Period Focus | Q1 | |
Trading Symbol | CPS | |
Entity Registrant Name | Cooper-Standard Holdings Inc. | |
Entity Central Index Key | 1320461 | |
Current Fiscal Year End Date | -19 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 17,082,177 |
CONDENSED_CONSOLIDATED_STATEME
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (USD $) | 3 Months Ended | |
In Thousands, except Per Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Income Statement [Abstract] | ||
Sales | $800,050 | $837,606 |
Cost of products sold | 669,178 | 703,347 |
Gross profit | 130,872 | 134,259 |
Selling, administration & engineering expenses | 76,311 | 79,571 |
Amortization of intangibles | 3,548 | 4,436 |
Restructuring | 18,840 | 3,089 |
Operating profit | 32,173 | 47,163 |
Interest expense, net of interest income | -9,157 | -15,008 |
Equity earnings | 1,776 | 1,236 |
Other income, net | 11,077 | 30 |
Income before income taxes | 35,869 | 33,421 |
Income tax expense | 14,741 | 12,064 |
Net income | 21,128 | 21,357 |
Net income attributable to noncontrolling interests | -141 | -1,622 |
Net income attributable to Cooper-Standard Holdings Inc. | 20,987 | 19,735 |
Earnings per share | ||
Basic | $1.23 | $1.18 |
Diluted | $1.15 | $1.10 |
Comprehensive income attributable to Cooper-Standard Holdings Inc. | ||
Comprehensive income (loss) | -22,756 | 20,730 |
Comprehensive (income) loss attributable to noncontrolling interests | -250 | -1,798 |
Comprehensive income (loss) attributable to Cooper-Standard Holdings Inc. | ($23,006) | $18,932 |
CONDENSED_CONSOLIDATED_BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Current assets: | ||
Cash and cash equivalents | $194,434 | $267,270 |
Accounts receivable, net | 468,647 | 377,032 |
Tooling receivable | 125,840 | 124,015 |
Inventories | 178,946 | 166,531 |
Prepaid expenses | 39,684 | 25,626 |
Other | 69,955 | 93,524 |
Total current assets | 1,077,506 | 1,053,998 |
Property, plant and equipment, net | 763,593 | 716,013 |
Goodwill | 150,037 | 135,169 |
Intangibles, net | 88,695 | 82,309 |
Deferred tax assets | 49,886 | 41,059 |
Other assets | 83,643 | 104,219 |
Total assets | 2,213,360 | 2,132,767 |
Current liabilities: | ||
Debt payable within one year | 54,992 | 36,789 |
Accounts payable | 364,183 | 322,422 |
Payroll liabilities | 110,593 | 94,986 |
Accrued liabilities | 92,271 | 75,005 |
Total current liabilities | 622,039 | 529,202 |
Long-term debt | 745,388 | 749,085 |
Pension benefits | 175,256 | 191,805 |
Postretirement benefits other than pensions | 57,985 | 60,287 |
Deferred tax liabilities | 27,185 | 5,001 |
Other liabilities | 43,583 | 44,692 |
Total liabilities | 1,671,436 | 1,580,072 |
Redeemable noncontrolling interests | 0 | 3,981 |
7% Cumulative participating convertible preferred stock, $0.001 par value, 10,000,000 shares authorized at December 31, 2014, and March 31, 2015; no shares issued and outstanding | 0 | 0 |
Equity: | ||
Common stock, $0.001 par value, 190,000,000 shares authorized at December 31, 2014 and March 31, 2015; 18,685,634 shares issued and 17,039,328 outstanding at December 31, 2014 and 18,727,915 shares issued and 17,081,609 outstanding at March 31, 2015 | 17 | 17 |
Additional paid-in capital | 497,529 | 492,959 |
Retained earnings | 216,011 | 195,233 |
Accumulated other comprehensive loss | -183,236 | -139,243 |
Total Cooper-Standard Holdings Inc. equity | 530,321 | 548,966 |
Noncontrolling interests | 11,603 | -252 |
Total equity | 541,924 | 548,714 |
Total liabilities and equity | $2,213,360 | $2,132,767 |
CONDENSED_CONSOLIDATED_BALANCE1
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
Statement of Financial Position [Abstract] | ||
Cumulative participating convertible preferred stock, dividend rate percentage | 7.00% | 7.00% |
Preferred stock, par value | $0.00 | $0.00 |
Preferred stock, shares authorized | 10,000,000 | 10,000,000 |
Preferred stock, shares issued | 0 | 0 |
Preferred stock, shares outstanding | 0 | 0 |
Common stock, par value | $0.00 | $0.00 |
Common stock, shares authorized | 190,000,000 | 190,000,000 |
Common stock, shares issued | 18,727,915 | 18,685,634 |
Common stock, shares outstanding | 17,081,609 | 17,039,328 |
CONDENSED_CONSOLIDATED_STATEME1
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Operating Activities: | ||
Net income | $21,128 | $21,357 |
Adjustments to reconcile net income to net cash provided by (used in) operating activities: | ||
Depreciation | 23,051 | 23,816 |
Amortization of intangibles | 3,548 | 4,436 |
Stock-based compensation expense | 2,629 | 3,906 |
Equity earnings, net of dividends related to earnings | 141 | 1,033 |
Gain on remeasurement of previously held equity interest | 11,622 | 0 |
Deferred income taxes | 1,754 | 6,830 |
Other | -207 | -881 |
Changes in operating assets and liabilities | -49,962 | -56,626 |
Net cash provided by (used in) operating activities | -9,540 | 3,871 |
Investing activities: | ||
Capital expenditures | -51,315 | -63,817 |
Acquisition of business, net of cash acquired | -24,442 | 0 |
Return on equity investments | 0 | 951 |
Proceeds from sale of fixed assets and other | 2,237 | 2,125 |
Net cash used in investing activities | -73,520 | -60,741 |
Financing activities: | ||
Increase (decrease) in short-term debt, net | -2,416 | 2,289 |
Borrowings on long-term debt | 0 | 4,435 |
Principal payments on long-term debt | -1,891 | -121 |
Payments of Debt Issuance Costs | 0 | -671 |
Purchase of noncontrolling interests | 1,262 | 0 |
Proceeds from exercise of warrants | 0 | 4,571 |
Taxes withheld and paid on employees' share based payment awards | -992 | -866 |
Other | -148 | -61 |
Net cash provided by (used in) financing activities | -6,709 | 9,576 |
Effects of exchange rate changes on cash and cash equivalents | 16,933 | 969 |
Changes in cash and cash equivalents | -72,836 | -46,325 |
Cash and cash equivalents at beginning of period | 267,270 | 184,370 |
Cash and cash equivalents at end of period | $194,434 | $138,045 |
Overview
Overview | 3 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
Overview | Overview |
Basis of presentation | |
Cooper-Standard Holdings Inc. (together with its consolidated subsidiaries, the “Company,” “Cooper-Standard,” “we,” “our,” or “us”), through its wholly-owned subsidiary Cooper-Standard Automotive Inc., is a leading manufacturer of sealing, fuel and brake delivery, fluid transfer and anti-vibration systems components, subsystems, and modules. The Company’s products are primarily for use in passenger vehicles and light trucks that are manufactured by global automotive original equipment manufacturers (“OEMs”) and replacement markets. The Company conducts substantially all of its activities through its subsidiaries. | |
The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the "2014 Annual Report"), as filed with the SEC. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States ("U.S. GAAP") for complete financial statements. These financial statements include all adjustments (consisting of normal, recurring adjustments) considered necessary for a fair presentation of the financial position and results of operations of the Company. The operating results for the interim period ended March 31, 2015 are not necessarily indicative of results for the full year. In preparing these financial statements, the Company has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. | |
Recent accounting pronouncements | |
In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-03, Interest: Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This ASU changes the presentation of debt issuance costs in financial statements from an asset to a direct deduction from the related debt liability. This guidance is effective for the first interim period within annual reporting periods beginning after December 15, 2015. The adoption of this ASU is not expected to have a material impact on the Company's condensed consolidated financial statements. | |
In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. This ASU amends the consolidation guidance under U.S. GAAP. This guidance is effective for the first interim period within annual reporting periods beginning after December 15, 2015. The adoption of this ASU is not expected to have a material impact on the Company's condensed consolidated financial statements. | |
In January 2015, the FASB issued ASU 2015-01, Income Statement: Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items. This ASU eliminates the concept of extraordinary items from U.S. GAAP. The guidance is effective for the first interim period within annual reporting periods beginning after December 15, 2015. Early adoption is permitted. The adoption of this ASU is not expected to have a material impact on the Company's condensed consolidated financial statements. | |
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements: Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. This ASU requires management to perform interim and annual assessments of an entity's ability to continue as a going concern. This guidance is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. The adoption of this ASU is not expected to have a material impact on the Company's condensed consolidated financial statements. | |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The core principle of this guidance is that a company should recognize revenue to depict the transfer of promised goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. The guidance is currently effective for the first interim period within annual reporting periods beginning after December 15, 2016 (although in April 2015 the FASB proposed delaying the effective date of this ASU to fiscal years beginning after December 15, 2017). Early adoption is not permitted. The guidance allows for companies to use either a full retrospective or a modified retrospective approach when adopting. The Company is currently evaluating the impact of adopting this guidance on its condensed consolidated financial statements. | |
In April 2014, FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This ASU changes the criteria for reporting discontinued operations and requires expanded disclosures about discontinued operations. The Company adopted this guidance effective January 1, 2015. The adoption of this ASU did not have a material impact on the Company's condensed consolidated financial statements. |
Acquisitions_Acqusitions
Acquisitions Acqusitions | 3 Months Ended | |||
Mar. 31, 2015 | ||||
Business Combinations [Abstract] | ||||
Business Combination Disclosure [Text Block] | Acquisitions | |||
In the first quarter of 2015, the Company acquired the remaining equity interests of Metzler Automotive Profiles India Private Limited (26%) and Cooper Standard Jingda Changchun Automotive Co., Ltd. (20%) for a combined cash consideration of $1,262. These acquisitions were accounted for as equity transactions in accordance with ASC Topic 810 "Consolidations." | ||||
In the first quarter of 2015, the Company completed the acquisition of an additional 47.5% of Huayu-Cooper Standard Sealing Systems Co. ("Shenya") for cash consideration of $59,320, with the final payment of $9,954 made in the second quarter of 2015. The Company now owns 95% of Shenya. The business acquired in the transaction is operated from Shenya’s manufacturing locations in China. Shenya primarily supplies sealing systems and components to the automotive industry. This acquisition is directly aligned with the Company’s growth strategy by strengthening important customer relationships in the automotive sealing systems market. This acquisition was accounted for under ASC 805, “Business Combinations,” and the results of operations of Shenya are included in the Company’s consolidated financial statements from the date of acquisition, February 27, 2015. This acquisition does not meet the thresholds for a significant acquisition and therefore no pro forma financial information is presented. | ||||
Prior to the acquisition, the Company held a 47.5% unconsolidated equity interest in Shenya. The fair value of the equity interest prior to the date of acquisition was $41,378, resulting in a gain of $11,622 recorded in other income, net for the three months ended March 31, 2015. The fair value of the Company's previous 47.5% equity interest, 47.5% purchased and 5% noncontrolling interest in Shenya were estimated using income and market approaches based on financial analysis methodologies (including the discounted cash flow analysis), projected financial information, management's estimates, available information, and reasonable and supportable assumptions. These fair value measurements are classified within level 3 of the fair value hierarchy. | ||||
The following table summarizes the estimated fair value of Shenya assets acquired and liabilities assumed at the date of acquisition: | ||||
Cash and cash equivalents | $ | 7,079 | ||
Accounts receivable | 24,197 | |||
Inventories | 13,772 | |||
Prepaid expenses | 13,045 | |||
Other current assets | 21,189 | |||
Property, plant, and equipment | 79,869 | |||
Goodwill | 16,628 | |||
Intangibles | 12,299 | |||
Other assets | 14,200 | |||
Total assets acquired | 202,278 | |||
Debt payable within one year | 19,164 | |||
Accounts payable | 41,059 | |||
Other current liabilities | 16,950 | |||
Other liabilities | 13,256 | |||
Total liabilities assumed | 90,429 | |||
Noncontrolling interest | 11,368 | |||
Net assets acquired including noncontrolling interest | $ | 100,481 | ||
Cash and cash equivalents, accounts receivable, other current assets, accounts payable, and other current liabilities were stated at historical carrying values which management believes approximates fair value given the short-term nature of these assets and liabilities. Inventories were recorded at fair value which is estimated for finished goods and work-in-process based upon the expected selling price less costs to complete, selling, and disposal costs, and a normal profit to the buyer. Raw material inventory was recorded at carrying value as such value approximates the replacement cost. Deferred income taxes have been provided in the condensed consolidated balance sheet based on the Company's estimates of the tax versus book basis of the assets acquired and liabilities assumed, adjusted to estimated fair values. The Company has estimated the fair value of property, plant and equipment, intangibles, other long-lived assets and noncontrolling interest based upon financial estimates and projections prepared in conjunction with the transaction. These estimates are preliminary and may change in the future as information becomes available from third party valuations. The value assigned to all assets and liabilities did not exceed the acquisition price, therefore goodwill and intangibles were recorded related to this transaction as of March 31, 2015. |
Goodwill_and_Intangibles
Goodwill and Intangibles | 3 Months Ended | |||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||
Goodwill and Intangibles | Goodwill and Intangibles | |||||||||||||||||||
The changes in the carrying amount of goodwill by reportable operating segment for the three months ended March 31, 2015 are summarized as follows: | ||||||||||||||||||||
North America | Europe | South America | Asia Pacific | Total | ||||||||||||||||
Balance at January 1, 2015 | $ | 117,609 | $ | 12,366 | $ | — | $ | 5,194 | $ | 135,169 | ||||||||||
Acquisition | — | — | — | 16,628 | 16,628 | |||||||||||||||
Foreign exchange translation | (497 | ) | (1,422 | ) | — | 159 | (1,760 | ) | ||||||||||||
Balance at March 31, 2015 | $ | 117,112 | $ | 10,944 | $ | — | $ | 21,981 | $ | 150,037 | ||||||||||
Goodwill is not amortized, but is tested for impairment by reporting unit either annually or when events or circumstances indicate that impairment may exist. There were no indicators of potential impairment as of March 31, 2015. | ||||||||||||||||||||
The following table presents intangible assets and accumulated amortization balances of the Company as of December 31, 2014 and March 31, 2015, respectively: | ||||||||||||||||||||
Gross | Accumulated | Net | ||||||||||||||||||
Carrying | Amortization | Carrying | ||||||||||||||||||
Amount | Amount | |||||||||||||||||||
Customer relationships | $ | 133,471 | $ | (59,773 | ) | $ | 73,698 | |||||||||||||
Developed technology | 9,252 | (6,842 | ) | 2,410 | ||||||||||||||||
Other | 6,701 | (500 | ) | 6,201 | ||||||||||||||||
Balance at December 31, 2014 | $ | 149,424 | $ | (67,115 | ) | $ | 82,309 | |||||||||||||
Customer relationships | $ | 141,613 | $ | (61,327 | ) | $ | 80,286 | |||||||||||||
Developed technology | 8,820 | (6,800 | ) | 2,020 | ||||||||||||||||
Other | 10,893 | (4,504 | ) | 6,389 | ||||||||||||||||
Balance at March 31, 2015 | $ | 161,326 | $ | (72,631 | ) | $ | 88,695 | |||||||||||||
Amortization expense totaled $4,436 and $3,548 for the three months ended March 31, 2014 and 2015, respectively. Amortization expense is estimated to be approximately $14,666 for the year ending December 31, 2015. |
Restructuring
Restructuring | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Restructuring and Related Activities [Abstract] | ||||||||||||||||
Restructuring | Restructuring | |||||||||||||||
European Initiative | ||||||||||||||||
The Company has implemented a restructuring initiative of certain facilities in Europe based on current and anticipated market demands. The estimated cost of this initiative is approximately $125,000 and is expected to be completed by 2017. The company has recognized $18,374 of costs related to this initiative. The restructuring effort aims to further improve the Company's European capability by removing excess capacity, improving cost structure and shifting some production to its Eastern European facilities. Actions include consolidation of operations to improve efficiencies and closure or downsizing of certain facilities with high costs and unutilized capacity in Western Europe, including Germany and France. A previous European restructuring initiative has been combined with this new initiative. The following table summarizes the restructuring expense for the three months ended March 31, 2014 and 2015: | ||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||
2014 | 2015 | |||||||||||||||
Employee separation costs | $ | — | $ | 14,004 | ||||||||||||
Other exit costs | 2,431 | 4,370 | ||||||||||||||
$ | 2,431 | $ | 18,374 | |||||||||||||
The following table summarizes the activity in the restructuring liability for this initiative for the three months ended March 31, 2015: | ||||||||||||||||
Employee Separation Costs | Other Exit Costs | Asset Impairments | Total | |||||||||||||
Balance at January 1, 2015 | $ | 10,824 | $ | — | $ | — | $ | 10,824 | ||||||||
Expense | 14,004 | 4,370 | — | 18,374 | ||||||||||||
Cash payments and foreign exchange translation | (2,377 | ) | (3,104 | ) | — | (5,481 | ) | |||||||||
Balance at March 31, 2015 | $ | 22,451 | $ | 1,266 | $ | — | $ | 23,717 | ||||||||
North America Initiative | ||||||||||||||||
In the first quarter of 2015, the Company initiated the restructure of a facility in North America. The estimated cost of this initiative is $8,500 and is expected to be completed in 2015. For the three months ended March 31, 2015, the Company has recorded $417 of other exit costs related to this initiative. As of March 31, 2015, there was no liability associated with this initiative. | ||||||||||||||||
Other Initiatives | ||||||||||||||||
The Company implemented several restructuring initiatives in prior years including the closure or consolidation of facilities throughout the world, the establishment of a centralized shared services function in Europe and the reorganization of the Company's operating structure. These initiatives are substantially complete, however, the Company continues to incur costs on some of these initiatives related principally to the disposal of the respective facilities. For the three months ended March 31, 2014, the Company recorded $242 of employee separation costs and $416 of other exit costs related to these initiatives. For the three months ended March 31, 2015, the Company recorded $49 of employee separation costs related to these initiatives. As of March 31, 2015, there was a liability of $12 associated with these initiatives. |
Inventories
Inventories | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Inventories | Inventories | |||||||
Inventories were comprised of the following at December 31, 2014 and March 31, 2015: | ||||||||
December 31, 2014 | March 31, 2015 | |||||||
Finished goods | $ | 45,485 | $ | 47,217 | ||||
Work in process | 36,498 | 40,342 | ||||||
Raw materials and supplies | 84,548 | 91,387 | ||||||
$ | 166,531 | $ | 178,946 | |||||
In connection with the acquisition of Shenya, inventory was written up by $1,414 to fair value in the first quarter of 2015. Such inventory was sold as of March 31, 2015 and recorded as an increase to cost of products sold. |
Debt
Debt | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Debt | Debt | |||||||
Outstanding debt consisted of the following at December 31, 2014 and March 31, 2015: | ||||||||
December 31, 2014 | March 31, 2015 | |||||||
Term loan | $ | 742,902 | $ | 741,161 | ||||
Other borrowings | 42,972 | 59,219 | ||||||
Total debt | $ | 785,874 | $ | 800,380 | ||||
Less current portion | (36,789 | ) | (54,992 | ) | ||||
Total long-term debt | $ | 749,085 | $ | 745,388 | ||||
Senior ABL Facility | ||||||||
On April 8, 2013, the Company and certain of its subsidiaries entered into the Amended and Restated Senior Loan and Security Agreement (the “Amended Senior ABL Facility”), with certain lenders, which amended and restated the then existing senior secured asset-based revolving credit facility of the Company, dated May 27, 2010. The Amended Senior ABL Facility provided for an aggregate revolving loan availability of up to $150,000, subject to borrowing base availability. | ||||||||
On April 4, 2014, the Company and certain of its subsidiaries entered into the Second Amended and Restated Loan Agreement (the "Senior ABL Facility"), which amended and restated the Amended Senior ABL Facility, in order to permit the Term Loan Facility (described below) and other related transactions. The Senior ABL Facility provided for an aggregate revolving loan availability of up to $150,000, subject to borrowing base availability, including a $60,000 letter of credit sub-facility and the same $25,000 swing line sub-facility. The Senior ABL Facility also provided for an uncommitted $105,000 incremental loan facility, for a potential total Senior ABL Facility of $255,000 (if requested by the Company and one or more new or existing lenders agreed to fund such increase). | ||||||||
On June 11, 2014, the Company and certain of its subsidiaries entered into Amendment No. 1 to the Senior ABL Facility, which increased the aggregate revolving loan availability to $180,000, subject to borrowing base availability, principally by expanding a tooling receivable category of eligible borrowing base availability for the U.S. borrower and Canadian borrower. The Senior ABL Facility, as amended, also now provides for an uncommitted $75,000 incremental loan facility, for a potential total Senior ABL Facility of $255,000 (if requested by the Company and one or more new or existing lenders agreed to fund such increase). No consent of any lender (other than those participating in the increase) is required to effect any such increase. As of March 31, 2015, subject to borrowing base availability, the Company had $180,000 in availability under the Senior ABL Facility supporting outstanding letters of credit of $35,576. | ||||||||
Term Loan Facility | ||||||||
On April 4, 2014, certain subsidiaries of the Company entered into a term loan facility (the “Term Loan Facility”) in order to (i) refinance the Senior PIK Toggle Notes due 2018 of the Company (the "Senior PIK Toggle Notes") and the 8 1/2% Senior Notes due 2018 of Cooper-Standard Automotive Inc. (the "Senior Notes"), including applicable call premiums and accrued and unpaid interest, (ii) pay related fees and expenses and (iii) provide for working capital and other general corporate purposes. The Term Loan Facility provides for loans in an aggregate principal amount of $750,000 and may be expanded (or a new term loan facility added) by an amount that will not cause the consolidated first lien debt ratio to exceed 2.25 to 1.00 plus $300,000. All obligations of the borrower are guaranteed jointly and severally on a senior secured basis by the direct parent company of the borrower and each existing and subsequently acquired or organized direct or indirect wholly-owned U.S. restricted subsidiary of the borrower. The obligations are secured by amongst other items (a) a first priority security interest (subject to permitted liens and other customary exceptions) on (i) all the capital stock in restricted subsidiaries directly held by the borrower and each of the guarantors, (ii) substantially all plant, material owned real property located in the U.S. and equipment of the borrower and the guarantors and (iii) all other personal property of the borrower and the guarantors, and (b) a second priority security interest (subject to permitted liens and other customary exceptions) in accounts receivable of the borrowers and the guarantors arising from the sale of goods and services, inventory, excluding certain collateral and subject to certain limitations. Loans under the Term Loan Facility bear interest at a rate equal to, at the Borrower’s option, LIBOR, subject to a 1.00% LIBOR Floor or the base rate option (the highest of the Federal Funds rate, prime rate, or one-month Eurodollar rate plus the appropriate spread), in each case, plus an applicable margin of 3.00%. The Term Loan Facility matures on April 4, 2021. On April 4, 2014, the aggregate principal amount of $750,000 was fully drawn. As of March 31, 2015, the principal amount of $744,375 was outstanding. Debt issuance costs of approximately $7,900 were incurred on this transaction, along with the original issue discount of $3,750. Both the debt issuance costs and the original issue discount will be amortized into interest expense over the term of the Term Loan Facility. As of March 31, 2015, the Company had $3,214 of unamortized original issue discount. |
Pension_and_Postretirement_Ben
Pension and Postretirement Benefits other than Pensions | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Compensation and Retirement Disclosure [Abstract] | ||||||||||||||||
Pension and Postretirement Benefits other than Pensions | Pension and Postretirement Benefits other than Pensions | |||||||||||||||
The following tables disclose the amount of net periodic benefit cost (income) for the three months ended March 31, 2014 and 2015 for the Company’s defined benefit plans and other postretirement benefit plans: | ||||||||||||||||
Pension Benefits | ||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||
2014 | 2015 | |||||||||||||||
U.S. | Non-U.S. | U.S. | Non-U.S. | |||||||||||||
Service cost | $ | 213 | $ | 861 | $ | 232 | $ | 889 | ||||||||
Interest cost | 3,370 | 1,802 | 3,084 | 1,295 | ||||||||||||
Expected return on plan assets | (4,764 | ) | (958 | ) | (4,421 | ) | (860 | ) | ||||||||
Amortization of prior service cost and recognized actuarial loss | 16 | 231 | 276 | 679 | ||||||||||||
Other | — | — | — | 120 | ||||||||||||
Net periodic benefit cost (income) | $ | (1,165 | ) | $ | 1,936 | $ | (829 | ) | $ | 2,123 | ||||||
Other Postretirement Benefits | ||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||
2014 | 2015 | |||||||||||||||
U.S. | Non-U.S. | U.S. | Non-U.S. | |||||||||||||
Service cost | $ | 106 | $ | 136 | $ | 109 | $ | 98 | ||||||||
Interest cost | 397 | 188 | 353 | 175 | ||||||||||||
Amortization of prior service credit and recognized actuarial gain | (481 | ) | (71 | ) | (396 | ) | (5 | ) | ||||||||
Other | 6 | — | 6 | — | ||||||||||||
Net periodic benefit cost | $ | 28 | $ | 253 | $ | 72 | $ | 268 | ||||||||
Income_Taxes
Income Taxes | 3 Months Ended |
Mar. 31, 2015 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes |
Under ASC Topic 270, “Interim Reporting,” the Company is required to determine its effective tax rate each quarter based upon its estimated annual effective tax rate. The Company is also required to record the tax impact of certain unusual or infrequently occurring items, including changes in judgment about valuation allowances and effects of changes in tax laws or rates, in the interim period in which they occur. In addition, jurisdictions with a projected loss for the year where no tax benefit can be recognized are excluded from the estimated annual effective tax rate. | |
The effective tax rate for the three months ended March 31, 2015 was 41% as compared to 36% for the three months ended March 31, 2014. The effective tax rate for the three months ended March 31, 2015 as compared to the three months ended March 31, 2014 is higher as a result of losses due to restructuring in foreign jurisdictions where we did not record a tax benefit due to valuation allowances offset by a discrete benefit on the remeasurement of the Company's investment in Shenya. The income tax rate for the three months ended March 31, 2015 varies from statutory rates due to income taxes on foreign earnings taxed at rates lower than the U.S. statutory rate, the inability to record a tax benefit for pre-tax losses in certain foreign jurisdictions to the extent not offset by other categories of income, a discrete benefit on the remeasurement of the Company's investment in Shenya, tax credits, income tax incentives, withholding taxes, and other permanent items. Further, the Company’s current and future provision for income taxes is impacted by the recognition of valuation allowances in certain countries. The Company intends to maintain these allowances until it is more likely than not that the deferred tax assets will be realized. |
Accumulated_Other_Comprehensiv
Accumulated Other Comprehensive Income (Loss), Equity and Redeemable Noncontrolling Interests | 3 Months Ended | |||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||
Equity [Abstract] | ||||||||||||||||||||
Accumulated Other Comprehensive Income (Loss), Equity and Redeemable Noncontrolling Interests | Accumulated Other Comprehensive Income (Loss), Equity and Redeemable Noncontrolling Interests | |||||||||||||||||||
The changes in accumulated other comprehensive income (loss) by component for the three months ended March 31, 2014 and 2015, net of related tax, are as follows: | ||||||||||||||||||||
Three Months Ended March 31, 2014 | ||||||||||||||||||||
Cumulative currency translation adjustment | Benefit plan | Unrealized gain on investment securities | Fair value change of derivatives | Accumulated other comprehensive loss | ||||||||||||||||
liability | ||||||||||||||||||||
Balance at January 1, 2014 | $ | 5,712 | $ | (33,406 | ) | $ | — | $ | — | $ | (27,694 | ) | ||||||||
Other comprehensive income (loss) before reclassifications | (2,020 | ) | 159 | 1,146 | 73 | (642 | ) | |||||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | (166 | ) | — | 5 | (161 | ) | |||||||||||||
Net current period other comprehensive income (loss)(1) | (2,020 | ) | (7 | ) | 1,146 | 78 | (803 | ) | ||||||||||||
Balance at March 31, 2014 | $ | 3,692 | $ | (33,413 | ) | $ | 1,146 | $ | 78 | $ | (28,497 | ) | ||||||||
-1 | Other comprehensive income (loss) related to the benefit plan liability is net of a tax effect of $(74). Other comprehensive income (loss) related to the unrealized gain on investment securities is net of a tax effect of $(703). Other comprehensive income (loss) related to the fair value change of derivatives is net of a tax effect of $(59). | |||||||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||||||||
Cumulative currency translation adjustment(2) | Benefit plan | Fair value change of derivatives | Accumulated other comprehensive loss | |||||||||||||||||
liability | ||||||||||||||||||||
Balance at January 1, 2015 | $ | (50,371 | ) | $ | (86,861 | ) | $ | (2,011 | ) | $ | (139,243 | ) | ||||||||
Other comprehensive income (loss) before reclassifications | (47,261 | ) | 5,377 | (683 | ) | (42,567 | ) | |||||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | (1,909 | ) | 384 | 99 | (1,426 | ) | ||||||||||||||
Net current period other comprehensive income (loss)(1) | (49,170 | ) | 5,761 | (584 | ) | (43,993 | ) | |||||||||||||
Balance at March 31, 2015 | $ | (99,541 | ) | $ | (81,100 | ) | $ | (2,595 | ) | $ | (183,236 | ) | ||||||||
-1 | Other comprehensive income (loss) related to the benefit plan liability is net of a tax effect of $(280). Other comprehensive income (loss) related to the fair value change of derivatives is net of a tax effect of $536. | |||||||||||||||||||
-2 | Includes $300 reclassed to paid-in capital related to the purchase of noncontrolling interests. | |||||||||||||||||||
The reclassifications out of accumulated other comprehensive income (loss) for the three months ended March 31, 2014 and 2015 are as follows: | ||||||||||||||||||||
Gain (loss) reclassified | ||||||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||||||
Details about accumulated other comprehensive income (loss) components | 2014 | 2015 | Location of gain (loss) reclassified into income | |||||||||||||||||
Cumulative currency translation adjustment | — | 1,609 | Other income, net | |||||||||||||||||
Fair value change of derivatives | ||||||||||||||||||||
Foreign exchange contracts | $ | (7 | ) | $ | (168 | ) | Cost of products sold | |||||||||||||
(7 | ) | (168 | ) | Income before income taxes | ||||||||||||||||
2 | 69 | Income tax expense | ||||||||||||||||||
$ | (5 | ) | $ | (99 | ) | Consolidated net income | ||||||||||||||
Amortization of defined benefit and other postretirement benefit plans | ||||||||||||||||||||
Prior service credits | $ | 82 | $ | 87 | -1 | |||||||||||||||
Actuarial gains (losses) | 224 | (612 | ) | -1 | ||||||||||||||||
306 | (525 | ) | Income before income taxes | |||||||||||||||||
(140 | ) | 141 | Income tax expense | |||||||||||||||||
$ | 166 | $ | (384 | ) | Consolidated net income | |||||||||||||||
Total reclassifications for the period | $ | 161 | $ | 1,126 | ||||||||||||||||
-1 | These accumulated other comprehensive income components are included in the computation of net periodic pension cost. (See Note 7. “Pension and Postretirement Benefits other than Pensions” for additional details.) | |||||||||||||||||||
The following table summarizes the Company’s equity and redeemable noncontrolling interest activity for the three months ended March 31, 2015: | ||||||||||||||||||||
Cooper-Standard Holdings Inc. | Noncontrolling Interests | Total Equity | Redeemable Noncontrolling Interest | |||||||||||||||||
Equity at January 1, 2015 | $ | 548,966 | $ | (252 | ) | $ | 548,714 | $ | 3,981 | |||||||||||
Net income (loss) | 20,987 | 186 | 21,173 | (45 | ) | |||||||||||||||
Warrant exercise | 24 | — | 24 | — | ||||||||||||||||
Other comprehensive income (loss) | (43,993 | ) | 109 | (43,884 | ) | — | ||||||||||||||
Stock-based compensation, net | 1,546 | — | 1,546 | — | ||||||||||||||||
Acquisition of Shenya | — | 11,368 | 11,368 | — | ||||||||||||||||
Shares issued under stock option plans | (71 | ) | — | (71 | ) | — | ||||||||||||||
Purchase of noncontrolling interest | 2,862 | 192 | 3,054 | (3,936 | ) | |||||||||||||||
Equity at March 31, 2015 | $ | 530,321 | $ | 11,603 | $ | 541,924 | $ | — | ||||||||||||
Net_Income_Per_Share_Attributa
Net Income Per Share Attributable to Cooper-Standard Holdings Inc. | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Net Income Per Share Attributable to Cooper-Standard Holdings Inc. | Net Income Per Share Attributable to Cooper-Standard Holdings Inc. | |||||||
Basic net income per share attributable to Cooper-Standard Holdings Inc. was computed by dividing net income attributable to Cooper-Standard Holdings Inc. by the weighted average number of shares of common stock outstanding during the period excluding unvested restricted shares. Diluted net income per share attributable to Cooper-Standard Holdings Inc. was computed using the treasury stock method by dividing diluted net income available to Cooper-Standard Holdings Inc. by the weighted average number of shares of common stock outstanding, including the dilutive effect of common stock equivalents, using the average share price during the period. | ||||||||
A summary of information used to compute basic and diluted net income per share attributable to Cooper-Standard Holdings Inc. is shown below: | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2015 | |||||||
Net income attributable to Cooper-Standard Holdings Inc. | $ | 19,735 | $ | 20,987 | ||||
Increase in fair value of share-based awards | — | 5 | ||||||
Diluted net income available to Cooper-Standard Holdings Inc. common stockholders | $ | 19,735 | $ | 20,992 | ||||
Basic weighted average shares of common stock outstanding | 16,656,600 | 17,037,283 | ||||||
Dilutive effect of: | ||||||||
Restricted common stock | 151,772 | 195,035 | ||||||
Warrants | 1,038,338 | 795,897 | ||||||
Options | 73,561 | 209,237 | ||||||
Diluted weighted average shares of common stock outstanding | 17,920,271 | 18,237,452 | ||||||
Basic net income per share attributable to Cooper-Standard Holdings Inc. | $ | 1.18 | $ | 1.23 | ||||
Diluted net income per share attributable to Cooper-Standard Holdings Inc. | $ | 1.1 | $ | 1.15 | ||||
The effect of certain common stock equivalents was excluded from the computation of weighted average diluted shares outstanding as inclusion would have been antidilutive. A summary of common stock equivalents excluded from the computation of weighted average diluted shares outstanding is shown below: | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2015 | |||||||
Number of options | 479,211 | 303,300 | ||||||
Exercise price | $25.52-66.23 | $56.27-70.20 | ||||||
Restricted common stock | 70,420 | — | ||||||
StockBased_Compensation
Stock-Based Compensation | 3 Months Ended |
Mar. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |
Stock-Based Compensation | Stock-Based Compensation |
Under the Company's incentive plans, stock options, restricted common stock, restricted preferred stock, unrestricted common stock, restricted stock units and performance units have been granted to key employees and directors. Total compensation expense recognized was $3,906 and $2,629 for the three months ended March 31, 2014 and 2015, respectively. |
Other_Income_Expense_Net
Other Income (Expense), Net | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Other Income and Expenses [Abstract] | ||||||||
Other Income (Expense), Net | Other Income, Net | |||||||
The components of other income, net are as follows: | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2015 | |||||||
Gain on remeasurement of previously held equity interest | $ | — | $ | 11,622 | ||||
Foreign currency gains (losses) | 532 | (248 | ) | |||||
Losses related to forward contracts | (38 | ) | — | |||||
Loss on sale of receivables | (464 | ) | (297 | ) | ||||
Other income, net | $ | 30 | $ | 11,077 | ||||
Related_Party_Transactions
Related Party Transactions | 3 Months Ended |
Mar. 31, 2015 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions |
Sales to Nishikawa Standard Company ("NISCO"), a 40% owned joint venture, totaled $10,850 and $7,914 for the three months ended March 31, 2014 and 2015, respectively. In March 2014, the Company received from NISCO a dividend of $1,760, consisting of $809 related to earnings and a $951 return of capital. In March 2015, the Company received from NISCO a dividend of $680, all of which was related to earnings. |
Business_Segments
Business Segments | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Segment Reporting [Abstract] | ||||||||
Business Segments | Business Segments | |||||||
ASC 280, “Segment Reporting,” establishes the standards for reporting information about operating segments in financial statements. In applying the criteria set forth in ASC 280, the Company has determined that it operates in four reportable segments, North America, Europe, South America and Asia Pacific. The Company’s principal product lines within each of these segments are sealing systems, fuel and brake delivery systems, fluid transfer systems, and anti-vibration systems. The Company evaluates segment performance based on segment profit before tax. The results of each segment include certain allocations for general, administrative, interest, and other shared costs. | ||||||||
The following tables detail information on the Company’s business segments: | ||||||||
Three Months Ended March 31, | ||||||||
2014 | 2015 | |||||||
Sales to external customers: | ||||||||
North America | $ | 432,605 | $ | 417,362 | ||||
Europe | 308,161 | 266,829 | ||||||
South America | 39,766 | 30,178 | ||||||
Asia Pacific | 57,074 | 85,681 | ||||||
Consolidated | $ | 837,606 | $ | 800,050 | ||||
Intersegment sales: | ||||||||
North America | $ | 3,359 | $ | 4,050 | ||||
Europe | 2,227 | 2,973 | ||||||
South America | — | — | ||||||
Asia Pacific | 1,847 | 1,178 | ||||||
Eliminations and other | (7,433 | ) | (8,201 | ) | ||||
Consolidated | $ | — | $ | — | ||||
Segment profit (loss): | ||||||||
North America | $ | 38,460 | $ | 43,012 | ||||
Europe | (3,182 | ) | (4,438 | ) | ||||
South America | (2,507 | ) | (5,131 | ) | ||||
Asia Pacific | 650 | 2,426 | ||||||
Income before income taxes | $ | 33,421 | $ | 35,869 | ||||
Restructuring cost included in segment profit (loss): | ||||||||
North America | $ | 98 | $ | 417 | ||||
Europe | 2,863 | 18,423 | ||||||
South America | — | — | ||||||
Asia Pacific | 128 | — | ||||||
Consolidated | $ | 3,089 | $ | 18,840 | ||||
December 31, | March 31, | |||||||
2014 | 2015 | |||||||
Segment assets: | ||||||||
North America | $ | 885,242 | $ | 886,568 | ||||
Europe | 591,743 | 584,297 | ||||||
South America | 105,547 | 90,372 | ||||||
Asia Pacific | 300,302 | 471,842 | ||||||
Eliminations and other | 249,933 | 180,281 | ||||||
Consolidated | $ | 2,132,767 | $ | 2,213,360 | ||||
Financial_Instruments
Financial Instruments | 3 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Fair Value Disclosures [Abstract] | ||||||||||
Financial Instruments | Financial Instruments | |||||||||
Fair values of the Term Loan Facility approximated $723,401 and $737,455 at December 31, 2014 and March 31, 2015, respectively, based on quoted market prices, compared to the recorded value of $742,902 and $741,161 at December 31, 2014 and March 31, 2015, respectively. This fair value measurement was classified within Level 1 of the fair value hierarchy. | ||||||||||
Derivative Instruments and Hedging Activities | ||||||||||
The Company uses derivative financial instruments, including forward and swap contracts, to manage its exposures to fluctuations in foreign exchange and interest rates. For a fair value hedge, both the effective and ineffective, if significant, portions are recorded in earnings and reflected in the condensed consolidated statements of comprehensive income (loss). For a cash flow hedge, the effective portion of the change in the fair value of the derivative is recorded in accumulated other comprehensive loss in the condensed consolidated balance sheet. The ineffective portion, if significant, is recorded in other income or expense. When the underlying hedged transaction is realized or the hedged transaction is no longer probable, the gain or loss included in accumulated other comprehensive loss is recorded in earnings and reflected in the condensed consolidated statements of comprehensive income (loss) on the same line as the gain or loss on the hedged item attributable to the hedged risk. | ||||||||||
The Company formally documents its hedge relationships, including the identification of the hedging instruments and the hedged items, as well as its risk management objectives and strategies for undertaking the cash flow hedges. The Company also formally assesses whether a cash flow hedge is highly effective in offsetting changes in the cash flows of the hedged item. Derivatives are recorded at fair value in other current assets, other assets, accrued liabilities and other long-term liabilities. The Company is exposed to credit risk in the event of nonperformance by its counterparties on its derivative financial instruments. The Company mitigates this credit risk exposure by entering into agreements directly with major financial institutions with high credit standards that are expected to fully satisfy their obligations under the contracts. | ||||||||||
Cash Flow Hedges | ||||||||||
Forward foreign exchange contracts—The Company enters into forward contracts to hedge currency risk of the U.S. Dollar against the Mexican Peso and Canadian Dollar and the Euro against the Czech Koruna, the Polish Zloty, and the U.S. Dollar. The forward contracts are used to mitigate the potential volatility to earnings and cash flow arising from changes in currency exchange rates that impact the Company’s foreign currency transactions. As of March 31, 2015, the notional amount of these contracts was $44,365. The amount reclassified from accumulated other comprehensive loss into cost of products sold was $168 for the three months ended March 31, 2015. These foreign currency derivative contracts consist of hedges of transactions up to December 2015. | ||||||||||
Interest Rate Swap - In August 2014, the Company entered into interest rate swap transactions to manage cash flow variability associated with its variable rate Term Loan Facility. The interest rate swap contracts, which fix the interest payments of variable rate debt instruments, are used to manage exposure to fluctuations in interest rates. As of March 31, 2015, the notional amount of these contracts was $300,000 with maturities through September 2018. The fair market value of all outstanding interest rate swap and other derivative contracts is subject to changes in value due to changes in interest rates. The amount to be reclassified in the next twelve months is expected to be approximately $1,519. | ||||||||||
The location and fair value of the Company's derivative instruments qualifying as cash flow hedges as of December 31, 2014 and March 31, 2015 are as follows: | ||||||||||
December 31, 2014 | March 31, 2015 | |||||||||
Other current assets: | ||||||||||
Forward foreign exchange contracts | $ | 370 | $ | 928 | ||||||
Interest rate swaps | — | 26 | ||||||||
Other assets: | ||||||||||
Interest rate swaps | 19 | 80 | ||||||||
Total assets | $ | 389 | $ | 1,034 | ||||||
Accrued liabilities: | ||||||||||
Forward foreign exchange contracts | $ | (1,999 | ) | $ | (1,435 | ) | ||||
Interest rate swaps | (751 | ) | (1,545 | ) | ||||||
Other liabilities: | ||||||||||
Interest rate swaps | (903 | ) | (2,439 | ) | ||||||
Total liabilities | $ | (3,653 | ) | $ | (5,419 | ) | ||||
Fair Value Measurements | ||||||||||
ASC 820 clarifies that fair value is an exit price, representing the amount that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants. As such, fair value is a market-based measurement that should be determined based upon assumptions that market participants would use in pricing an asset or liability. As a basis for considering such assumptions, ASC 820 establishes a three-tier fair value hierarchy, which prioritizes the inputs used in measuring fair value as follows: | ||||||||||
Level 1: | Observable inputs such as quoted prices in active markets; | |||||||||
Level 2: | Inputs, other than quoted prices in active markets, that are observable either directly or indirectly; and | |||||||||
Level 3: | Unobservable inputs in which there is little or no market data, which require the reporting entity to develop its own assumptions. | |||||||||
Estimates of the fair value of foreign currency and interest rate derivative instruments are determined using exchange traded prices and rates. The Company also considers the risk of non-performance in the estimation of fair value, and includes an adjustment for non-performance risk in the measure of fair value of derivative instruments. In certain instances where market data is not available, the Company uses management judgment to develop assumptions that are used to determine fair value. Fair value measurements and the fair value hierarchy level for the Company’s liabilities measured or disclosed at fair value on a recurring basis as of December 31, 2014 and March 31, 2015, are shown below: | ||||||||||
December 31, 2014 | March 31, 2015 | Input | ||||||||
Forward foreign exchange contracts - other current assets | $ | 370 | $ | 928 | Level 2 | |||||
Forward foreign exchange contracts - accrued liabilities | (1,999 | ) | (1,435 | ) | Level 2 | |||||
Interest rate swaps - other current assets | — | 26 | Level 2 | |||||||
Interest rate swaps - other assets | 19 | 80 | Level 2 | |||||||
Interest rate swaps - other current liabilities | (751 | ) | (1,545 | ) | Level 2 | |||||
Interest rate swaps - other liabilities | (903 | ) | (2,439 | ) | Level 2 | |||||
Items measured at fair value on a non-recurring basis | ||||||||||
In addition to items that are measured at fair value on a recurring basis, the Company measures certain assets and liabilities at fair value on a non-recurring basis, which are not included in the table above. As these non-recurring fair value measurements are generally determined using unobservable inputs, these fair value measurements are classified within Level 3 of the fair value hierarchy. For further information on assets and liabilities measured at fair value on a non-recurring basis, see Note 2. "Acquisitions" and Note 4. “Restructuring.” |
Accounts_Receivable_Factoring
Accounts Receivable Factoring | 3 Months Ended |
Mar. 31, 2015 | |
Receivables [Abstract] | |
Accounts Receivable Factoring | Accounts Receivable Factoring |
As a part of its working capital management, the Company sells certain receivables through third party financial institutions with and without recourse. The amount sold varies each month based on the amount of underlying receivables and cash flow needs of the Company. The Company continues to service the receivables. These are permitted transactions under the Company’s credit agreement governing the Term Loan Facility and Senior ABL Facility, as amended. | |
At December 31, 2014 and March 31, 2015, the Company had $95,951 and $72,763, respectively, outstanding under receivable transfer agreements without recourse entered into by various locations. The total amount of accounts receivable factored were $139,130 and $79,799 for the three months ended March 31, 2014 and 2015, respectively. Costs incurred on the sale of receivables were $798 and $631 for the three months ended March 31, 2014 and 2015, respectively. These amounts are recorded in other income, net and interest expense, net of interest income in the condensed consolidated statements of comprehensive income (loss). | |
At December 31, 2014 and March 31, 2015, the Company had $8,292 and $4,833, respectively, outstanding under receivable transfer agreements with recourse. The secured borrowings are recorded in debt payable within one year and receivables are pledged equal to the balance of the borrowings. The total amount of accounts receivable factored was $15,695 and $7,918 for the three months ended March 31, 2014 and 2015, respectively. Costs incurred on the sale of receivables were $92 and $48 for the three months ended March 31, 2014 and 2015, respectively. These amounts are recorded in other income, net and interest expense, net of interest income in the condensed consolidated statements of comprehensive income (loss). |
Overview_Policies
Overview (Policies) | 3 Months Ended |
Mar. 31, 2015 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of presentation |
Cooper-Standard Holdings Inc. (together with its consolidated subsidiaries, the “Company,” “Cooper-Standard,” “we,” “our,” or “us”), through its wholly-owned subsidiary Cooper-Standard Automotive Inc., is a leading manufacturer of sealing, fuel and brake delivery, fluid transfer and anti-vibration systems components, subsystems, and modules. The Company’s products are primarily for use in passenger vehicles and light trucks that are manufactured by global automotive original equipment manufacturers (“OEMs”) and replacement markets. The Company conducts substantially all of its activities through its subsidiaries. | |
The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the Securities and Exchange Commission (the “SEC”) for interim financial information and should be read in conjunction with the consolidated financial statements and notes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the "2014 Annual Report"), as filed with the SEC. Accordingly, they do not include all of the information and footnotes required by accounting principles generally accepted in the United States ("U.S. GAAP") for complete financial statements. These financial statements include all adjustments (consisting of normal, recurring adjustments) considered necessary for a fair presentation of the financial position and results of operations of the Company. The operating results for the interim period ended March 31, 2015 are not necessarily indicative of results for the full year. In preparing these financial statements, the Company has evaluated events and transactions for potential recognition or disclosure through the date the financial statements were issued. | |
Recent accounting pronouncements | Recent accounting pronouncements |
In April 2015, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2015-03, Interest: Imputation of Interest (Subtopic 835-30): Simplifying the Presentation of Debt Issuance Costs. This ASU changes the presentation of debt issuance costs in financial statements from an asset to a direct deduction from the related debt liability. This guidance is effective for the first interim period within annual reporting periods beginning after December 15, 2015. The adoption of this ASU is not expected to have a material impact on the Company's condensed consolidated financial statements. | |
In February 2015, the FASB issued ASU 2015-02, Consolidation (Topic 810): Amendments to the Consolidation Analysis. This ASU amends the consolidation guidance under U.S. GAAP. This guidance is effective for the first interim period within annual reporting periods beginning after December 15, 2015. The adoption of this ASU is not expected to have a material impact on the Company's condensed consolidated financial statements. | |
In January 2015, the FASB issued ASU 2015-01, Income Statement: Extraordinary and Unusual Items (Subtopic 225-20): Simplifying Income Statement Presentation by Eliminating the Concept of Extraordinary Items. This ASU eliminates the concept of extraordinary items from U.S. GAAP. The guidance is effective for the first interim period within annual reporting periods beginning after December 15, 2015. Early adoption is permitted. The adoption of this ASU is not expected to have a material impact on the Company's condensed consolidated financial statements. | |
In August 2014, the FASB issued ASU 2014-15, Presentation of Financial Statements: Going Concern (Subtopic 205-40): Disclosure of Uncertainties about an Entity's Ability to Continue as a Going Concern. This ASU requires management to perform interim and annual assessments of an entity's ability to continue as a going concern. This guidance is effective for annual periods ending after December 15, 2016, and interim periods within annual periods beginning after December 15, 2016. The adoption of this ASU is not expected to have a material impact on the Company's condensed consolidated financial statements. | |
In May 2014, the FASB issued ASU 2014-09, Revenue from Contracts with Customers (Topic 606). The core principle of this guidance is that a company should recognize revenue to depict the transfer of promised goods or services to a customer at an amount reflecting the consideration it expects to receive in exchange for those goods or services. The guidance is currently effective for the first interim period within annual reporting periods beginning after December 15, 2016 (although in April 2015 the FASB proposed delaying the effective date of this ASU to fiscal years beginning after December 15, 2017). Early adoption is not permitted. The guidance allows for companies to use either a full retrospective or a modified retrospective approach when adopting. The Company is currently evaluating the impact of adopting this guidance on its condensed consolidated financial statements. | |
In April 2014, FASB issued ASU 2014-08, Presentation of Financial Statements (Topic 205) and Property, Plant, and Equipment (Topic 360): Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity. This ASU changes the criteria for reporting discontinued operations and requires expanded disclosures about discontinued operations. The Company adopted this guidance effective January 1, 2015. The adoption of this ASU did not have a material impact on the Company's condensed consolidated financial statements. |
Acquisitions_Tables
Acquisitions (Tables) | 3 Months Ended | |||
Mar. 31, 2015 | ||||
Business Combinations [Abstract] | ||||
Schedule of Recognized Identified Assets Acquired and Liabilities Assumed [Table Text Block] | The following table summarizes the estimated fair value of Shenya assets acquired and liabilities assumed at the date of acquisition: | |||
Cash and cash equivalents | $ | 7,079 | ||
Accounts receivable | 24,197 | |||
Inventories | 13,772 | |||
Prepaid expenses | 13,045 | |||
Other current assets | 21,189 | |||
Property, plant, and equipment | 79,869 | |||
Goodwill | 16,628 | |||
Intangibles | 12,299 | |||
Other assets | 14,200 | |||
Total assets acquired | 202,278 | |||
Debt payable within one year | 19,164 | |||
Accounts payable | 41,059 | |||
Other current liabilities | 16,950 | |||
Other liabilities | 13,256 | |||
Total liabilities assumed | 90,429 | |||
Noncontrolling interest | 11,368 | |||
Net assets acquired including noncontrolling interest | $ | 100,481 | ||
Goodwill_and_Intangibles_Table
Goodwill and Intangibles (Tables) | 3 Months Ended | |||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||
Goodwill and Intangible Assets Disclosure [Abstract] | ||||||||||||||||||||
Carrying Amount of Goodwill by Reportable Operating Segment | The changes in the carrying amount of goodwill by reportable operating segment for the three months ended March 31, 2015 are summarized as follows: | |||||||||||||||||||
North America | Europe | South America | Asia Pacific | Total | ||||||||||||||||
Balance at January 1, 2015 | $ | 117,609 | $ | 12,366 | $ | — | $ | 5,194 | $ | 135,169 | ||||||||||
Acquisition | — | — | — | 16,628 | 16,628 | |||||||||||||||
Foreign exchange translation | (497 | ) | (1,422 | ) | — | 159 | (1,760 | ) | ||||||||||||
Balance at March 31, 2015 | $ | 117,112 | $ | 10,944 | $ | — | $ | 21,981 | $ | 150,037 | ||||||||||
Intangible Assets and Accumulated Amortization Balances | The following table presents intangible assets and accumulated amortization balances of the Company as of December 31, 2014 and March 31, 2015, respectively: | |||||||||||||||||||
Gross | Accumulated | Net | ||||||||||||||||||
Carrying | Amortization | Carrying | ||||||||||||||||||
Amount | Amount | |||||||||||||||||||
Customer relationships | $ | 133,471 | $ | (59,773 | ) | $ | 73,698 | |||||||||||||
Developed technology | 9,252 | (6,842 | ) | 2,410 | ||||||||||||||||
Other | 6,701 | (500 | ) | 6,201 | ||||||||||||||||
Balance at December 31, 2014 | $ | 149,424 | $ | (67,115 | ) | $ | 82,309 | |||||||||||||
Customer relationships | $ | 141,613 | $ | (61,327 | ) | $ | 80,286 | |||||||||||||
Developed technology | 8,820 | (6,800 | ) | 2,020 | ||||||||||||||||
Other | 10,893 | (4,504 | ) | 6,389 | ||||||||||||||||
Balance at March 31, 2015 | $ | 161,326 | $ | (72,631 | ) | $ | 88,695 | |||||||||||||
Restructuring_Tables
Restructuring (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Summary of Activity of Restructuring | The following table summarizes the activity in the restructuring liability for this initiative for the three months ended March 31, 2015: | |||||||||||||||
Employee Separation Costs | Other Exit Costs | Asset Impairments | Total | |||||||||||||
Balance at January 1, 2015 | $ | 10,824 | $ | — | $ | — | $ | 10,824 | ||||||||
Expense | 14,004 | 4,370 | — | 18,374 | ||||||||||||
Cash payments and foreign exchange translation | (2,377 | ) | (3,104 | ) | — | (5,481 | ) | |||||||||
Balance at March 31, 2015 | $ | 22,451 | $ | 1,266 | $ | — | $ | 23,717 | ||||||||
Restructuring Charges [Member] | ||||||||||||||||
Summary of Activity of Restructuring | The following table summarizes the restructuring expense for the three months ended March 31, 2014 and 2015: | |||||||||||||||
Three Months Ended March 31, | ||||||||||||||||
2014 | 2015 | |||||||||||||||
Employee separation costs | $ | — | $ | 14,004 | ||||||||||||
Other exit costs | 2,431 | 4,370 | ||||||||||||||
$ | 2,431 | $ | 18,374 | |||||||||||||
Inventories_Tables
Inventories (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Inventory Disclosure [Abstract] | ||||||||
Summary of Inventories | Inventories were comprised of the following at December 31, 2014 and March 31, 2015: | |||||||
December 31, 2014 | March 31, 2015 | |||||||
Finished goods | $ | 45,485 | $ | 47,217 | ||||
Work in process | 36,498 | 40,342 | ||||||
Raw materials and supplies | 84,548 | 91,387 | ||||||
$ | 166,531 | $ | 178,946 | |||||
Debt_Tables
Debt (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Debt Disclosure [Abstract] | ||||||||
Outstanding Debt | Outstanding debt consisted of the following at December 31, 2014 and March 31, 2015: | |||||||
December 31, 2014 | March 31, 2015 | |||||||
Term loan | $ | 742,902 | $ | 741,161 | ||||
Other borrowings | 42,972 | 59,219 | ||||||
Total debt | $ | 785,874 | $ | 800,380 | ||||
Less current portion | (36,789 | ) | (54,992 | ) | ||||
Total long-term debt | $ | 749,085 | $ | 745,388 | ||||
Pension_and_Postretirement_Ben1
Pension and Postretirement Benefits other than Pensions (Tables) | 3 Months Ended | |||||||||||||||
Mar. 31, 2015 | ||||||||||||||||
Compensation and Retirement Disclosure [Abstract] | ||||||||||||||||
Net Periodic Benefit Cost of Defined Benefit Plans and Other Postretirement Benefit Plans | The following tables disclose the amount of net periodic benefit cost (income) for the three months ended March 31, 2014 and 2015 for the Company’s defined benefit plans and other postretirement benefit plans: | |||||||||||||||
Pension Benefits | ||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||
2014 | 2015 | |||||||||||||||
U.S. | Non-U.S. | U.S. | Non-U.S. | |||||||||||||
Service cost | $ | 213 | $ | 861 | $ | 232 | $ | 889 | ||||||||
Interest cost | 3,370 | 1,802 | 3,084 | 1,295 | ||||||||||||
Expected return on plan assets | (4,764 | ) | (958 | ) | (4,421 | ) | (860 | ) | ||||||||
Amortization of prior service cost and recognized actuarial loss | 16 | 231 | 276 | 679 | ||||||||||||
Other | — | — | — | 120 | ||||||||||||
Net periodic benefit cost (income) | $ | (1,165 | ) | $ | 1,936 | $ | (829 | ) | $ | 2,123 | ||||||
Other Postretirement Benefits | ||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||
2014 | 2015 | |||||||||||||||
U.S. | Non-U.S. | U.S. | Non-U.S. | |||||||||||||
Service cost | $ | 106 | $ | 136 | $ | 109 | $ | 98 | ||||||||
Interest cost | 397 | 188 | 353 | 175 | ||||||||||||
Amortization of prior service credit and recognized actuarial gain | (481 | ) | (71 | ) | (396 | ) | (5 | ) | ||||||||
Other | 6 | — | 6 | — | ||||||||||||
Net periodic benefit cost | $ | 28 | $ | 253 | $ | 72 | $ | 268 | ||||||||
Accumulated_Other_Comprehensiv1
Accumulated Other Comprehensive Income , Equity and Redeemable Noncontrolling Interests (Tables) | 3 Months Ended | |||||||||||||||||||
Mar. 31, 2015 | ||||||||||||||||||||
Equity [Abstract] | ||||||||||||||||||||
Changes in Accumulated Other Comprehensive Income (Loss) | The changes in accumulated other comprehensive income (loss) by component for the three months ended March 31, 2014 and 2015, net of related tax, are as follows: | |||||||||||||||||||
Three Months Ended March 31, 2014 | ||||||||||||||||||||
Cumulative currency translation adjustment | Benefit plan | Unrealized gain on investment securities | Fair value change of derivatives | Accumulated other comprehensive loss | ||||||||||||||||
liability | ||||||||||||||||||||
Balance at January 1, 2014 | $ | 5,712 | $ | (33,406 | ) | $ | — | $ | — | $ | (27,694 | ) | ||||||||
Other comprehensive income (loss) before reclassifications | (2,020 | ) | 159 | 1,146 | 73 | (642 | ) | |||||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | — | (166 | ) | — | 5 | (161 | ) | |||||||||||||
Net current period other comprehensive income (loss)(1) | (2,020 | ) | (7 | ) | 1,146 | 78 | (803 | ) | ||||||||||||
Balance at March 31, 2014 | $ | 3,692 | $ | (33,413 | ) | $ | 1,146 | $ | 78 | $ | (28,497 | ) | ||||||||
-1 | Other comprehensive income (loss) related to the benefit plan liability is net of a tax effect of $(74). Other comprehensive income (loss) related to the unrealized gain on investment securities is net of a tax effect of $(703). Other comprehensive income (loss) related to the fair value change of derivatives is net of a tax effect of $(59). | |||||||||||||||||||
Three Months Ended March 31, 2015 | ||||||||||||||||||||
Cumulative currency translation adjustment(2) | Benefit plan | Fair value change of derivatives | Accumulated other comprehensive loss | |||||||||||||||||
liability | ||||||||||||||||||||
Balance at January 1, 2015 | $ | (50,371 | ) | $ | (86,861 | ) | $ | (2,011 | ) | $ | (139,243 | ) | ||||||||
Other comprehensive income (loss) before reclassifications | (47,261 | ) | 5,377 | (683 | ) | (42,567 | ) | |||||||||||||
Amounts reclassified from accumulated other comprehensive income (loss) | (1,909 | ) | 384 | 99 | (1,426 | ) | ||||||||||||||
Net current period other comprehensive income (loss)(1) | (49,170 | ) | 5,761 | (584 | ) | (43,993 | ) | |||||||||||||
Balance at March 31, 2015 | $ | (99,541 | ) | $ | (81,100 | ) | $ | (2,595 | ) | $ | (183,236 | ) | ||||||||
-1 | Other comprehensive income (loss) related to the benefit plan liability is net of a tax effect of $(280). Other comprehensive income (loss) related to the fair value change of derivatives is net of a tax effect of $536. | |||||||||||||||||||
-2 | Includes $300 reclassed to paid-in capital related to the purchase of noncontrolling interests. | |||||||||||||||||||
Reclassifications out of accumulated other comprehensive income (loss) | The reclassifications out of accumulated other comprehensive income (loss) for the three months ended March 31, 2014 and 2015 are as follows: | |||||||||||||||||||
Gain (loss) reclassified | ||||||||||||||||||||
Three Months Ended March 31, | ||||||||||||||||||||
Details about accumulated other comprehensive income (loss) components | 2014 | 2015 | Location of gain (loss) reclassified into income | |||||||||||||||||
Cumulative currency translation adjustment | — | 1,609 | Other income, net | |||||||||||||||||
Fair value change of derivatives | ||||||||||||||||||||
Foreign exchange contracts | $ | (7 | ) | $ | (168 | ) | Cost of products sold | |||||||||||||
(7 | ) | (168 | ) | Income before income taxes | ||||||||||||||||
2 | 69 | Income tax expense | ||||||||||||||||||
$ | (5 | ) | $ | (99 | ) | Consolidated net income | ||||||||||||||
Amortization of defined benefit and other postretirement benefit plans | ||||||||||||||||||||
Prior service credits | $ | 82 | $ | 87 | -1 | |||||||||||||||
Actuarial gains (losses) | 224 | (612 | ) | -1 | ||||||||||||||||
306 | (525 | ) | Income before income taxes | |||||||||||||||||
(140 | ) | 141 | Income tax expense | |||||||||||||||||
$ | 166 | $ | (384 | ) | Consolidated net income | |||||||||||||||
Total reclassifications for the period | $ | 161 | $ | 1,126 | ||||||||||||||||
-1 | These accumulated other comprehensive income components are included in the computation of net periodic pension cost. (See Note 7. “Pension and Postretirement Benefits other than Pensions” for additional details.) | |||||||||||||||||||
Summary of equity and redeemable noncontrolling interest activity | The following table summarizes the Company’s equity and redeemable noncontrolling interest activity for the three months ended March 31, 2015: | |||||||||||||||||||
Cooper-Standard Holdings Inc. | Noncontrolling Interests | Total Equity | Redeemable Noncontrolling Interest | |||||||||||||||||
Equity at January 1, 2015 | $ | 548,966 | $ | (252 | ) | $ | 548,714 | $ | 3,981 | |||||||||||
Net income (loss) | 20,987 | 186 | 21,173 | (45 | ) | |||||||||||||||
Warrant exercise | 24 | — | 24 | — | ||||||||||||||||
Other comprehensive income (loss) | (43,993 | ) | 109 | (43,884 | ) | — | ||||||||||||||
Stock-based compensation, net | 1,546 | — | 1,546 | — | ||||||||||||||||
Acquisition of Shenya | — | 11,368 | 11,368 | — | ||||||||||||||||
Shares issued under stock option plans | (71 | ) | — | (71 | ) | — | ||||||||||||||
Purchase of noncontrolling interest | 2,862 | 192 | 3,054 | (3,936 | ) | |||||||||||||||
Equity at March 31, 2015 | $ | 530,321 | $ | 11,603 | $ | 541,924 | $ | — | ||||||||||||
Net_Income_Per_Share_Attributa1
Net Income Per Share Attributable to Cooper-Standard Holdings Inc. (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Earnings Per Share [Abstract] | ||||||||
Basic and diluted net income per share attributable | A summary of information used to compute basic and diluted net income per share attributable to Cooper-Standard Holdings Inc. is shown below: | |||||||
Three Months Ended March 31, | ||||||||
2014 | 2015 | |||||||
Net income attributable to Cooper-Standard Holdings Inc. | $ | 19,735 | $ | 20,987 | ||||
Increase in fair value of share-based awards | — | 5 | ||||||
Diluted net income available to Cooper-Standard Holdings Inc. common stockholders | $ | 19,735 | $ | 20,992 | ||||
Basic weighted average shares of common stock outstanding | 16,656,600 | 17,037,283 | ||||||
Dilutive effect of: | ||||||||
Restricted common stock | 151,772 | 195,035 | ||||||
Warrants | 1,038,338 | 795,897 | ||||||
Options | 73,561 | 209,237 | ||||||
Diluted weighted average shares of common stock outstanding | 17,920,271 | 18,237,452 | ||||||
Basic net income per share attributable to Cooper-Standard Holdings Inc. | $ | 1.18 | $ | 1.23 | ||||
Diluted net income per share attributable to Cooper-Standard Holdings Inc. | $ | 1.1 | $ | 1.15 | ||||
Summary of common stock equivalents excluded from the computation of weighted average diluted shares outstanding | A summary of common stock equivalents excluded from the computation of weighted average diluted shares outstanding is shown below: | |||||||
Three Months Ended March 31, | ||||||||
2014 | 2015 | |||||||
Number of options | 479,211 | 303,300 | ||||||
Exercise price | $25.52-66.23 | $56.27-70.20 | ||||||
Restricted common stock | 70,420 | — | ||||||
Other_Income_Expense_Net_Table
Other Income (Expense), Net (Tables) | 3 Months Ended |
Mar. 31, 2015 | |
Other Income and Expenses [Abstract] | |
Details of Components of Other Income Expense, Net | 12. Other Income, Net |
The components of other income |
Business_Segments_Tables
Business Segments (Tables) | 3 Months Ended | |||||||
Mar. 31, 2015 | ||||||||
Segment Reporting [Abstract] | ||||||||
Information on Company's Business Segments | The following tables detail information on the Company’s business segments: | |||||||
Three Months Ended March 31, | ||||||||
2014 | 2015 | |||||||
Sales to external customers: | ||||||||
North America | $ | 432,605 | $ | 417,362 | ||||
Europe | 308,161 | 266,829 | ||||||
South America | 39,766 | 30,178 | ||||||
Asia Pacific | 57,074 | 85,681 | ||||||
Consolidated | $ | 837,606 | $ | 800,050 | ||||
Intersegment sales: | ||||||||
North America | $ | 3,359 | $ | 4,050 | ||||
Europe | 2,227 | 2,973 | ||||||
South America | — | — | ||||||
Asia Pacific | 1,847 | 1,178 | ||||||
Eliminations and other | (7,433 | ) | (8,201 | ) | ||||
Consolidated | $ | — | $ | — | ||||
Segment profit (loss): | ||||||||
North America | $ | 38,460 | $ | 43,012 | ||||
Europe | (3,182 | ) | (4,438 | ) | ||||
South America | (2,507 | ) | (5,131 | ) | ||||
Asia Pacific | 650 | 2,426 | ||||||
Income before income taxes | $ | 33,421 | $ | 35,869 | ||||
Restructuring cost included in segment profit (loss): | ||||||||
North America | $ | 98 | $ | 417 | ||||
Europe | 2,863 | 18,423 | ||||||
South America | — | — | ||||||
Asia Pacific | 128 | — | ||||||
Consolidated | $ | 3,089 | $ | 18,840 | ||||
December 31, | March 31, | |||||||
2014 | 2015 | |||||||
Segment assets: | ||||||||
North America | $ | 885,242 | $ | 886,568 | ||||
Europe | 591,743 | 584,297 | ||||||
South America | 105,547 | 90,372 | ||||||
Asia Pacific | 300,302 | 471,842 | ||||||
Eliminations and other | 249,933 | 180,281 | ||||||
Consolidated | $ | 2,132,767 | $ | 2,213,360 | ||||
Financial_Instruments_Tables
Financial Instruments (Tables) | 3 Months Ended | |||||||||
Mar. 31, 2015 | ||||||||||
Fair Value Disclosures [Abstract] | ||||||||||
Schedule of Derivative Instruments in Statement of Financial Position, Fair Value [Table Text Block] | The location and fair value of the Company's derivative instruments qualifying as cash flow hedges as of December 31, 2014 and March 31, 2015 are as follows: | |||||||||
December 31, 2014 | March 31, 2015 | |||||||||
Other current assets: | ||||||||||
Forward foreign exchange contracts | $ | 370 | $ | 928 | ||||||
Interest rate swaps | — | 26 | ||||||||
Other assets: | ||||||||||
Interest rate swaps | 19 | 80 | ||||||||
Total assets | $ | 389 | $ | 1,034 | ||||||
Accrued liabilities: | ||||||||||
Forward foreign exchange contracts | $ | (1,999 | ) | $ | (1,435 | ) | ||||
Interest rate swaps | (751 | ) | (1,545 | ) | ||||||
Other liabilities: | ||||||||||
Interest rate swaps | (903 | ) | (2,439 | ) | ||||||
Total liabilities | $ | (3,653 | ) | $ | (5,419 | ) | ||||
Fair Value Hierarchy Level for Company's Liabilities Measured | Fair value measurements and the fair value hierarchy level for the Company’s liabilities measured or disclosed at fair value on a recurring basis as of December 31, 2014 and March 31, 2015, are shown below: | |||||||||
December 31, 2014 | March 31, 2015 | Input | ||||||||
Forward foreign exchange contracts - other current assets | $ | 370 | $ | 928 | Level 2 | |||||
Forward foreign exchange contracts - accrued liabilities | (1,999 | ) | (1,435 | ) | Level 2 | |||||
Interest rate swaps - other current assets | — | 26 | Level 2 | |||||||
Interest rate swaps - other assets | 19 | 80 | Level 2 | |||||||
Interest rate swaps - other current liabilities | (751 | ) | (1,545 | ) | Level 2 | |||||
Interest rate swaps - other liabilities | (903 | ) | (2,439 | ) | Level 2 |
Acquisitions_Additional_Inform
Acquisitions Additional Information (Details) (USD $) | 3 Months Ended | 0 Months Ended | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Feb. 27, 2015 | Jun. 30, 2015 |
Business Acquisition [Line Items] | ||||
Purchase of noncontrolling interests | $1,262 | $0 | ||
Gain on remeasurement of previously held equity interest | 11,622 | 0 | ||
Metzler Automotive Profiles India [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 26.00% | |||
Cooper Standard Jingda Changchun Automotive Co., Ltd [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 20.00% | |||
Huayu-Cooper Standard Sealing Systems Co., Ltd. [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 47.50% | |||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Including Subsequent Acquisition, Percentage | 95.00% | |||
Business Combination, Consideration Transferred | 59,320 | |||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Percentage | 47.50% | |||
Business Combination, Step Acquisition, Equity Interest in Acquiree, Fair Value | 41,378 | |||
Gain on remeasurement of previously held equity interest | 11,622 | |||
Noncontrolling Interest, Ownership Percentage by Noncontrolling Owners | 5.00% | |||
Subsequent Event [Member] | Huayu-Cooper Standard Sealing Systems Co., Ltd. [Member] | ||||
Business Acquisition [Line Items] | ||||
Business Combination, Consideration Transferred | $9,954 |
Acquisitions_Summary_of_Estima
Acquisitions Summary of Estimated Fair Value of Assets Acquired and Liabilities Assumed at Date of Acquisition (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 | Feb. 27, 2015 |
In Thousands, unless otherwise specified | |||
Business Acquisition [Line Items] | |||
Goodwill | $150,037 | $135,169 | |
Huayu-Cooper Standard Sealing Systems Co., Ltd. [Member] | |||
Business Acquisition [Line Items] | |||
Cash and cash equivalents | 7,079 | ||
Accounts receivable | 24,197 | ||
Inventories | 13,772 | ||
Prepaid expenses | 13,045 | ||
Other current assets | 21,189 | ||
Property, plant, and equipment | 79,869 | ||
Goodwill | 16,628 | ||
Intangibles | 12,299 | ||
Other assets | 14,200 | ||
Total assets acquired | 202,278 | ||
Debt payable within one year | 19,164 | ||
Accounts payable | 41,059 | ||
Other current liabilities | 16,950 | ||
Other liabilities | 13,256 | ||
Total liabilities assumed | 90,429 | ||
Noncontrolling interest | 11,368 | ||
Net assets acquired including noncontrolling interest | $100,481 |
Goodwill_and_Intangibles_Addit
Goodwill and Intangibles - Additional Information (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2015 |
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Amortization expenses | $3,548 | $4,436 | |
Scenario, Forecast [Member] | |||
Acquired Finite-Lived Intangible Assets [Line Items] | |||
Estimated Amortization Expenses | $14,666 |
Goodwill_and_Intangibles_Carry
Goodwill and Intangibles - Carrying Amount of Goodwill by Reportable Operating Segment (Detail) (USD $) | 3 Months Ended |
In Thousands, unless otherwise specified | Mar. 31, 2015 |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | $16,628 |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 135,169 |
Foreign exchange translation | -1,760 |
Goodwill, Ending Balance | 150,037 |
North America [Member] | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | 0 |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 117,609 |
Foreign exchange translation | -497 |
Goodwill, Ending Balance | 117,112 |
Europe [Member] | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | 0 |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 12,366 |
Foreign exchange translation | -1,422 |
Goodwill, Ending Balance | 10,944 |
South America [Member] | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | 0 |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 0 |
Foreign exchange translation | 0 |
Goodwill, Ending Balance | 0 |
Asia Pacific [Member] | |
Goodwill [Line Items] | |
Goodwill, Acquired During Period | 16,628 |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 5,194 |
Foreign exchange translation | 159 |
Goodwill, Ending Balance | $21,981 |
Goodwill_and_Intangibles_Intan
Goodwill and Intangibles - Intangible Assets and Accumulated Amortization Balances (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $161,326 | $149,424 |
Accumulated Amortization | -72,631 | -67,115 |
Net Carrying Amount | 88,695 | 82,309 |
Customer relationships [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 141,613 | 133,471 |
Accumulated Amortization | -61,327 | -59,773 |
Net Carrying Amount | 80,286 | 73,698 |
Developed technology [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 8,820 | 9,252 |
Accumulated Amortization | -6,800 | -6,842 |
Net Carrying Amount | 2,020 | 2,410 |
Other [Member] | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 10,893 | 6,701 |
Accumulated Amortization | -4,504 | -500 |
Net Carrying Amount | $6,389 | $6,201 |
Restructuring_Additional_Infor
Restructuring - Additional Information (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | $18,840 | $3,089 | |
North America [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Estimated restructuring cost for initiative | 8,500 | ||
Europe Facilities [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Aggregate expense incurred related to restructuring | 18,374 | ||
Estimated restructuring cost for initiative | 125,000 | ||
Restructuring | 18,374 | 2,431 | |
Liability related to restructuring activities | 23,717 | 10,824 | |
Other restructuring initiatives [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Liability related to restructuring activities | 12 | ||
Employee Separation Costs [Member] | Europe Facilities [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 14,004 | 0 | |
Liability related to restructuring activities | 22,451 | 10,824 | |
Employee Separation Costs [Member] | Other restructuring initiatives [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 49 | 242 | |
Other Exit Costs [Member] | North America [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 417 | ||
Other Exit Costs [Member] | Europe Facilities [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | 4,370 | 2,431 | |
Liability related to restructuring activities | 1,266 | 0 | |
Other Exit Costs [Member] | Other restructuring initiatives [Member] | |||
Restructuring Cost and Reserve [Line Items] | |||
Restructuring | $416 |
Restructuring_Summary_of_Restr
Restructuring - Summary of Restructuring Expense (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring | $18,840 | $3,089 |
Europe Facilities [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring | 18,374 | 2,431 |
Europe Facilities [Member] | Employee Separation Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring | 14,004 | 0 |
Europe Facilities [Member] | Other Exit Costs [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring | 4,370 | 2,431 |
Europe Facilities [Member] | Asset Impairments [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring | $0 |
Restructuring_Summary_of_Activ
Restructuring - Summary of Activity of Restructuring (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Restructuring Cost and Reserve [Line Items] | ||
Restructuring | $18,840 | $3,089 |
Europe Facilities [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve, Beginning Balance | 10,824 | |
Restructuring | 18,374 | 2,431 |
Cash payments and foreign exchange translation | -5,481 | |
Restructuring Reserve, Ending Balance | 23,717 | |
Employee Separation Costs [Member] | Europe Facilities [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve, Beginning Balance | 10,824 | |
Restructuring | 14,004 | 0 |
Cash payments and foreign exchange translation | -2,377 | |
Restructuring Reserve, Ending Balance | 22,451 | |
Other Exit Costs [Member] | Europe Facilities [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve, Beginning Balance | 0 | |
Restructuring | 4,370 | 2,431 |
Cash payments and foreign exchange translation | -3,104 | |
Restructuring Reserve, Ending Balance | 1,266 | |
Asset Impairments [Member] | Europe Facilities [Member] | ||
Restructuring Cost and Reserve [Line Items] | ||
Restructuring Reserve, Beginning Balance | 0 | |
Restructuring | 0 | |
Cash payments and foreign exchange translation | 0 | |
Restructuring Reserve, Ending Balance | $0 |
Inventories_Inventories_Additi
Inventories Inventories - Additional Information (Details) (USD $) | Mar. 31, 2015 |
Inventory Disclosure [Abstract] | |
Inventory Adjustments | $1,414 |
Inventories_Summary_of_Invento
Inventories - Summary of Inventories (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Inventory Disclosure [Abstract] | ||
Finished goods | $47,217 | $45,485 |
Work in process | 40,342 | 36,498 |
Raw materials and supplies | 91,387 | 84,548 |
Inventories | $178,946 | $166,531 |
Debt_Outstanding_Debt_Detail
Debt - Outstanding Debt (Detail) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Debt Instrument [Line Items] | ||
Term loan | $741,161 | $742,902 |
Other borrowings | 59,219 | 42,972 |
Total debt | 800,380 | 785,874 |
Less current portion | -54,992 | -36,789 |
Total long-term debt | $745,388 | $749,085 |
Debt_Additional_Information_De
Debt - Additional Information (Detail) (USD $) | 0 Months Ended | 3 Months Ended | ||
In Thousands, unless otherwise specified | Apr. 04, 2014 | Mar. 31, 2015 | Apr. 08, 2013 | Jun. 11, 2014 |
Credit Facilities [Line Items] | ||||
Letters of credit outstanding | $35,576 | |||
Medium-term Notes [Member] | ||||
Credit Facilities [Line Items] | ||||
Debt Instrument, Maturity Date | 4-Apr-21 | |||
Aggregate principal amount | 750,000 | |||
Consolidated first lien debt ratio | 2.25 to 1.00 | |||
Term loan accordion feature | 300,000 | |||
Principle amount outstanding | 744,375 | |||
Debt issuance costs | 7,900 | |||
Discount on Senior PIK Toggle Notes | 3,750 | 3,214 | ||
Amended Senior ABL Facility [Member] | ||||
Credit Facilities [Line Items] | ||||
Aggregate revolving loan availability | 150,000 | 150,000 | ||
Letter of credit sub-facility | 60,000 | |||
Swing line sub-facility | 25,000 | |||
Uncommitted incremental loan facility | 105,000 | |||
Total Senior ABL Facility | 255,000 | |||
Amendment No. 1 to Senior ABL Facility [Member] | ||||
Credit Facilities [Line Items] | ||||
Aggregate revolving loan availability | 180,000 | 180,000 | ||
Uncommitted incremental loan facility | 75,000 | |||
Total Senior ABL Facility | $255,000 | |||
LIBOR [Member] | ||||
Credit Facilities [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 1.00% | |||
Base Rate [Member] | ||||
Credit Facilities [Line Items] | ||||
Debt Instrument, Interest Rate, Stated Percentage | 3.00% |
Pension_and_Postretirement_Ben2
Pension and Postretirement Benefits other than Pensions - Net Periodic Benefit Cost of Defined Benefit Plans and Other Postretirement Benefit Plans (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
U.S. Pension Benefits [Member] | ||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||
Service cost | $232 | $213 |
Interest cost | 3,084 | 3,370 |
Expected return on plan assets | -4,421 | -4,764 |
Amortization of prior service cost (credit) and recognized actuarial loss (gain) | 276 | 16 |
Other | 0 | 0 |
Net periodic benefit cost (income) | -829 | -1,165 |
Non-U.S. Pension Benefits [Member] | ||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||
Service cost | 889 | 861 |
Interest cost | 1,295 | 1,802 |
Expected return on plan assets | -860 | -958 |
Amortization of prior service cost (credit) and recognized actuarial loss (gain) | 679 | 231 |
Other | 120 | 0 |
Net periodic benefit cost (income) | 2,123 | 1,936 |
U.S. Other Postretirement Benefits [Member] | ||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||
Service cost | 109 | 106 |
Interest cost | 353 | 397 |
Amortization of prior service cost (credit) and recognized actuarial loss (gain) | -396 | -481 |
Other | 6 | 6 |
Net periodic benefit cost (income) | 72 | 28 |
Non-U.S. Other Postretirement Benefits [Member] | ||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||
Service cost | 98 | 136 |
Interest cost | 175 | 188 |
Amortization of prior service cost (credit) and recognized actuarial loss (gain) | -5 | -71 |
Other | 0 | 0 |
Net periodic benefit cost (income) | $268 | $253 |
Income_Taxes_Additional_Inform
Income Taxes - Additional Information (Detail) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Income Tax Disclosure [Abstract] | ||
Effective tax rate | 41.00% | 36.00% |
Accumulated_Other_Comprehensiv2
Accumulated Other Comprehensive Income , Equity and Redeemable Noncontrolling Interests - Changes in Accumulated Other Comprehensive Income (Loss) (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | |||
Beginning Balance | ($139,243) | ||
Ending Balance | -183,236 | -139,243 | |
Cumulative currency translation adjustment [Member] | |||
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | |||
Beginning Balance | -50,371 | 5,712 | |
Other comprehensive income (loss) before reclassifications | -47,261 | -2,020 | |
Amounts reclassified from accumulated other comprehensive income (loss) | -1,909 | 0 | |
Net current period other comprehensive income (loss) | -49,170 | -2,020 | |
Ending Balance | -99,541 | 3,692 | |
Benefit plan liability [Member] | |||
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | |||
Beginning Balance | -86,861 | -33,406 | |
Other comprehensive income (loss) before reclassifications | 5,377 | 159 | |
Amounts reclassified from accumulated other comprehensive income (loss) | 384 | -166 | |
Net current period other comprehensive income (loss) | 5,761 | -7 | |
Ending Balance | -81,100 | -33,413 | |
Unrealized gains on investment securities [Member] | |||
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | |||
Beginning Balance | 0 | ||
Other comprehensive income (loss) before reclassifications | 1,146 | ||
Amounts reclassified from accumulated other comprehensive income (loss) | 0 | ||
Net current period other comprehensive income (loss) | 1,146 | ||
Ending Balance | 1,146 | ||
Fair value change of derivatives [Member] | |||
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | |||
Beginning Balance | -2,011 | 0 | |
Other comprehensive income (loss) before reclassifications | -683 | 73 | |
Amounts reclassified from accumulated other comprehensive income (loss) | 99 | 5 | |
Net current period other comprehensive income (loss) | -584 | 78 | |
Ending Balance | -2,595 | 78 | |
Accumulated other comprehensive loss [Member] | |||
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | |||
Beginning Balance | -139,243 | -27,694 | |
Other comprehensive income (loss) before reclassifications | -42,567 | -642 | |
Amounts reclassified from accumulated other comprehensive income (loss) | -1,426 | -161 | |
Net current period other comprehensive income (loss) | -43,993 | -803 | |
Ending Balance | ($183,236) | ($28,497) |
Accumulated_Other_Comprehensiv3
Accumulated Other Comprehensive Income , Equity and Redeemable Noncontrolling Interests - Changes in Accumulated Other Comprehensive Income (Loss) (Phantoms) (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Equity [Abstract] | ||
Other comprehensive income (loss) related to benefit plan liability, tax | ($280) | ($74) |
Other Comprehensive Income (Loss), Unrealized Holding Gain (Loss) on Securities Arising During Period, Tax | -703 | |
Other comprehensive income (loss) related to fair value change of derivatives, tax | 536 | -59 |
Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Tax, Portion Attributable to Noncontrolling Interest | $300 |
Accumulated_Other_Comprehensiv4
Accumulated Other Comprehensive Income , Equity and Redeemable Noncontrolling Interests - Reclassifications Out of Accumulated Other Comprehensive Income (Loss) (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Accumulated Other Comprehensive Income (Loss) [Line Items] | ||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Reclassification Adjustment from AOCI, Realized upon Sale or Liquidation, before Tax | $1,609 | $0 |
Fair value change of derivatives | ||
Fair value change of derivatives, Income before income taxes | -168 | -7 |
Fair value change of derivatives, Income tax expense | 69 | 2 |
Fair value change of derivatives, Consolidated net income | -99 | -5 |
Amortization of defined benefit and other postretirement benefit plans | ||
Amortization of defined benefit and other postretirement benefit plans, Prior service credits | 87 | 82 |
Amortization of defined benefit andother postretirement benefit plans, Actuarial gains (losses) | -612 | 224 |
Amortization of defined benefit and other postretirement benefit plans, Income before income taxes | -525 | 306 |
Amortization of defined benefit and other postretirement benefit plans, Income tax expense | 141 | -140 |
Amortization of defined benefit and other postretirement benefit plans, Consolidated net income | -384 | 166 |
Total reclassifications for the period | 1,126 | 161 |
Cost of products sold [Member] | Foreign exchange contract [Member] | ||
Fair value change of derivatives | ||
Fair value change of derivatives, Income before income taxes | ($168) | ($7) |
Accumulated_Other_Comprehensiv5
Accumulated Other Comprehensive Income , Equity and Redeemable Noncontrolling Interests - Summary of Equity and Redeemable Noncontrolling Interest Activity (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Equity And Noncontrolling Interests [Line Items] | ||
Equity at January 1, 2015 | $548,714 | |
Net Income (Loss) Attributable to Parent | 20,987 | 19,735 |
Net income (loss) | 21,128 | 21,357 |
Warrant exercise | 0 | 4,571 |
Equity at March 31, 2015 | 541,924 | |
Total [Member] | ||
Equity And Noncontrolling Interests [Line Items] | ||
Equity at January 1, 2015 | 548,714 | |
Net income (loss) | 21,173 | |
Warrant exercise | 24 | |
Other comprehensive income (loss) | -43,884 | |
Stock-based compensation, net | 1,546 | |
Acquisition of Shenya | 11,368 | |
Shares issued under stock option plans | -71 | |
Purchase of noncontrolling interest | 3,054 | |
Equity at March 31, 2015 | 541,924 | |
Parent [Member] | ||
Equity And Noncontrolling Interests [Line Items] | ||
Equity at January 1, 2015 | 548,966 | |
Net income (loss) | 20,987 | |
Warrant exercise | 24 | |
Other comprehensive income (loss) | -43,993 | |
Stock-based compensation, net | 1,546 | |
Acquisition of Shenya | 0 | |
Shares issued under stock option plans | -71 | |
Purchase of noncontrolling interest | 2,862 | |
Equity at March 31, 2015 | 530,321 | |
Noncontrolling Interest [Member] | ||
Equity And Noncontrolling Interests [Line Items] | ||
Equity at January 1, 2015 | -252 | |
Net income (loss) | 186 | |
Warrant exercise | 0 | |
Other comprehensive income (loss) | 109 | |
Stock-based compensation, net | 0 | |
Acquisition of Shenya | 11,368 | |
Shares issued under stock option plans | 0 | |
Purchase of noncontrolling interest | 192 | |
Equity at March 31, 2015 | 11,603 | |
Redeemable Noncontrolling Interests [Member] | ||
Equity And Noncontrolling Interests [Line Items] | ||
Equity at January 1, 2015 | 3,981 | |
Net income (loss) | -45 | |
Warrant exercise | 0 | |
Other comprehensive income (loss) | 0 | |
Stock-based compensation, net | 0 | |
Acquisition of Shenya | 0 | |
Shares issued under stock option plans | 0 | |
Purchase of noncontrolling interest | -3,936 | |
Equity at March 31, 2015 | $0 |
Net_Income_Per_Share_Attributa2
Net Income Per Share Attributable to Cooper-Standard Holdings Inc. - Basic and Diluted Net Income Per Share Attributable (Detail) (USD $) | 3 Months Ended | |
In Thousands, except Share data, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Earnings Per Share [Abstract] | ||
Net income attributable to Cooper-Standard Holdings Inc. | $20,987 | $19,735 |
Increase (decrease) in fair value of share-based awards | 5 | 0 |
Diluted net income available to Cooper-Standard Holdings Inc. common stockholders | $20,992 | $19,735 |
Basic weighted average shares of common stock outstanding | 17,037,283 | 16,656,600 |
Dilutive effect of: | ||
Restricted common stock | 195,035 | 151,772 |
Warrants | 795,897 | 1,038,338 |
Options | 209,237 | 73,561 |
Diluted weighted average shares of common stock outstanding | 18,237,452 | 17,920,271 |
Basic net income per share attributable to Cooper-Standard Holdings Inc. | $1.23 | $1.18 |
Diluted net income per share attributable to Cooper-Standard Holdings Inc. | $1.15 | $1.10 |
Net_Income_Per_Share_Attributa3
Net Income Per Share Attributable to Cooper-Standard Holdings Inc -Common stock equivalents (Detail) (USD $) | 3 Months Ended | |
Mar. 31, 2015 | Mar. 31, 2014 | |
Stock Option [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 303,300 | 479,211 |
Stock Option [Member] | Minimum [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price | 56.27 | 25.52 |
Stock Option [Member] | Maximum [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Exercise price | 70.2 | 66.23 |
Restricted Stock [Member] | ||
Share-based Compensation, Shares Authorized under Stock Option Plans, Exercise Price Range [Line Items] | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share, Amount | 0 | 70,420 |
StockBased_Compensation_Additi
Stock-Based Compensation - Additional Information (Detail) (Omnibus Incentive Plan [Member], USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Omnibus Incentive Plan [Member] | ||
Stock Comp [Line Items] | ||
Total compensation expense recognized | $2,629 | $3,906 |
Other_Income_Expense_Net_Detai
Other Income (Expense), Net - Details of Components of Other Income Expense, Net (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 |
Other Income and Expenses [Abstract] | ||
Gain on remeasurement of previously held equity interest | $11,622 | $0 |
Foreign currency gains (losses) | -248 | 532 |
Losses related to forward contracts | 0 | -38 |
Loss on sale of receivables | -297 | -464 |
Other income, net | $11,077 | $30 |
Related_Party_Transactions_Add
Related Party Transactions - Additional Information (Detail) (USD $) | 1 Months Ended | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Mar. 31, 2015 | Mar. 31, 2014 |
Related Party Transaction Due From To Related Party [Line Items] | ||||
Dividend related to return on Capital on investment made | $0 | $951 | ||
Nisco [Member] | ||||
Related Party Transaction Due From To Related Party [Line Items] | ||||
Equity Method Investment, Ownership Percentage | 40.00% | 40.00% | ||
Sales to related party | 7,914 | 10,850 | ||
Dividend received | 680 | 1,760 | ||
Dividend related to earnings | 809 | |||
Dividend related to return on Capital on investment made | $951 |
Business_Segments_Additional_I
Business Segments - Additional Information (Detail) | 3 Months Ended |
Mar. 31, 2015 | |
Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
Business_Segments_Information_
Business Segments - Information on Company's Business Segments (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Segment Reporting Information [Line Items] | |||
Sales to external customers | $800,050 | $837,606 | |
Intersegment sales | 0 | 0 | |
Segment profit (loss) | 35,869 | 33,421 | |
Restructuring | 18,840 | 3,089 | |
Segment assets | 2,213,360 | 2,132,767 | |
Reportable Geographical Components [Member] | North America [Member] | |||
Segment Reporting Information [Line Items] | |||
Sales to external customers | 417,362 | 432,605 | |
Intersegment sales | 4,050 | 3,359 | |
Segment profit (loss) | 43,012 | 38,460 | |
Restructuring | 417 | 98 | |
Segment assets | 886,568 | 885,242 | |
Reportable Geographical Components [Member] | Europe [Member] | |||
Segment Reporting Information [Line Items] | |||
Sales to external customers | 266,829 | 308,161 | |
Intersegment sales | 2,973 | 2,227 | |
Segment profit (loss) | -4,438 | -3,182 | |
Restructuring | 18,423 | 2,863 | |
Segment assets | 584,297 | 591,743 | |
Reportable Geographical Components [Member] | South America [Member] | |||
Segment Reporting Information [Line Items] | |||
Sales to external customers | 30,178 | 39,766 | |
Intersegment sales | 0 | 0 | |
Segment profit (loss) | -5,131 | -2,507 | |
Restructuring | 0 | 0 | |
Segment assets | 90,372 | 105,547 | |
Reportable Geographical Components [Member] | Asia Pacific [Member] | |||
Segment Reporting Information [Line Items] | |||
Sales to external customers | 85,681 | 57,074 | |
Intersegment sales | 1,178 | 1,847 | |
Segment profit (loss) | 2,426 | 650 | |
Restructuring | 0 | 128 | |
Segment assets | 471,842 | 300,302 | |
Eliminations and other [Member] | |||
Segment Reporting Information [Line Items] | |||
Intersegment sales | -8,201 | -7,433 | |
Segment assets | $180,281 | $249,933 |
Financial_Instruments_Addition
Financial Instruments - Additional Information (Detail) (USD $) | 3 Months Ended | |
In Thousands, unless otherwise specified | Mar. 31, 2015 | Dec. 31, 2014 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Term loan | $741,161 | $742,902 |
Interest Rate Cash Flow Hedge Gain (Loss) to be Reclassified During Next 12 Months, Net | 1,519 | |
Foreign exchange contract [Member] | Cash Flow Hedging [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notional amount of foreign currency cash flow | 44,365 | |
Amount reclassified from AOCI into cost of products sold | 168 | |
Forward Foreign Exchange Contracts Transaction Period | 31-Dec-15 | |
Interest Rate Swap [Member] | Cash Flow Hedging [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Notional amount of foreign currency cash flow | 300,000 | |
Derivative, Maturity Date | 30-Sep-18 | |
Medium-term Notes [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Fair value of the term loan | $737,455 | $723,401 |
Financial_Instruments_Fair_Val
Financial Instruments - Fair Value Hierarchy Level for Company's Liabilities Measured (Detail) (Level 2 [Member], USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Other Current Assets [Member] | ||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Forward foreign exchange contracts - other current assets | $928 | $370 |
Interest rate swaps - other assets | 26 | 0 |
Accrued Liabilities [Member] | ||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Forward foreign exchange contracts - accrued liabilities | -1,435 | -1,999 |
Other Assets [Member] | ||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Interest rate swaps - other assets | 80 | 19 |
Other Current Liabilities [Member] | ||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Interest rate swaps - other liabilities | -1,545 | -751 |
Other Liabilities [Member] | ||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Interest rate swaps - other liabilities | ($2,439) | ($903) |
Financial_Instruments_Location
Financial Instruments - Location and fair value of derivative instruments qualifying as cash flow hedges (Details) (USD $) | Mar. 31, 2015 | Dec. 31, 2014 |
In Thousands, unless otherwise specified | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Instruments in Hedges, Assets, at Fair Value | $1,034 | $389 |
Derivative Instruments in Hedges, Liabilities, at Fair Value | -5,419 | -3,653 |
Other Current Assets [Member] | Foreign exchange contract [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Current | 928 | 370 |
Other Current Assets [Member] | Interest Rate Swap [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset, Current | 26 | 0 |
Other Assets [Member] | Interest Rate Swap [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Asset | 80 | 19 |
Accrued Liabilities [Member] | Foreign exchange contract [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Current | -1,435 | -1,999 |
Accrued Liabilities [Member] | Interest Rate Swap [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability, Current | -1,545 | -751 |
Other Liabilities [Member] | Interest Rate Swap [Member] | ||
Derivatives, Fair Value [Line Items] | ||
Derivative Liability | ($2,439) | ($903) |
Accounts_Receivable_Factoring_
Accounts Receivable Factoring - Additional Information (Detail) (USD $) | 3 Months Ended | ||
In Thousands, unless otherwise specified | Mar. 31, 2015 | Mar. 31, 2014 | Dec. 31, 2014 |
Receivables [Abstract] | |||
Amount outstanding under accounts receivable transfer agreements without recourse | $72,763 | $95,951 | |
Total amount of accounts receivable factored without recourse | 79,799 | 139,130 | |
Costs incurred on sale of receivables without recourse | 631 | 798 | |
Amount outstanding under accounts receivable transfer agreements with recourse | 4,833 | 8,292 | |
Secured debt maturity period | 1 year | ||
Total amount of accounts receivable factored with recourse | 7,918 | 15,695 | |
Costs incurred on sale of receivables with recourse | $48 | $92 |