Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2019 | Oct. 31, 2019 | |
Cover page. | ||
Document Type | 10-Q | |
Document Quarterly Report | true | |
Document Period End Date | Sep. 30, 2019 | |
Document Transition Report | false | |
Entity File Number | 001-36127 | |
Entity Registrant Name | COOPER-STANDARD HOLDINGS INC. | |
Entity Incorporation, State or Country Code | DE | |
Entity Tax Identification Number | 20-1945088 | |
Entity Address, Address Line One | 39550 Orchard Hill Place Drive | |
Entity Address, City or Town | Novi | |
Entity Address, State or Province | MI | |
Entity Address, Postal Zip Code | 48375 | |
City Area Code | 248 | |
Local Phone Number | 596-5900 | |
Title of 12(b) Security | Common Stock, par value $0.001 per share | |
Trading Symbol | CPS | |
Security Exchange Name | NYSE | |
Entity Current Reporting Status | Yes | |
Entity Interactive Data Current | Yes | |
Entity Filer Category | Large Accelerated Filer | |
Entity Small Business | false | |
Entity Emerging Growth Company | false | |
Entity Shell Company | false | |
Entity Common Stock, Shares Outstanding | 16,838,724 | |
Entity Central Index Key | 0001320461 | |
Amendment Flag | false | |
Document Fiscal Year Focus | 2019 | |
Document Fiscal Period Focus | Q3 | |
Current Fiscal Year End Date | --12-31 |
CONDENSED CONSOLIDATED STATEMEN
CONDENSED CONSOLIDATED STATEMENTS OF NET INCOME - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Statement [Abstract] | ||||
Sales | $ 729,021 | $ 861,653 | $ 2,373,865 | $ 2,757,306 |
Cost of products sold | 659,313 | 741,998 | 2,088,631 | 2,315,406 |
Gross profit | 69,708 | 119,655 | 285,234 | 441,900 |
Selling, administration & engineering expenses | 63,020 | 82,134 | 224,164 | 238,913 |
Gain on sale of business | 1,730 | 0 | (188,180) | 0 |
Gain on sale of land | 0 | (10,714) | 0 | (10,714) |
Amortization of intangibles | 4,250 | 3,791 | 13,173 | 10,596 |
Restructuring charges | 5,572 | 2,703 | 29,214 | 19,841 |
Impairment charges | 1,958 | 0 | 4,146 | 0 |
Operating profit (loss) | (6,822) | 41,741 | 202,717 | 183,264 |
Interest expense, net of interest income | (10,351) | (9,983) | (33,858) | (29,756) |
Equity in earnings of affiliates | 1,515 | 1,413 | 5,764 | 4,348 |
Loss on refinancing and extinguishment of debt | 0 | 0 | 0 | (770) |
Other expense, net | (514) | (1,697) | (3,091) | (3,973) |
Income (loss) before income taxes | (16,172) | 31,474 | 171,532 | 153,113 |
Income tax expense (benefit) | (574) | (1,190) | 45,996 | 19,831 |
Net income (loss) | (15,598) | 32,664 | 125,536 | 133,282 |
Net (income) loss attributable to noncontrolling interests | 1,745 | (508) | 2,447 | (2,457) |
Net income (loss) attributable to Cooper-Standard Holdings Inc. | $ (13,853) | $ 32,156 | $ 127,983 | $ 130,825 |
Earnings per share | ||||
Basic | $ (0.82) | $ 1.80 | $ 7.42 | $ 7.29 |
Diluted | $ (0.82) | $ 1.77 | $ 7.40 | $ 7.13 |
CONDENSED CONSOLIDATED STATEM_2
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Net income (loss) | $ (15,598) | $ 32,664 | $ 125,536 | $ 133,282 |
Currency translation adjustment | (29,513) | (15,715) | (33,407) | (41,277) |
Benefit plan liabilities adjustment, net of tax | 2,246 | 656 | 686 | 4,914 |
Fair value change of derivatives, net of tax | (1,558) | 1,481 | 523 | 1,871 |
Other comprehensive loss, net of tax | (28,825) | (13,578) | (32,198) | (34,492) |
Comprehensive income (loss) | (44,423) | 19,086 | 93,338 | 98,790 |
Comprehensive loss (income) attributable to noncontrolling interests | 2,606 | 584 | 3,558 | (704) |
Comprehensive income (loss) attributable to Cooper-Standard Holdings Inc. | $ (41,817) | $ 19,670 | $ 96,896 | $ 98,086 |
CONDENSED CONSOLIDATED BALANCE
CONDENSED CONSOLIDATED BALANCE SHEETS - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Current assets: | ||
Cash and cash equivalents | $ 323,142 | $ 264,980 |
Accounts receivable, net | 462,244 | 418,607 |
Tooling receivable | 158,826 | 141,106 |
Inventories | 178,916 | 175,572 |
Prepaid expenses | 32,795 | 36,878 |
Other current assets | 71,901 | 108,683 |
Assets held for sale | 0 | 103,898 |
Total current assets | 1,227,824 | 1,249,724 |
Property, plant and equipment, net | 961,793 | 984,241 |
Operating Lease, Right-of-Use Asset | 87,849 | 0 |
Goodwill | 142,104 | 143,681 |
Intangible assets, net | 88,325 | 99,602 |
Other assets | 137,552 | 145,855 |
Total assets | 2,645,447 | 2,623,103 |
Current liabilities: | ||
Debt payable within one year | 67,419 | 101,323 |
Accounts payable | 405,766 | 452,320 |
Payroll liabilities | 94,728 | 92,604 |
Accrued liabilities | 104,965 | 98,907 |
Current operating lease liabilities | 24,004 | 0 |
Liabilities held for sale | 0 | 71,195 |
Total current liabilities | 696,882 | 816,349 |
Long-term debt | 736,044 | 729,805 |
Pension benefits | 128,409 | 138,771 |
Postretirement benefits other than pensions | 46,961 | 40,901 |
Long-term operating lease liabilities | 64,102 | 0 |
Other liabilities | 52,644 | 37,775 |
Total liabilities | 1,725,042 | 1,763,601 |
7% Cumulative participating convertible preferred stock, $0.001 par value, 10,000,000 shares authorized; no shares issued and outstanding | 0 | 0 |
Equity: | ||
Common stock, $0.001 par value, 190,000,000 shares authorized; 18,904,533 shares issued and 16,838,724 shares outstanding as of September 30, 2019, and 19,620,546 shares issued and 17,554,737 outstanding as of December 31, 2018 | 17 | 17 |
Additional paid-in capital | 488,862 | 501,511 |
Retained earnings | 686,714 | 576,025 |
Accumulated other comprehensive loss | (277,175) | (246,088) |
Total Cooper-Standard Holdings Inc. equity | 898,418 | 831,465 |
Noncontrolling interests | 21,987 | 28,037 |
Total equity | 920,405 | 859,502 |
Total liabilities and equity | $ 2,645,447 | $ 2,623,103 |
CONDENSED CONSOLIDATED BALANC_2
CONDENSED CONSOLIDATED BALANCE SHEETS (Parenthetical) - $ / shares | Sep. 30, 2019 | Dec. 31, 2018 |
Statement of Financial Position [Abstract] | ||
Cumulative participating preferred stock | 7.00% | 7.00% |
Preferred stock, par value | $ 0.001 | $ 0.001 |
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 | $ 0.001 | $ 0.001 |
Common stock, shares authorized | 190,000,000 | 190,000,000 |
Common stock, shares issued | 18,904,533 | 19,620,546 |
Common stock, shares outstanding | 16,838,724 | 17,554,737 |
CONDENSED CONSOLIDATED STATEM_3
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($) $ in Thousands | Total | Common Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | AOCI Attributable to Parent [Member] | Cooper Standard Holdings Inc Equity [Member] | Noncontrolling Interest [Member] |
Beginning balance (shares) at Dec. 31, 2017 | 17,914,599 | ||||||
Beginning balance at Dec. 31, 2017 | $ 855,089 | $ 18 | $ 512,815 | $ 511,367 | $ (197,631) | $ 826,569 | $ 28,520 |
Share-based compensation, Shares | 151,288 | ||||||
Share-based compensation, net | (4,787) | (73) | (4,714) | (4,787) | |||
Purchase of noncontrolling interests | (2,370) | (2,682) | (2,682) | 312 | |||
Net income (loss) | 57,416 | 56,792 | 56,792 | 624 | |||
Other Comprehensive Income (Loss), Net of Tax | 17,611 | 16,662 | 16,662 | 949 | |||
Ending balance (shares) at Mar. 31, 2018 | 18,065,887 | ||||||
Ending balance at Mar. 31, 2018 | 922,959 | $ 18 | 510,060 | 572,084 | (189,608) | 892,554 | 30,405 |
Beginning balance (shares) at Dec. 31, 2017 | 17,914,599 | ||||||
Beginning balance at Dec. 31, 2017 | 855,089 | $ 18 | 512,815 | 511,367 | (197,631) | 826,569 | 28,520 |
Net income (loss) | 133,282 | ||||||
Other Comprehensive Income (Loss), Net of Tax | (34,492) | ||||||
Ending balance (shares) at Sep. 30, 2018 | 17,774,629 | ||||||
Ending balance at Sep. 30, 2018 | 911,155 | $ 18 | 510,349 | 609,962 | (239,009) | 881,320 | 29,835 |
Beginning balance (shares) at Mar. 31, 2018 | 18,065,887 | ||||||
Beginning balance at Mar. 31, 2018 | 922,959 | $ 18 | 510,060 | 572,084 | (189,608) | 892,554 | 30,405 |
Repurchase of common stock (shares) | (276,696) | ||||||
Repurchase of common stock | (43,525) | (13,696) | (29,829) | (43,525) | |||
Share-based compensation, Shares | 29,765 | ||||||
Share-based compensation, net | 3,709 | 4,319 | (610) | 3,709 | |||
Contribution from noncontrolling interests | 299 | 299 | |||||
Net income (loss) | 43,202 | 41,877 | 41,877 | 1,325 | |||
Other Comprehensive Income (Loss), Net of Tax | (38,525) | (36,915) | (36,915) | (1,610) | |||
Ending balance (shares) at Jun. 30, 2018 | 17,818,956 | ||||||
Ending balance at Jun. 30, 2018 | 888,119 | $ 18 | 500,683 | 583,522 | (226,523) | 857,700 | 30,419 |
Repurchase of common stock (shares) | (51,092) | ||||||
Repurchase of common stock | 0 | (5,608) | (5,608) | 0 | |||
Share-based compensation, Shares | 6,765 | ||||||
Share-based compensation, net | 3,950 | 4,058 | (108) | 3,950 | |||
Net income (loss) | 32,664 | 32,156 | 32,156 | 508 | |||
Other Comprehensive Income (Loss), Net of Tax | (13,578) | (12,486) | (12,486) | (1,092) | |||
Ending balance (shares) at Sep. 30, 2018 | 17,774,629 | ||||||
Ending balance at Sep. 30, 2018 | $ 911,155 | $ 18 | 510,349 | 609,962 | (239,009) | 881,320 | 29,835 |
Beginning balance (shares) at Dec. 31, 2018 | 17,554,737 | 17,554,737 | |||||
Beginning balance at Dec. 31, 2018 | $ 859,502 | $ 17 | 501,511 | 576,025 | (246,088) | 831,465 | 28,037 |
Repurchase of common stock (shares) | (118,774) | ||||||
Repurchase of common stock | (5,937) | (2,057) | (3,880) | (5,937) | |||
Share-based compensation, Shares | 85,937 | ||||||
Share-based compensation, net | (210) | 4 | (214) | (210) | |||
Contribution from noncontrolling interests | 2,112 | 2,112 | |||||
Net income (loss) | (3,617) | (3,460) | (3,460) | (157) | |||
Other Comprehensive Income (Loss), Net of Tax | 4,859 | 4,455 | 4,455 | 404 | |||
Ending balance (shares) at Mar. 31, 2019 | 17,521,900 | ||||||
Ending balance at Mar. 31, 2019 | $ 854,102 | $ 17 | 499,458 | 565,864 | (241,633) | 823,706 | 30,396 |
Beginning balance (shares) at Dec. 31, 2018 | 17,554,737 | 17,554,737 | |||||
Beginning balance at Dec. 31, 2018 | $ 859,502 | $ 17 | 501,511 | 576,025 | (246,088) | 831,465 | 28,037 |
Net income (loss) | 125,536 | ||||||
Other Comprehensive Income (Loss), Net of Tax | $ (32,198) | ||||||
Ending balance (shares) at Sep. 30, 2019 | 16,838,724 | 16,838,724 | |||||
Ending balance at Sep. 30, 2019 | $ 920,405 | $ 17 | 488,862 | 686,714 | (277,175) | 898,418 | 21,987 |
Beginning balance (shares) at Mar. 31, 2019 | 17,521,900 | ||||||
Beginning balance at Mar. 31, 2019 | 854,102 | $ 17 | 499,458 | 565,864 | (241,633) | 823,706 | 30,396 |
Repurchase of common stock (shares) | (626,305) | ||||||
Repurchase of common stock | (30,000) | (20,486) | (9,514) | (30,000) | |||
Share-based compensation, Shares | 5,738 | ||||||
Share-based compensation, net | 3,523 | 3,522 | 1 | 3,523 | |||
Purchase of noncontrolling interests | (4,759) | 1,298 | 1,298 | (6,057) | |||
Dividends declared to noncontrolling interests | (233) | (233) | |||||
Net income (loss) | 144,751 | 145,296 | 145,296 | (545) | |||
Other Comprehensive Income (Loss), Net of Tax | (8,232) | (7,578) | (7,578) | (654) | |||
Ending balance (shares) at Jun. 30, 2019 | 16,901,333 | ||||||
Ending balance at Jun. 30, 2019 | 959,152 | $ 17 | 483,792 | 701,647 | (249,211) | 936,245 | 22,907 |
Repurchase of common stock (shares) | (72,875) | ||||||
Repurchase of common stock | 0 | 1,084 | (1,084) | 0 | |||
Share-based compensation, Shares | 10,266 | ||||||
Share-based compensation, net | 3,990 | 3,986 | 4 | 3,990 | |||
Contribution from noncontrolling interests | 1,686 | 1,686 | |||||
Net income (loss) | (15,598) | (13,853) | (13,853) | (1,745) | |||
Other Comprehensive Income (Loss), Net of Tax | $ (28,825) | (27,964) | (27,964) | (861) | |||
Ending balance (shares) at Sep. 30, 2019 | 16,838,724 | 16,838,724 | |||||
Ending balance at Sep. 30, 2019 | $ 920,405 | $ 17 | $ 488,862 | $ 686,714 | $ (277,175) | $ 898,418 | $ 21,987 |
CONDENSED CONSOLIDATED STATEM_4
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Sep. 30, 2018 | |
Operating Activities: | ||
Net income (loss) | $ 125,536 | $ 133,282 |
Adjustments to reconcile net income to net cash (used in) provided by operating activities: | ||
Depreciation | 98,795 | 98,675 |
Amortization of intangibles | 13,173 | 10,596 |
Gain on sale of business | (188,180) | 0 |
Gain on sale of land | 0 | (10,714) |
Impairment charges | 4,146 | 0 |
Share-based compensation expense | 10,293 | 14,117 |
Equity in earnings of affiliates, net of dividends related to earnings | (847) | 160 |
Loss on refinancing and extinguishment of debt | 0 | 770 |
Deferred income taxes | 19,576 | 7,083 |
Other | 2,628 | 1,583 |
Changes in operating assets and liabilities | (55,213) | (177,548) |
Net cash provided by operating activities | 29,907 | 78,004 |
Investing activities: | ||
Capital expenditures | (131,085) | (160,088) |
Acquisition of businesses, net of cash acquired | (452) | (98,673) |
Proceeds from sale of business | 243,362 | 0 |
Proceeds from sale of fixed assets and other | 2,084 | 8,173 |
Net cash provided by (used in) investing activities | 113,909 | (250,588) |
Financing activities: | ||
Principal payments on long-term debt | (3,556) | (2,928) |
(Decrease) increase in short-term debt, net | (32,737) | 3,554 |
Purchase of noncontrolling interests | (4,797) | (2,450) |
Repurchase of common stock | (36,550) | (43,525) |
Taxes withheld and paid on employees' share-based payment awards | (2,757) | (11,571) |
Contribution from noncontrolling interests and other | 2,132 | (88) |
Net cash used in financing activities | (78,265) | (57,008) |
Effects of exchange rate changes on cash, cash equivalents and restricted cash | (6,997) | (3,045) |
Changes in cash, cash equivalents and restricted cash | 58,554 | (232,637) |
Cash, cash equivalents and restricted cash at beginning of period | 267,399 | 518,461 |
Cash, cash equivalents and restricted cash at end of period | $ 325,953 | $ 285,824 |
CONDENSED CONSOLIDATED STATEM_5
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS RECONCILIATION OF CASH, CASH EQUIVALENTS AND RESTRICTED CASH - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Reconciliation of Cash, Cash Equivalents and Restricted Cash [Abstract] | ||
Cash and cash equivalents | $ 323,142 | $ 264,980 |
Restricted cash included in other current assets | 12 | 18 |
Restricted cash included in other assets | 2,799 | 2,401 |
Total cash, cash equivalents and restricted cash shown in the statement of cash flows | $ 325,953 | $ 267,399 |
Overview
Overview | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Overview | Overview Basis of Presentation Cooper-Standard Holdings Inc. (together with its consolidated subsidiaries, the “Company” or “Cooper Standard”), through its wholly-owned subsidiary, Cooper-Standard Automotive Inc. (“CSA U.S.”), is a leading manufacturer of sealing, fuel and brake delivery, and fluid transfer systems. 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. During the first quarter of 2019 and in prior periods, the Company also operated an anti-vibration systems product line. On April 1, 2019, the Company completed the divestiture of its anti-vibration systems product line. See Note 4. “Divestiture.” The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. 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, 2018 (the “ 2018 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 September 30, 2019 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. Correction of Errors During the third quarter of 2019, the Company identified errors related to the timing of recording pricing matters with customers in the Asia Pacific region. These errors primarily related to periods prior to fiscal year 2019 and resulted in an out-of-period adjustment that decreased sales by $8,498 , net income by $6,220 and diluted EPS by $0.36 for the nine months ended September 30, 2019 and increased accrued liabilities and other liabilities as of September 30, 2019 by $6,220 , net of tax impact. In addition, an immaterial amount related to these matters was recorded during the third quarter of 2019 that related to the first and second quarters of 2019. Management evaluated the effect of the adjustments on the Company’s financial statements under the provision of ASC 250: Accounting Changes and Error Corrections , Staff Accounting Bulletin No. 99: Materiality and Staff Accounting Bulletin No. 108: Considering the Effects of Prior Year Misstatements when Quantifying Misstatements in Current Year Financial Statements |
New Accounting Pronouncements
New Accounting Pronouncements | 9 Months Ended |
Sep. 30, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncements and Changes in Accounting Principles [Text Block] | New Accounting Pronouncements Recently Adopted Accounting Pronouncements ASU 2016-02, Leases (Topic 842) On January 1, 2019, the Company adopted Accounting Standards Codification (“ASC”) 842, Leases , and all related amendments using the modified retrospective method whereby the cumulative effect of adopting the standard was recognized in equity at the date of initial application. Comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The most prominent among the changes in the standard is the recognition of right-of-use assets and lease liabilities for all leases (except for short-term leases). The Company made a policy election for all asset classes to exclude the balance sheet recognition of leases with a lease term, at lease commencement, of 12 months or less and no purchase option reasonably certain to be exercised. The standard also requires additional disclosures to help financial statement users better understand the amount, timing and uncertainty of cash flows arising from lease transactions. The new standard resulted in a material increase in right-of-use assets and lease liabilities on the Company’s condensed consolidated balance sheet beginning in 2019 and had no impact on its condensed consolidated income statement or to cash provided by (used in) operating, financing or investing activities on its condensed consolidated cash flow statements. The difference between the lease assets and lease liabilities was recorded as an adjustment to the opening balance of retained earnings. The cumulative effects of the changes made to the Company’s condensed consolidated balance sheet as of January 1, 2019 were as follows: Balance as of December 31, 2018 Adjustments due to adoption of ASC 842 Balance as of January 1, 2019 Prepaid expenses $ 36,878 $ (2,704 ) $ 34,174 Assets held for sale 103,898 9,559 113,457 Operating lease right-of-use assets, net — 102,268 102,268 Accrued liabilities 98,907 (336 ) 98,571 Current operating lease liabilities — 27,229 27,229 Liabilities held for sale 71,195 9,561 80,756 Long-term operating lease liabilities — 75,276 75,276 Retained earnings 576,025 (2,607 ) 573,418 The Company elected the package of practical expedients on existing leases as of the effective date which permits the Company to carry forward lease classification and not reassess existing contracts in order to determine if the contracts contain a lease. The Company did not elect the hindsight practical expedient. Additionally, the Company elected the practical expedient to not reassess whether any expired or existing land easements contain leases. Recently Issued Accounting Pronouncements The Company considered the recently issued accounting pronouncement summarized as follows, which is not expected to have a material impact on its consolidated financial statements: Standard Description Effective Date ASU 2016-13, Financial Instruments —Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Amends guidance on the measurement of all expected credit losses for financial instruments, including trade receivables, based on historical experience, current conditions and reasonable and supportable forecasts. January 1, 2020 |
Acqusitions
Acqusitions | 9 Months Ended |
Sep. 30, 2019 | |
Business Combinations [Abstract] | |
Acquisitions | Acquisitions Lauren Acquisition In the third quarter of 2018, the Company acquired the assets and liabilities of Lauren Manufacturing and Lauren Plastics (together, “Lauren”), extruders and molders of organic, silicone, thermoplastic and engineered polymer products with expertise in sealing solutions, to further expand the Company’s Industrial and Specialty Group and non-automotive and adjacent markets. The base purchase price of the acquisition was $92,700 . The results of operations of Lauren are included in the Company’s condensed consolidated financial statements from the date of acquisition and reported within the North America segment. The pro forma effect of this acquisition would not have materially impacted the Company’s reported results for any periods presented, and as a result no pro forma information has been presented. This acquisition was accounted for as a business combination, resulting in the recognition of intangible assets of $34,810 and tax deductible goodwill of $26,080 . Since completion of initial estimates in the third quarter of 2018, the Company has recorded insignificant measurement period adjustments to increase the provisional identifiable net assets acquired, which resulted in a decrease to goodwill. LS Mtron Automotive Parts Acquisition In the fourth quarter of 2018, the Company acquired 80.1% of LS Mtron Ltd.’s automotive parts business, now named Cooper Standard Automotive and Industrial, Inc. The acquisition adds jounce brake lines and charge air cooling technology to the Company’s automotive fluid transfer and fuel and brake delivery systems product lines and further expands core product offerings. The base purchase price was $25,750 . The noncontrolling interest was determined to have a fair value of $6,400 . The results of operations of Cooper Standard Automotive and Industrial, Inc. are included in the Company’s condensed consolidated financial statements from the date of acquisition and reported within the Asia Pacific segment. The pro forma effect of this acquisition would not have materially impacted the Company’s reported results for any periods presented, and as a result no pro forma information has been presented. This acquisition was accounted for as a business combination, and the fair value of identifiable assets acquired and liabilities assumed approximated the fair value of the consideration transferred. In 2019, the Company recorded insignificant measurement period adjustments primarily due to working capital adjustments, which resulted in an increase to the base purchase price. Hutchings Automotive Products Acquisition In the fourth quarter of 2018, the Company acquired the assets and liabilities of Hutchings Automotive Products, LLC (“Hutchings”), a North American supplier of high quality fluid carrying products for automotive powertrain and coolant systems applications. The base purchase price was $42,100 . The results of operations of Hutchings are included in the Company's condensed consolidated financial statements from the date of acquisition and reported within the North America segment. The pro forma effect of this acquisition would not have materially impacted the Company’s reported results for any periods presented, and as a result no pro forma information has been presented. This acquisition was accounted for as a business combination, resulting in the recognition of intangible assets of $11,100 and tax deductible goodwill of $5,200 |
Divestiture
Divestiture | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block] | Divestiture In the third quarter of 2018, management approved a plan to sell the anti-vibration systems (“AVS”) product line within its North America, Europe and Asia Pacific segments. The business and its associated assets and liabilities met the criteria for presentation as held for sale as of September 1, 2018, and depreciation of long-lived assets ceased. The divestiture did not meet the criteria for presentation as a discontinued operation. On November 2, 2018, the Company entered into a definitive agreement with an unaffiliated company to divest the AVS product line. On April 1, 2019, the Company completed its sale of the AVS product line to Continental AG. The total sale price of the transaction was $265,500 , subject to certain adjustments. Cash proceeds received in the second quarter were $243,362 after adjusting for certain liabilities assumed by the purchaser. The net cash proceeds after taxes, post-closing adjustments and transaction-related expenses and fees are expected to be approximately $215,000 to $220,000 . The Company recognized a gain on the divestiture of $188,180 , subject to post-closing adjustments. Adjustments to the gain recorded in the third quarter of 2019 relate primarily to working capital adjustments. In addition, at closing, the Company and Continental AG entered into certain ancillary agreements providing for the transition of the AVS product line. The major classes of assets and liabilities held for sale were as follows: December 31, 2018 Accounts receivable, net $ 35,498 Tooling receivable 3,797 Inventories 13,774 Prepaid expenses 1,759 Other current assets 1,197 Property, plant and equipment, net 31,148 Goodwill 13,500 Other assets 3,225 Total assets held for sale $ 103,898 Accounts payable $ 38,065 Payroll liabilities 6,826 Accrued liabilities 1,000 Pension benefits 15,894 Postretirement benefits other than pensions 9,281 Other liabilities 129 Total liabilities related to assets held for sale $ 71,195 |
Revenue
Revenue | 9 Months Ended |
Sep. 30, 2019 | |
Revenue from Contract with Customer [Abstract] | |
Revenue from Contract with Customer [Text Block] | Revenue Revenue is recognized for manufactured parts at a point in time, generally when products are shipped or delivered. The Company usually enters into agreements with customers to produce products at the beginning of a vehicle’s life. Blanket purchase orders received from customers and related documents generally establish the annual terms, including pricing, related to a vehicle model. Customers typically pay for parts based on customary business practices with payment terms generally between 30 and 90 days. Revenue by customer group for the three months ended September 30, 2019 was as follows: North America Europe Asia Pacific South America Consolidated Automotive $ 361,246 $ 173,863 $ 112,625 $ 25,182 $ 672,916 Commercial 4,101 6,305 — 9 10,415 Other 28,400 17,241 17 32 45,690 Revenue $ 393,747 $ 197,409 $ 112,642 $ 25,223 $ 729,021 Revenue by customer group for the nine months ended September 30, 2019 was as follows: North America Europe Asia Pacific South America Consolidated Automotive $ 1,167,065 $ 588,474 $ 358,532 $ 73,401 $ 2,187,472 Commercial 16,367 22,602 17 92 39,078 Other 89,885 57,149 191 90 147,315 Revenue $ 1,273,317 $ 668,225 $ 358,740 $ 73,583 $ 2,373,865 Revenue by customer group for the three months ended September 30, 2018 was as follows: North America Europe Asia Pacific South America Consolidated Automotive $ 441,142 $ 201,885 $ 136,147 $ 25,466 $ 804,640 Commercial 5,926 7,693 4 101 13,724 Other 24,485 18,754 4 46 43,289 Revenue $ 471,553 $ 228,332 $ 136,155 $ 25,613 $ 861,653 Revenue by customer group for the nine months ended September 30, 2018 was as follows: North America Europe Asia Pacific South America Consolidated Automotive $ 1,395,263 $ 710,197 $ 433,309 $ 75,328 $ 2,614,097 Commercial 17,025 26,830 11 341 44,207 Other 36,051 62,830 4 117 99,002 Revenue $ 1,448,339 $ 799,857 $ 433,324 $ 75,786 $ 2,757,306 The automotive group consists of sales to automotive OEMs and automotive suppliers, while the commercial group represents sales to OEMs of on- and off-highway commercial equipment and vehicles. The other customer group includes sales related to specialty and adjacent markets. Substantially all of the Company’s revenues were generated from sealing, fuel and brake delivery, fluid transfer and anti-vibration systems for use in passenger vehicles and light trucks manufactured by global OEMs. On April 1, 2019, the Company completed the divestiture of its anti-vibration systems product line. See Note 4. “Divestiture.” A summary of the Company’s products is as follows: Product Line Description Sealing Systems Protect vehicle interiors from weather, dust and noise intrusion for improved driving experience; provide aesthetic and functional class-A exterior surface treatment Fuel & Brake Delivery Systems Sense, deliver and control fluids to fuel and brake systems Fluid Transfer Systems Sense, deliver and control fluids and vapors for optimal powertrain & HVAC operation Anti-Vibration Systems (Divested on April 1, 2019) Control and isolate vibration and noise in the vehicle to improve ride and handling Revenue by product line for the three months ended September 30, 2019 was as follows: North America Europe Asia Pacific South America Consolidated Sealing systems $ 139,318 $ 130,732 $ 73,576 $ 18,602 $ 362,228 Fuel and brake delivery systems 120,425 29,401 26,775 6,349 182,950 Fluid transfer systems 112,938 20,334 12,291 272 145,835 Other 21,066 16,942 — — 38,008 Consolidated $ 393,747 $ 197,409 $ 112,642 $ 25,223 $ 729,021 Revenue by product line for the nine months ended September 30, 2019 was as follows: North America Europe Asia Pacific South America Consolidated Sealing systems $ 438,844 $ 430,280 $ 237,369 $ 55,446 $ 1,161,939 Fuel and brake delivery systems 376,106 95,722 78,275 17,728 567,831 Fluid transfer systems 340,767 64,646 41,632 409 447,454 Anti-vibration systems 56,457 20,807 1,464 — 78,728 Other 61,143 56,770 — — 117,913 Consolidated $ 1,273,317 $ 668,225 $ 358,740 $ 73,583 $ 2,373,865 Revenue by product line for the three months ended September 30, 2018 was as follows: North America Europe Asia Pacific South America Consolidated Sealing systems $ 149,074 $ 142,342 $ 107,940 $ 19,398 $ 418,754 Fuel and brake delivery systems 136,903 31,752 22,044 6,122 196,821 Fluid transfer systems 104,058 19,642 4,309 93 128,102 Anti-vibration systems 63,563 15,328 1,862 — 80,753 Other 17,955 19,268 — — 37,223 Consolidated $ 471,553 $ 228,332 $ 136,155 $ 25,613 $ 861,653 Revenue by product line for the nine months ended September 30, 2018 was as follows: North America Europe Asia Pacific South America Consolidated Sealing systems $ 487,757 $ 502,431 $ 342,314 $ 56,786 $ 1,389,288 Fuel and brake delivery systems 415,012 107,366 68,373 18,698 609,449 Fluid transfer systems 331,226 65,706 15,965 302 413,199 Anti-vibration systems 195,835 57,077 6,672 — 259,584 Other 18,509 67,277 — — 85,786 Consolidated $ 1,448,339 $ 799,857 $ 433,324 $ 75,786 $ 2,757,306 Contract Estimates The amount of revenue recognized is usually based on the purchase order price and adjusted for variable consideration, including pricing concessions. The Company accrues for pricing concessions by reducing revenue as products are shipped or delivered. The accruals are based on historical experience, anticipated performance and management’s best judgment. The Company also generally has ongoing adjustments to customer pricing arrangements based on the content and cost of its products. Such pricing accruals are adjusted as they are settled with customers. Customer returns are usually related to quality or shipment issues and are recorded as a reduction of revenue. The Company generally does not recognize significant return obligations due to their infrequent nature. Contract Balances The Company’s contract assets consist of unbilled amounts associated with variable pricing arrangements in its Asia Pacific region. Once pricing is finalized, contract assets are transferred to accounts receivable. As a result, the timing of revenue recognition and billings, as well as changes in foreign exchange rates, will impact contract assets on an ongoing basis. Contract assets were not materially impacted by any other factors during the nine months ended September 30, 2019 . The Company’s contract liabilities consist of advance payments received and due from customers. Net contract assets (liabilities) consisted of the following: September 30, 2019 December 31, 2018 Change Contract assets $ 409 $ 14,757 $ (14,348 ) Contract liabilities (238 ) (143 ) (95 ) Net contract assets $ 171 $ 14,614 $ (14,443 ) Other |
Restructuring
Restructuring | 9 Months Ended |
Sep. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
Restructuring | Restructuring On an ongoing basis, the Company evaluates its business and objectives to ensure that it is properly configured and sized based on changing market conditions. Accordingly, the Company has implemented several restructuring initiatives, including closure or consolidation of facilities throughout the world and the reorganization of its operating structure. The Company’s restructuring charges consist of severance, retention and outplacement services, and severance-related postemployment benefits (collectively, “employee separation costs”), other related exit costs and asset impairments related to restructuring activities. Restructuring expense by segment for the three and nine months ended September 30, 2019 and 2018 was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 North America $ 1,321 $ 830 $ 9,243 $ 3,831 Europe 3,341 1,212 14,961 14,465 Asia Pacific 902 606 4,849 1,375 South America 8 55 161 170 Total $ 5,572 $ 2,703 $ 29,214 $ 19,841 Restructuring activity for the nine months ended September 30, 2019 was as follows: Employee Separation Costs Other Exit Costs Total Balance as of December 31, 2018 $ 9,398 $ 3,829 $ 13,227 Expense 19,925 9,289 29,214 Cash payments (15,858 ) (8,816 ) (24,674 ) Foreign exchange translation and other (438 ) (1,223 ) (1,661 ) Balance as of September 30, 2019 $ 13,027 $ 3,079 $ 16,106 |
Inventories
Inventories | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Inventories | Inventories Inventories consist of the following: September 30, 2019 December 31, 2018 Finished goods $ 48,011 $ 50,999 Work in process 41,077 37,815 Raw materials and supplies 89,828 86,758 $ 178,916 $ 175,572 |
Leases
Leases | 9 Months Ended |
Sep. 30, 2019 | |
Leases [Abstract] | |
Leases of Lessee Disclosure [Text Block] | Leases On January 1, 2019, the Company adopted ASC 842, Leases , and all related amendments using the modified retrospective method. The Company determines if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use assets, current operating lease liabilities and long-term operating lease liabilities on the Company’s condensed consolidated balance sheet as of September 30, 2019 . Finance leases are included in property, plant and equipment, net, debt payable within one year, and long-term debt on the Company’s condensed consolidated balance sheets. Lease right-of-use assets are recognized at commencement date based upon the present value of the remaining future minimum lease payments over the lease term. The Company’s lease terms include options to renew or terminate the lease when it is reasonably certain that it will exercise the option. As most of the Company’s leases do not provide an implicit rate, the Company uses its incremental borrowing rate based upon information available at the commencement date to determine the present value of future lease payments. The Company applies the portfolio approach for the incremental borrowing rate on its leases based upon similar lease terms and payments. The lease right-of-use asset also includes lease payments made in advance of lease commencement and excludes lease incentives. Operating lease expense for minimum lease payments is recognized on a straight-line basis over the lease term. The Company has lease agreements with lease and non-lease components. For real estate leases, these components are accounted for separately, while for equipment leases commencing on or after January 1, 2019, the Company accounts for the lease and non-lease components as a single lease component. Variable lease expense includes payments based upon changes in a rate or index, such as consumer price indexes, as well as usage of the leased asset. Short-term lease expense includes leases with terms, at lease commencement, of 12 months or less and no purchase option reasonably certain to be exercised. The Company’s lease agreements do not contain any material residual value guarantees or material restrictive covenants. The Company primarily has operating and finance leases for certain manufacturing facilities, corporate offices and certain equipment. The Company’s leases have remaining lease terms of less than one year to 15 years, some of which may include one or more options to extend the leases for up to five years for each renewal. The components of lease expense were as follows: Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Operating lease expense: $ 8,362 $ 25,027 Short-term lease expense 796 2,607 Variable lease expense 517 1,051 Finance lease expense: Amortization of right-of-use assets 614 1,629 Interest on lease liabilities 400 1,307 Total lease expense $ 10,689 $ 31,621 Other information related to leases was as follows: Nine Months Ended September 30, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 25,671 Operating cash flows for finance leases 1,186 Financing cash flows for finance leases 735 Non-cash right-of-use assets obtained in exchange for lease obligations: Operating leases 4,955 Finance leases 9,476 Weighted Average Remaining Lease Term (in years) Operating leases 5.5 Finance leases 11.7 Weighted Average Discount Rate Operating leases 4.7 % Finance leases 9.7 % Future minimum lease payments under non-cancellable leases as of September 30, 2019 were as follows: Year Operating Leases Finance Leases Remainder of 2019 $ 7,683 $ 696 2020 25,098 2,870 2021 17,388 2,679 2022 13,406 2,518 2023 11,282 2,294 Thereafter 25,913 21,056 Total future minimum lease payments 100,770 32,113 Less imputed interest (12,664 ) (13,196 ) Total $ 88,106 $ 18,917 Amounts recognized in the condensed consolidated balance sheet as of September 30, 2019 Operating lease right-of-use assets, net $ 87,849 $ — Debt payable within one year — 2,050 Current operating lease liabilities 24,004 — Long-term debt — 16,867 Long-term operating lease liabilities 64,102 — As of September 30, 2019 , assets recorded under finance leases, net of accumulated depreciation were $20,089 . As of September 30, 2019 , the Company had additional operating leases, primarily for real estate, that have not yet commenced with undiscounted lease payments of approximately $56,975 |
Property, Plant and Equipment
Property, Plant and Equipment | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment Disclosure [Text Block] | Property, Plant and Equipment Property, plant and equipment consists of the following: September 30, 2019 December 31, 2018 Land and improvements $ 66,483 $ 72,931 Buildings and improvements 308,283 313,722 Machinery and equipment 1,129,253 1,076,369 Construction in progress 187,079 192,533 1,691,098 1,655,555 Accumulated depreciation (729,305 ) (671,314 ) Property, plant and equipment, net $ 961,793 $ 984,241 Due to the termination of certain customer programs in the Asia Pacific region, the Company recorded an impairment charge related to machinery and equipment of $1,958 during the three months ended September 30, 2019 . The fair value of machinery and equipment was determined using estimated salvage value, which was deemed the highest and best use of the assets. Impairment charges of $4,146 recorded during the nine months ended September 30, 2019 also included an impairment charge recorded in the second quarter related to machinery and equipment due to the continuing adverse financial results in certain Asia Pacific locations. The fair value of buildings and machinery and equipment was determined using market value and estimated orderly liquidation value, respectively, which was deemed the highest and best use of the assets. During the three months ended September 30, 2018, the Company realized a gain on sale of land of $10,714 in its Europe segment. The net book value of the land was $5,446 . The sale of land was contemplated in conjunction with the Company’s restructuring plan. |
Goodwill and Intangibles
Goodwill and Intangibles | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Goodwill and Intangible Assets | Goodwill and Intangible Assets Goodwill The balance of goodwill relates to the North America reporting unit. Changes in the carrying amount of goodwill by reportable operating segment for the nine months ended September 30, 2019 were as follows: North America Balance as of December 31, 2018 $ 143,681 Adjustments related to recent acquisitions (1,689 ) Foreign exchange translation 112 Balance as of September 30, 2019 $ 142,104 Goodwill is tested for impairment by reporting unit annually or more frequently if events or circumstances indicate that an impairment may exist. There were no indicators of potential impairment during the nine months ended September 30, 2019 . Intangible Assets Intangible assets and accumulated amortization balances as of September 30, 2019 and December 31, 2018 were as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 156,189 $ (109,906 ) $ 46,283 Other 49,123 (7,081 ) 42,042 Balance as of September 30, 2019 $ 205,312 $ (116,987 ) $ 88,325 Customer relationships $ 157,286 $ (98,937 ) $ 58,349 Other 45,401 (4,148 ) 41,253 Balance as of December 31, 2018 $ 202,687 $ (103,085 ) $ 99,602 |
Debt
Debt | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Debt | Debt A summary of outstanding debt as of September 30, 2019 and December 31, 2018 is as follows: September 30, 2019 December 31, 2018 Senior Notes $ 394,935 $ 394,399 Term Loan 326,667 328,485 ABL Facility — 50,000 Finance leases 18,917 10,297 Other borrowings 62,944 47,947 Total debt 803,463 831,128 Less current portion (67,419 ) (101,323 ) Total long-term debt $ 736,044 $ 729,805 5.625% Senior Notes due 2026 In November 2016, the Company issued $400,000 aggregate principal amount of its 5.625% Senior Notes due 2026 (the “Senior Notes”). The Senior Notes mature on November 15, 2026 . Interest on the Senior Notes is payable semi-annually in arrears in cash on May 15 and November 15 of each year. Debt issuance costs related to the Senior Notes are amortized into interest expense over the term of the Senior Notes. As of September 30, 2019 and December 31, 2018 , the Company had $5,065 and $5,601 of unamortized debt issuance costs, respectively, related to the Senior Notes, which are presented as direct deductions from the principal balance in the condensed consolidated balance sheets. Term Loan Facility Also in November 2016, the Company entered into Amendment No. 1 to its senior term loan facility (“Term Loan Facility”), which provides for loans in an aggregate principal amount of $340,000 . Subject to certain conditions, the Term Loan Facility, without the consent of the then-existing lenders (but subject to the receipt of commitments), may be expanded (or a new term loan or revolving facility added) by an amount that will not cause the consolidated secured net debt ratio to exceed 2.25 to 1.00 plus $400,000 plus any voluntary prepayments , including the ABL Facility (as defined below) to the extent commitments are reduced, not funded from proceeds of long-term indebtedness. The Term Loan Facility matures on November 2, 2023 , unless earlier terminated. On May 2, 2017, the Company entered into Amendment No. 2 to the Term Loan Facility to modify the interest rate. Subsequently, on March 6, 2018, the Company entered into Amendment No. 3 to the Term Loan Facility to further modify the interest rate. In accordance with this amendment, borrowings under the Term Loan Facility bear interest, at the Company’s option, at either (1) with respect to Eurodollar rate loans, the greater of the applicable Eurodollar rate and 0.75% plus 2.0% per annum, or (2) with respect to base rate loans, the base rate, (which is the highest of the then current federal funds rate plus 0.5%, the prime rate most recently announced by the administrative agent under the term loan, and the one-month Eurodollar rate plus 1.0%) plus 1.0% per annum . As a result of Amendment No. 3, the Company recognized a loss on refinancing and extinguishment of debt of $770 in the twelve months ended December 31, 2018 , which was due to the partial write off of new and unamortized debt issuance costs and unamortized original issue discount. As of September 30, 2019 and December 31, 2018 , the Company had $2,421 and $2,866 of unamortized debt issuance costs, respectively, and $1,561 and $1,849 of unamortized original issue discount, respectively, related to the Term Loan Facility, which are presented as direct deductions from the principal balance in the condensed consolidated balance sheets. Both the debt issuance costs and the original issue discount are amortized into interest expense over the term of the Term Loan Facility. ABL Facility In November 2016, the Company entered into a $210,000 Third Amended and Restated Loan Agreement of its senior asset-based revolving credit facility (“ABL Facility”). The ABL Facility provides for an aggregate revolving loan availability of up to $210,000 , subject to borrowing base availability, including a $100,000 letter of credit sub-facility and a $25,000 swing line sub-facility. The ABL Facility also provides for an uncommitted $100,000 incremental loan facility, for a potential total ABL Facility of $310,000 , if requested by the borrowers under the ABL Facility and the lenders agree to fund such increase. No consent of any lender is required to effect any such increase, except for those participating in the increase. As of September 30, 2019 , there were no obligations outstanding drawn under the ABL Facility. Subject to borrowing base availability, the Company had $193,106 in availability, less outstanding letters of credit of $9,387 . Any borrowings under the ABL Facility will mature, and the commitments of the lenders under the ABL Facility will terminate, on November 2, 2021 . As of September 30, 2019 and December 31, 2018 , the Company had $766 and $1,015 , respectively, of unamortized debt issuance costs related to the ABL Facility, which are presented in other assets in the condensed consolidated balance sheets. Debt Covenants The Company was in compliance with all covenants of the Senior Notes, Term Loan Facility and ABL Facility as of September 30, 2019 . Other Other borrowings as of September 30, 2019 and December 31, 2018 reflect borrowings under local bank lines classified in debt payable within one year on the condensed consolidated balance sheet. |
Fair Value Measurements and Fin
Fair Value Measurements and Financial Instruments | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Measurements and Financial Instruments | Fair Value Measurements and Financial Instruments Fair Value Measurements Fair value is defined as 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, a three-tier fair value hierarchy is utilized, 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. Items Measured at Fair Value on a Recurring Basis 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 assets and liabilities measured or disclosed at fair value on a recurring basis as of September 30, 2019 and December 31, 2018 were as follows: September 30, 2019 December 31, 2018 Input Forward foreign exchange contracts - other current assets $ 157 $ 277 Level 2 Forward foreign exchange contracts - accrued liabilities (95 ) (925 ) Level 2 Items Measured at Fair Value on a Nonrecurring 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 nonrecurring basis, which are not included in the table above. As these nonrecurring 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 nonrecurring basis see Note 3. “Acquisitions” and Note 9. “Property, Plant and Equipment.” Items Not Carried at Fair Value Fair values of the Company’s Senior Notes and Term Loan Facility were as follows: September 30, 2019 December 31, 2018 Aggregate fair value $ 680,684 $ 684,687 Aggregate carrying value (1) 730,650 733,200 (1) Excludes unamortized debt issuance costs and unamortized original issue discount. Fair values were based on quoted market prices and are classified within Level 1 of the fair value hierarchy. Derivative Instruments and Hedging Activities The Company is exposed to fluctuations in foreign currency exchange rates, interest rates and commodity prices. The Company enters into derivative instruments primarily to hedge portions of its forecasted foreign currency denominated cash flows and designates these derivative instruments as cash flow hedges in order to qualify for hedge accounting. 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. For a cash flow hedge, the effective portion of the change in fair value of the derivative is recorded in accumulated other comprehensive income (loss) (“AOCI”) in the condensed consolidated balance sheet and reclassified into earnings when the underlying hedged transaction is realized. The realized gains and losses are recorded on the same line as the hedged transaction in the condensed consolidated statements of operations. 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 uses forward contracts 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. The principal currencies hedged by the Company include various European currencies, the Canadian Dollar, and the Mexican Peso. As of September 30, 2019 and December 31, 2018 , the notional amount of these contracts was $39,890 and $154,237 , respectively, and consisted of hedges of transactions up to June 2020 . Interest rate swaps - The Company has historically used interest rate swap contracts to manage cash flow variability associated with its variable rate Term Loan Facility. The interest rate swap contract, which fixes the interest payments of variable rate debt instruments, is used to manage exposure to fluctuations in interest rates. As of September 30, 2019 , there were no interest rate swap contracts outstanding. Pretax amounts related to the Company’s cash flow hedges that were recognized in other comprehensive income (loss) (“OCI”) were as follows: Gain (Loss) Recognized in OCI Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Forward foreign exchange contracts $ (1,367 ) $ 2,253 $ 2,443 $ 3,413 Interest rate swaps — — — 443 Total $ (1,367 ) $ 2,253 $ 2,443 $ 3,856 Pretax amounts related to the Company’s cash flow hedges that were reclassified from AOCI were as follows: Gain (Loss) Reclassified from AOCI to Income Three Months Ended September 30, Classification 2019 2018 Forward foreign exchange contracts Cost of products sold $ 614 $ 370 Interest rate swaps Interest expense, net of interest income — 31 Total $ 614 $ 401 Gain (Loss) Reclassified from AOCI to Income Nine Months Ended September 30, Classification 2019 2018 Forward foreign exchange contracts Cost of products sold $ 1,766 $ 1,000 Interest rate swaps Interest expense, net of interest income — (162 ) Total $ 1,766 $ 838 |
Accounts Receivable Factoring
Accounts Receivable Factoring | 9 Months Ended |
Sep. 30, 2019 | |
Receivables [Abstract] | |
Accounts Receivable Factoring | Accounts Receivable Factoring As a part of its working capital management, the Company sells certain receivables through a single third-party financial institution in a pan-European program (the “Factor”). The amount sold varies each month based on the amount of underlying receivables and cash flow needs of the Company. These are permitted transactions under the Company’s credit agreements governing the ABL Facility and Term Loan Facility and the indenture governing the Senior Notes. Costs incurred on the sale of receivables are recorded in other expense, net in the condensed consolidated statements of operations. The sale of receivables under this contract is considered an off-balance sheet arrangement to the Company and is accounted for as a true sale and is excluded from accounts receivable in the condensed consolidated balance sheet. Amounts outstanding under receivable transfer agreements entered into by various locations as of the period end were as follows: September 30, 2019 December 31, 2018 Off-balance sheet arrangements $ 86,270 $ 100,409 Accounts receivable factored and related costs throughout the period were as follows: Off-Balance Sheet Arrangements Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Accounts receivable factored $ 108,957 $ 149,136 $ 376,944 $ 518,808 Costs 218 348 691 1,065 The Company continues to service sold receivables and acts as collection agent for the Factor. As of September 30, 2019 and December 31, 2018 , cash collections on behalf of the Factor that have yet to be remitted were $16,254 and $14,542 |
Pension and Postretirement Bene
Pension and Postretirement Benefits other than Pensions | 9 Months Ended |
Sep. 30, 2019 | |
Retirement Benefits [Abstract] | |
Pension and Postretirement Benefits other than Pensions | Pension and Postretirement Benefits Other Than Pensions The components of net periodic benefit (income) cost for the Company’s defined benefit plans and other postretirement benefit plans were as follows: Pension Benefits Three Months Ended September 30, 2019 2018 U.S. Non-U.S. U.S. Non-U.S. Service cost $ 189 $ 931 $ 213 $ 1,039 Interest cost 2,952 924 2,706 1,031 Expected return on plan assets (4,155 ) (599 ) (4,355 ) (625 ) Amortization of prior service cost and actuarial loss 781 589 601 652 Net periodic benefit (income) cost $ (233 ) $ 1,845 $ (835 ) $ 2,097 Pension Benefits Nine Months Ended September 30, 2019 2018 U.S. Non-U.S. U.S. Non-U.S. Service cost $ 567 $ 2,985 $ 639 $ 3,200 Interest cost 8,856 3,047 8,118 3,151 Expected return on plan assets (12,465 ) (1,785 ) (13,063 ) (1,890 ) Amortization of prior service cost and actuarial loss 2,343 1,798 1,803 2,008 Net periodic benefit (income) cost $ (699 ) $ 6,045 $ (2,503 ) $ 6,469 Other Postretirement Benefits Three Months Ended September 30, 2019 2018 U.S. Non-U.S. U.S. Non-U.S. Service cost $ 26 $ 93 $ 77 $ 123 Interest cost 202 182 299 195 Amortization of prior service credit and actuarial gain (566 ) 94 (418 ) 77 Other — — 2 — Net periodic benefit (income) cost $ (338 ) $ 369 $ (40 ) $ 395 Other Postretirement Benefits Nine Months Ended September 30, 2019 2018 U.S. Non-U.S. U.S. Non-U.S. Service cost $ 92 $ 301 $ 231 $ 373 Interest cost 663 564 899 591 Amortization of prior service credit and actuarial gain (1,874 ) 225 (1,254 ) 231 Other — — 4 — Net periodic benefit (income) cost $ (1,119 ) $ 1,090 $ (120 ) $ 1,195 The service cost component of net periodic benefit (income) cost is included in cost of products sold and selling, administrative and engineering expenses in the condensed consolidated statements of operations. All other components of net periodic benefit (income) cost are included in other expense, net in the condensed consolidated statements of operations for all periods presented. Subsequent event Subsequent to the end of the Company's third quarter, on October 1, 2019, the Company completed the purchase of a bulk annuity policy designed to match the liabilities of its U.S. pension plan, resulting in a reduction of the Company’s overall projected benefit obligation by $57,323 . There were no additional cash contributions as part of the transaction and no material changes to the overall funded ratio as a result of the settlement. The transaction is anticipated to be completed in the fourth quarter of 2019 and the Company expects to incur non-cash settlement charges of approximately $15,042 . |
Other Expense, Net
Other Expense, Net | 9 Months Ended |
Sep. 30, 2019 | |
Other Income and Expenses [Abstract] | |
Other (Expense) Income, Net | Other Expense, Net The components of other expense, net were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Foreign currency losses $ (73 ) $ (1,184 ) $ (1,529 ) $ (2,893 ) Components of net periodic benefit cost other than service cost (404 ) (165 ) (1,372 ) (598 ) Losses on sales of receivables (218 ) (348 ) (691 ) (1,065 ) Miscellaneous income 181 — 501 583 Other expense, net $ (514 ) $ (1,697 ) $ (3,091 ) $ (3,973 ) |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | Income Taxes The Company determines its effective tax rate each quarter based upon its estimated annual effective tax rate. The Company records 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. Income tax expense (benefit), income (loss) before income taxes and the corresponding effective tax rate for the three and nine months ended September 30, 2019 and 2018 were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Income tax expense (benefit) $ (574 ) $ (1,190 ) $ 45,996 $ 19,831 Income (loss) before income taxes (16,172 ) 31,474 171,532 153,113 Effective tax rate 4 % (4 )% 27 % 13 % The effective tax rate for the three and nine months ended September 30, 2019 compared to the three and nine months ended September 30, 2018 was higher primarily due to the geographic mix of increased pre-tax earnings as a result of the sale of the AVS product line recorded in the nine months ended September 30, 2019 and the inability to record a tax benefit for pre-tax losses in certain foreign jurisdictions in both the three and nine months ended September 30, 2019. Additionally, benefits recorded from adjustments to provisional amounts recorded as a result of the U.S. Tax Cuts and Jobs Act resulted in a lower effective tax rate in the three and nine months ended September 30, 2018. The income tax rate for the three and nine months ended September 30, 2019 and 2018 varies from the U.S. statutory rate primarily due to 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, tax credits, the impact of income taxes on foreign earnings taxed at rates varying from the U.S. statutory rate, and other permanent items. Further, the Company’s current and future provision for income taxes is impacted by the initial recognition of and changes in valuation allowances in certain countries. The Company intends to maintain these valuation allowances until it is more likely than not that the deferred tax assets will be realized. |
Net Income (Loss) Per Share Att
Net Income (Loss) Per Share Attributable to Cooper-Standard Holdings Inc. | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Net Income (Loss) Per Share Attributable to Cooper-Standard Holdings Inc. | Net Income (Loss) Per Share Attributable to Cooper-Standard Holdings Inc. Basic net income or loss per share attributable to Cooper-Standard Holdings Inc. was computed by dividing net income or loss attributable to Cooper-Standard Holdings Inc. by the weighted average number of shares of common stock outstanding during the period. Diluted net income or loss per share attributable to Cooper-Standard Holdings Inc. was computed using the treasury stock method by dividing diluted net income or loss 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. Information used to compute basic and diluted net income (loss) per share attributable to Cooper-Standard Holdings Inc. was as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Net income (loss) available to Cooper-Standard Holdings Inc. common stockholders $ (13,853 ) $ 32,156 $ 127,983 $ 130,825 Basic weighted average shares of common stock outstanding 16,880,736 17,828,358 17,240,366 17,939,544 Dilutive effect of common stock equivalents — 380,810 64,428 409,072 Diluted weighted average shares of common stock outstanding 16,880,736 18,209,168 17,304,794 18,348,616 Basic net income (loss) per share attributable to Cooper-Standard Holdings Inc. $ (0.82 ) $ 1.80 $ 7.42 $ 7.29 Diluted net income (loss) per share attributable to Cooper-Standard Holdings Inc. $ (0.82 ) $ 1.77 $ 7.40 $ 7.13 |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Accumulated Other Comprehensive Income (Loss) | Accumulated Other Comprehensive Loss Changes in accumulated other comprehensive loss by component, net of related tax, were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Foreign currency translation adjustment Balance at beginning of period $ (144,899 ) $ (120,386 ) $ (141,255 ) $ (95,485 ) Other comprehensive income (loss) before reclassifications (28,652 ) (1) (14,623 ) (1) (32,296 ) (1) (39,524 ) (1) Balance at end of period $ (173,551 ) $ (135,009 ) $ (173,551 ) $ (135,009 ) Benefit plan liabilities Balance at beginning of period $ (105,935 ) $ (105,060 ) $ (104,375 ) $ (100,749 ) Other comprehensive income (loss) before reclassifications 1,634 (2) (6 ) (2) (714 ) (2) 1,784 (2) Amounts reclassified from accumulated other comprehensive loss 612 (3) 662 (4) 1,400 (5) (5,439 ) (6) Balance at end of period $ (103,689 ) $ (104,404 ) $ (103,689 ) $ (104,404 ) Fair value change of derivatives Balance at beginning of period $ 1,623 $ (1,077 ) $ (458 ) $ (1,397 ) Other comprehensive income (loss) before reclassifications (1,109 ) (7) 1,736 (7) 1,819 (7) 2,638 (7) Amounts reclassified from accumulated other comprehensive loss (449 ) (8) (255 ) (8) (1,296 ) (8) (837 ) (8) Balance at end of period $ 65 $ 404 $ 65 $ 404 Accumulated other comprehensive loss, ending balance $ (277,175 ) $ (239,009 ) $ (277,175 ) $ (239,009 ) (1) Includes other comprehensive loss related to intra-entity foreign currency balances that are of a long-term investment nature of $10,785 and $473 for the three months ended September 30, 2019 and 2018 , respectively, and $8,819 and $10,713 for the nine months ended September 30, 2019 and 2018 , respectively. (2) Net of tax (benefit) expense of $(76) and $(97) for the three months ended September 30, 2019 and 2018 , respectively, and $(983) and $8,628 for the nine months ended September 30, 2019 and 2018 , respectively. Includes other comprehensive loss of $3,224 for the nine months ended September 30, 2019 related to benefit plan liability remeasurement due to the divestiture of the Company’s AVS product line. See Note 4. “Divestiture.” (3) Includes the effect of the amortization of actuarial losses of $864 , offset by the amortization of prior service credits of $39 , net of tax of $213 . See Note 14. “Pension and Postretirement Benefits Other Than Pensions.” (4) Includes the amortization of actuarial losses of $995 , offset by prior service credits of $85 , net of tax of $248 . See Note 14. “Pension and Postretirement Benefits Other Than Pensions.” (5) Includes the effect of the amortization of actuarial losses of $2,607 , offset by the amortization of prior service credits of $152 , net settlement gain of $65 and curtailment gain of $204 , net of tax of $786 . The settlement and curtailment relate to the divestiture of the Company’s AVS product line. See Note 4. “Divestiture” and Note 14. “Pension and Postretirement Benefits Other Than Pensions.” (6) Includes the effect of the adoption of ASU 2018-02 of $8,569 and the amortization of prior service credits of $244 , offset by curtailment loss of $1,123 and the amortization of actuarial losses of $2,981 , net of tax of $730 . See Note 14. “Pension and Postretirement Benefits Other Than Pensions.” (7) Net of tax (benefit) expense of $(258) and $517 for the three months ended September 30, 2019 and 2018 , respectively, and $624 and $1,218 for the nine months ended September 30, 2019 and 2018 , respectively. See Note 12. “Fair Value Measurements and Financial Instruments.” (8) Net of tax expense of $165 and $146 for the three months ended September 30, 2019 and 2018 , respectively, and $470 and $280 for the nine months ended September 30, 2019 and 2018 , respectively. Includes the effect of the adoption of ASU 2018-02 of $70 for the nine months ended September 30, 2018 . See Note 12. “Fair Value Measurements and Financial Instruments.” |
Common Stock
Common Stock | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Common Stock | Common Stock Share Repurchase Program In June 2018, the Company’s Board of Directors approved a common stock repurchase program (the “2018 Program”) authorizing the Company to repurchase, in the aggregate, up to $150,000 of its outstanding common stock. Under the 2018 Program, repurchases may be made on the open market, through private transactions, accelerated share repurchases, round lot or block transactions on the New York Stock Exchange or otherwise, as determined by management and in accordance with prevailing market conditions and federal securities laws and regulations. The Company expects to fund any future repurchases from cash on hand and future cash flows from operations. The Company is not obligated to acquire a particular amount of securities, and the 2018 Program may be discontinued at any time at the Company’s discretion. The 2018 Program became effective in November 2018. As of September 30, 2019 , the Company had approximately $98,720 of repurchase authorization remaining under the 2018 Program. 2019 Repurchases In May 2019, the Company entered into an accelerated share repurchase (“ASR”) agreement with a third-party financial institution to repurchase the Company’s common stock pursuant to the 2018 Program. Under the ASR agreement, the Company made an up-front payment of $30,000 and received an initial delivery of 626,305 shares of its common stock in the second quarter of 2019. The repurchase was completed in the third quarter of 2019 when the Company received final delivery of an additional 72,875 shares. A total of 699,180 shares were repurchased at a weighted average purchase price of $42.91 per share. In addition to the repurchase under the ASR agreement, during the nine months ended September 30, 2019 , the Company repurchased 85,000 shares at an average purchase price of $69.85 per share, excluding commissions, for a total cost of $5,937 . 2018 Repurchases In June 2018, the Company entered into an ASR agreement with a third-party financial institution to repurchase the Company’s common stock. Under this ASR agreement, the Company made an up-front payment of $35,000 and received an initial delivery of 207,193 shares in the second quarter of 2018. The ASR was completed in the third quarter of 2018 when the Company received an additional 51,092 shares. A total of 258,285 shares were repurchased at a weighted average purchase price of $135.51 per share. In addition to the repurchase under this ASR agreement, during the nine months ended September 30, 2018 , the Company repurchased 69,503 shares of its common stock at an average purchase price of $122.64 per share, excluding commissions, for a total cost of $8,524 |
Share-Based Compensation
Share-Based Compensation | 9 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation | Share-Based Compensation The Company’s long-term incentive plans allow for the grant of various types of share-based awards to key employees and directors of the Company and its affiliates. The Company generally awards grants on an annual basis. In February 2019, the Company granted Restricted Stock Units (“RSUs”), Performance Units (“PUs”) and stock options. The RSUs cliff vest after three years, the PUs cliff vest at the end of their three-year performance period, and the stock options vest ratably over three years. The number of PUs that will vest depends on the Company’s achievement of target performance goals related to the Company’s return on invested capital (“ROIC”) and total shareholder return, which may range from 0% to 200% of the target award amount. Share-based compensation expense was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 PUs $ 617 $ 506 $ 1,507 $ 3,885 RSUs 2,382 2,467 6,391 7,776 Stock options 812 802 2,395 2,456 Total $ 3,811 $ 3,775 $ 10,293 $ 14,117 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | Related Party Transactions A summary of the material related party transactions with affiliates accounted for under the equity method was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Sales (1) $ 6,723 $ 7,222 $ 22,256 $ 23,302 Purchases (2) 82 204 806 614 Dividends received (3) — 239 4,917 4,747 (1) Relates to transactions with Nishikawa Cooper LLC (“NISCO”) (2) Relates to transactions with NISCO and Polyrub Cooper Standard FTS Private Limited (3) From NISCO and Nishikawa Tachaplalert Cooper Ltd. inclusive of any gross up of dividend related to withholding tax Amounts receivable from NISCO as of September 30, 2019 were $4,799 . Amounts receivable from NISCO and Sujan Cooper Standard AVS Private Limited as of December 31, 2018 were $6,066 . On April 1, 2019, the Company sold its equity interest in Sujan Cooper Standard AVS Private Limited in connection with the divestiture of its AVS product line. See Note 4. “Divestiture.” |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2019 | |
Commitments and Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | Commitments and Contingencies The Company is periodically involved in claims, litigation and various legal matters that arise in the ordinary course of business. The Company accrues for litigation exposure when it is probable that future costs will be incurred and such costs can be reasonably estimated. Any resulting adjustments, which could be material, are recorded in the period the adjustments are identified. As of September 30, 2019 , the Company does not believe that there is a reasonable possibility that any material loss exceeding the amounts already recognized for claims, litigation and various legal matters, if any, has been incurred. However, the ultimate resolutions of these proceedings and matters are inherently unpredictable. As such, the Company’s financial condition, results of operations or cash flows could be adversely affected in any particular period by the unfavorable resolution of one or more of these proceedings or matters. In addition, the Company conducts and monitors environmental investigations and remedial actions at certain locations. As of September 30, 2019 and December 31, 2018 , the undiscounted reserve for environmental investigation and remediation was approximately $4,703 and $4,668 |
Segment Reporting
Segment Reporting | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Segment Reporting Disclosure | Segment Reporting The Company has determined that it operates in four reportable segments: North America, Europe, Asia Pacific and South America. The Company’s principal products within each of these segments are sealing, fuel and brake delivery, and fluid transfer systems. During the first quarter of 2019 and in prior periods, the Company also operated an anti-vibration systems product line. On April 1, 2019, the Company completed the divestiture of the AVS product line. Effective January 1, 2019, the Company changed the measurement of its operating segments to segment adjusted EBITDA. The results of each segment include certain allocations for general, administrative and other shared costs. Segment adjusted EBITDA may not be comparable to similarly titled measures reported by other companies. Certain financial information on the Company’s reportable segments was as follows: Three Months Ended September 30, 2019 2018 External Sales Intersegment Sales Adjusted EBITDA External Sales Intersegment Sales Adjusted EBITDA North America $ 393,747 $ 7,488 $ 62,603 $ 471,553 $ 3,437 $ 71,589 Europe 197,409 3,053 6,750 228,332 4,363 934 Asia Pacific 112,642 894 (22,921 ) 136,155 1,307 (1,253 ) South America 25,223 18 (2,906 ) 25,613 17 (1,699 ) Eliminations and other — (11,453 ) — — (9,124 ) — Consolidated $ 729,021 $ — $ 43,526 $ 861,653 $ — $ 69,571 Nine Months Ended September 30, 2019 2018 External Sales Intersegment Sales Adjusted EBITDA External Sales Intersegment Sales Adjusted EBITDA North America $ 1,273,317 $ 14,174 $ 175,034 $ 1,448,339 $ 11,056 $ 241,037 Europe 668,225 9,259 22,273 799,857 11,780 40,194 Asia Pacific 358,740 2,512 (23,740 ) 433,324 4,301 23,541 South America 73,583 71 (5,576 ) 75,786 72 (4,657 ) Eliminations and other — (26,016 ) — — (27,209 ) — Consolidated $ 2,373,865 $ — $ 167,991 $ 2,757,306 $ — $ 300,115 Three Months Ended Nine Months Ended 2019 2018 2019 2018 Adjusted EBITDA $ 43,526 $ 69,571 $ 167,991 $ 300,115 Gain on sale of business (1,730 ) — 188,180 — Restructuring charges (5,572 ) (2,703 ) (29,214 ) (19,841 ) Impairment charges (1,958 ) — (4,146 ) — Project costs (335 ) — (2,003 ) — Lease termination costs (512 ) — (1,003 ) — Gain on sale of land — 10,714 — 10,714 Amortization of inventory write-up — (535 ) — (535 ) Loss on refinancing and extinguishment of debt — — — (770 ) EBITDA $ 33,419 $ 77,047 $ 319,805 $ 289,683 Income tax (expense) benefit 574 1,190 (45,996 ) (19,831 ) Interest expense, net of interest income (10,351 ) (9,983 ) (33,858 ) (29,756 ) Depreciation and amortization (37,495 ) (36,098 ) (111,968 ) (109,271 ) Net income attributable to Cooper-Standard Holdings Inc. $ (13,853 ) $ 32,156 $ 127,983 $ 130,825 September 30, December 31, Segment assets North America $ 1,225,898 $ 1,174,604 Europe 568,246 541,495 Asia Pacific 612,228 616,093 South America 62,660 54,629 Eliminations and other 176,415 236,282 Consolidated $ 2,645,447 $ 2,623,103 |
Overview (Policies)
Overview (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
Accounting Policies [Abstract] | |
Basis of presentation | Basis of Presentation Cooper-Standard Holdings Inc. (together with its consolidated subsidiaries, the “Company” or “Cooper Standard”), through its wholly-owned subsidiary, Cooper-Standard Automotive Inc. (“CSA U.S.”), is a leading manufacturer of sealing, fuel and brake delivery, and fluid transfer systems. 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. During the first quarter of 2019 and in prior periods, the Company also operated an anti-vibration systems product line. On April 1, 2019, the Company completed the divestiture of its anti-vibration systems product line. See Note 4. “Divestiture.” The accompanying unaudited condensed consolidated financial statements have been prepared pursuant to the rules and regulations of the U.S. 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, 2018 (the “ 2018 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 September 30, 2019 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. |
New Accounting Pronouncements (
New Accounting Pronouncements (Policies) | 9 Months Ended |
Sep. 30, 2019 | |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |
New Accounting Pronouncements, Policy [Policy Text Block] | Recently Adopted Accounting Pronouncements ASU 2016-02, Leases (Topic 842) On January 1, 2019, the Company adopted Accounting Standards Codification (“ASC”) 842, Leases , and all related amendments using the modified retrospective method whereby the cumulative effect of adopting the standard was recognized in equity at the date of initial application. Comparative information has not been restated and continues to be reported under the accounting standards in effect for those periods. The most prominent among the changes in the standard is the recognition of right-of-use assets and lease liabilities for all leases (except for short-term leases). The Company made a policy election for all asset classes to exclude the balance sheet recognition of leases with a lease term, at lease commencement, of 12 months or less and no purchase option reasonably certain to be exercised. The standard also requires additional disclosures to help financial statement users better understand the amount, timing and uncertainty of cash flows arising from lease transactions. The new standard resulted in a material increase in right-of-use assets and lease liabilities on the Company’s condensed consolidated balance sheet beginning in 2019 and had no impact on its condensed consolidated income statement or to cash provided by (used in) operating, financing or investing activities on its condensed consolidated cash flow statements. The difference between the lease assets and lease liabilities was recorded as an adjustment to the opening balance of retained earnings. The cumulative effects of the changes made to the Company’s condensed consolidated balance sheet as of January 1, 2019 were as follows: Balance as of December 31, 2018 Adjustments due to adoption of ASC 842 Balance as of January 1, 2019 Prepaid expenses $ 36,878 $ (2,704 ) $ 34,174 Assets held for sale 103,898 9,559 113,457 Operating lease right-of-use assets, net — 102,268 102,268 Accrued liabilities 98,907 (336 ) 98,571 Current operating lease liabilities — 27,229 27,229 Liabilities held for sale 71,195 9,561 80,756 Long-term operating lease liabilities — 75,276 75,276 Retained earnings 576,025 (2,607 ) 573,418 The Company elected the package of practical expedients on existing leases as of the effective date which permits the Company to carry forward lease classification and not reassess existing contracts in order to determine if the contracts contain a lease. The Company did not elect the hindsight practical expedient. Additionally, the Company elected the practical expedient to not reassess whether any expired or existing land easements contain leases. Recently Issued Accounting Pronouncements The Company considered the recently issued accounting pronouncement summarized as follows, which is not expected to have a material impact on its consolidated financial statements: Standard Description Effective Date ASU 2016-13, Financial Instruments —Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments Amends guidance on the measurement of all expected credit losses for financial instruments, including trade receivables, based on historical experience, current conditions and reasonable and supportable forecasts. January 1, 2020 |
New Accounting Pronouncements_2
New Accounting Pronouncements (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Leases, Initial Application Period Cumulative Effect Transition [Line Items] | |
Schedule of New Accounting Pronouncements and Changes in Accounting Principles [Table Text Block] | The cumulative effects of the changes made to the Company’s condensed consolidated balance sheet as of January 1, 2019 were as follows: Balance as of December 31, 2018 Adjustments due to adoption of ASC 842 Balance as of January 1, 2019 Prepaid expenses $ 36,878 $ (2,704 ) $ 34,174 Assets held for sale 103,898 9,559 113,457 Operating lease right-of-use assets, net — 102,268 102,268 Accrued liabilities 98,907 (336 ) 98,571 Current operating lease liabilities — 27,229 27,229 Liabilities held for sale 71,195 9,561 80,756 Long-term operating lease liabilities — 75,276 75,276 Retained earnings 576,025 (2,607 ) 573,418 |
Divestiture (Tables)
Divestiture (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Discontinued Operations and Disposal Groups [Abstract] | |
Disposal Groups, Including Discontinued Operations [Table Text Block] | The major classes of assets and liabilities held for sale were as follows: December 31, 2018 Accounts receivable, net $ 35,498 Tooling receivable 3,797 Inventories 13,774 Prepaid expenses 1,759 Other current assets 1,197 Property, plant and equipment, net 31,148 Goodwill 13,500 Other assets 3,225 Total assets held for sale $ 103,898 Accounts payable $ 38,065 Payroll liabilities 6,826 Accrued liabilities 1,000 Pension benefits 15,894 Postretirement benefits other than pensions 9,281 Other liabilities 129 Total liabilities related to assets held for sale $ 71,195 |
Revenue (Tables)
Revenue (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Disaggregation of Revenue [Table Text Block] | Revenue by customer group for the three months ended September 30, 2019 was as follows: North America Europe Asia Pacific South America Consolidated Automotive $ 361,246 $ 173,863 $ 112,625 $ 25,182 $ 672,916 Commercial 4,101 6,305 — 9 10,415 Other 28,400 17,241 17 32 45,690 Revenue $ 393,747 $ 197,409 $ 112,642 $ 25,223 $ 729,021 Revenue by customer group for the nine months ended September 30, 2019 was as follows: North America Europe Asia Pacific South America Consolidated Automotive $ 1,167,065 $ 588,474 $ 358,532 $ 73,401 $ 2,187,472 Commercial 16,367 22,602 17 92 39,078 Other 89,885 57,149 191 90 147,315 Revenue $ 1,273,317 $ 668,225 $ 358,740 $ 73,583 $ 2,373,865 Revenue by customer group for the three months ended September 30, 2018 was as follows: North America Europe Asia Pacific South America Consolidated Automotive $ 441,142 $ 201,885 $ 136,147 $ 25,466 $ 804,640 Commercial 5,926 7,693 4 101 13,724 Other 24,485 18,754 4 46 43,289 Revenue $ 471,553 $ 228,332 $ 136,155 $ 25,613 $ 861,653 Revenue by customer group for the nine months ended September 30, 2018 was as follows: North America Europe Asia Pacific South America Consolidated Automotive $ 1,395,263 $ 710,197 $ 433,309 $ 75,328 $ 2,614,097 Commercial 17,025 26,830 11 341 44,207 Other 36,051 62,830 4 117 99,002 Revenue $ 1,448,339 $ 799,857 $ 433,324 $ 75,786 $ 2,757,306 Revenue by product line for the three months ended September 30, 2019 was as follows: North America Europe Asia Pacific South America Consolidated Sealing systems $ 139,318 $ 130,732 $ 73,576 $ 18,602 $ 362,228 Fuel and brake delivery systems 120,425 29,401 26,775 6,349 182,950 Fluid transfer systems 112,938 20,334 12,291 272 145,835 Other 21,066 16,942 — — 38,008 Consolidated $ 393,747 $ 197,409 $ 112,642 $ 25,223 $ 729,021 Revenue by product line for the nine months ended September 30, 2019 was as follows: North America Europe Asia Pacific South America Consolidated Sealing systems $ 438,844 $ 430,280 $ 237,369 $ 55,446 $ 1,161,939 Fuel and brake delivery systems 376,106 95,722 78,275 17,728 567,831 Fluid transfer systems 340,767 64,646 41,632 409 447,454 Anti-vibration systems 56,457 20,807 1,464 — 78,728 Other 61,143 56,770 — — 117,913 Consolidated $ 1,273,317 $ 668,225 $ 358,740 $ 73,583 $ 2,373,865 Revenue by product line for the three months ended September 30, 2018 was as follows: North America Europe Asia Pacific South America Consolidated Sealing systems $ 149,074 $ 142,342 $ 107,940 $ 19,398 $ 418,754 Fuel and brake delivery systems 136,903 31,752 22,044 6,122 196,821 Fluid transfer systems 104,058 19,642 4,309 93 128,102 Anti-vibration systems 63,563 15,328 1,862 — 80,753 Other 17,955 19,268 — — 37,223 Consolidated $ 471,553 $ 228,332 $ 136,155 $ 25,613 $ 861,653 Revenue by product line for the nine months ended September 30, 2018 was as follows: North America Europe Asia Pacific South America Consolidated Sealing systems $ 487,757 $ 502,431 $ 342,314 $ 56,786 $ 1,389,288 Fuel and brake delivery systems 415,012 107,366 68,373 18,698 609,449 Fluid transfer systems 331,226 65,706 15,965 302 413,199 Anti-vibration systems 195,835 57,077 6,672 — 259,584 Other 18,509 67,277 — — 85,786 Consolidated $ 1,448,339 $ 799,857 $ 433,324 $ 75,786 $ 2,757,306 |
Contract with Customer, Asset and Liability [Table Text Block] | Net contract assets (liabilities) consisted of the following: September 30, 2019 December 31, 2018 Change Contract assets $ 409 $ 14,757 $ (14,348 ) Contract liabilities (238 ) (143 ) (95 ) Net contract assets $ 171 $ 14,614 $ (14,443 ) |
Restructuring (Tables)
Restructuring (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Restructuring and Related Activities [Abstract] | |
Summary of Activity of Restructuring | Restructuring expense by segment for the three and nine months ended September 30, 2019 and 2018 was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 North America $ 1,321 $ 830 $ 9,243 $ 3,831 Europe 3,341 1,212 14,961 14,465 Asia Pacific 902 606 4,849 1,375 South America 8 55 161 170 Total $ 5,572 $ 2,703 $ 29,214 $ 19,841 |
Schedule of Restructuring Reserve by Type of Cost | Restructuring activity for the nine months ended September 30, 2019 was as follows: Employee Separation Costs Other Exit Costs Total Balance as of December 31, 2018 $ 9,398 $ 3,829 $ 13,227 Expense 19,925 9,289 29,214 Cash payments (15,858 ) (8,816 ) (24,674 ) Foreign exchange translation and other (438 ) (1,223 ) (1,661 ) Balance as of September 30, 2019 $ 13,027 $ 3,079 $ 16,106 |
Inventories (Tables)
Inventories (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Inventory Disclosure [Abstract] | |
Summary of Inventories | Inventories consist of the following: September 30, 2019 December 31, 2018 Finished goods $ 48,011 $ 50,999 Work in process 41,077 37,815 Raw materials and supplies 89,828 86,758 $ 178,916 $ 175,572 |
Leases (Tables)
Leases (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Lease, Cost [Table Text Block] | The components of lease expense were as follows: Three Months Ended September 30, 2019 Nine Months Ended September 30, 2019 Operating lease expense: $ 8,362 $ 25,027 Short-term lease expense 796 2,607 Variable lease expense 517 1,051 Finance lease expense: Amortization of right-of-use assets 614 1,629 Interest on lease liabilities 400 1,307 Total lease expense $ 10,689 $ 31,621 |
Schedule of Cash Flow, Supplemental Disclosures [Table Text Block] | Other information related to leases was as follows: Nine Months Ended September 30, 2019 Supplemental Cash Flows Information Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows for operating leases $ 25,671 Operating cash flows for finance leases 1,186 Financing cash flows for finance leases 735 Non-cash right-of-use assets obtained in exchange for lease obligations: Operating leases 4,955 Finance leases 9,476 Weighted Average Remaining Lease Term (in years) Operating leases 5.5 Finance leases 11.7 Weighted Average Discount Rate Operating leases 4.7 % Finance leases 9.7 % |
Schedule of Future Minimum Rental Payments for Operating Leases [Table Text Block] | Future minimum lease payments under non-cancellable leases as of September 30, 2019 were as follows: Year Operating Leases Finance Leases Remainder of 2019 $ 7,683 $ 696 2020 25,098 2,870 2021 17,388 2,679 2022 13,406 2,518 2023 11,282 2,294 Thereafter 25,913 21,056 Total future minimum lease payments 100,770 32,113 Less imputed interest (12,664 ) (13,196 ) Total $ 88,106 $ 18,917 Amounts recognized in the condensed consolidated balance sheet as of September 30, 2019 Operating lease right-of-use assets, net $ 87,849 $ — Debt payable within one year — 2,050 Current operating lease liabilities 24,004 — Long-term debt — 16,867 Long-term operating lease liabilities 64,102 — |
Property, Plant and Equipment (
Property, Plant and Equipment (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Property, Plant and Equipment [Abstract] | |
Property, Plant and Equipment [Table Text Block] | Property, plant and equipment consists of the following: September 30, 2019 December 31, 2018 Land and improvements $ 66,483 $ 72,931 Buildings and improvements 308,283 313,722 Machinery and equipment 1,129,253 1,076,369 Construction in progress 187,079 192,533 1,691,098 1,655,555 Accumulated depreciation (729,305 ) (671,314 ) Property, plant and equipment, net $ 961,793 $ 984,241 |
Goodwill and Intangibles (Table
Goodwill and Intangibles (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Goodwill and Intangible Assets Disclosure [Abstract] | |
Carrying Amount of Goodwill by Reportable Operating Segment | Changes in the carrying amount of goodwill by reportable operating segment for the nine months ended September 30, 2019 were as follows: North America Balance as of December 31, 2018 $ 143,681 Adjustments related to recent acquisitions (1,689 ) Foreign exchange translation 112 Balance as of September 30, 2019 $ 142,104 |
Intangible Assets and Accumulated Amortization Balances | Intangible assets and accumulated amortization balances as of September 30, 2019 and December 31, 2018 were as follows: Gross Carrying Amount Accumulated Amortization Net Carrying Amount Customer relationships $ 156,189 $ (109,906 ) $ 46,283 Other 49,123 (7,081 ) 42,042 Balance as of September 30, 2019 $ 205,312 $ (116,987 ) $ 88,325 Customer relationships $ 157,286 $ (98,937 ) $ 58,349 Other 45,401 (4,148 ) 41,253 Balance as of December 31, 2018 $ 202,687 $ (103,085 ) $ 99,602 |
Debt (Tables)
Debt (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Debt Disclosure [Abstract] | |
Outstanding Debt | A summary of outstanding debt as of September 30, 2019 and December 31, 2018 is as follows: September 30, 2019 December 31, 2018 Senior Notes $ 394,935 $ 394,399 Term Loan 326,667 328,485 ABL Facility — 50,000 Finance leases 18,917 10,297 Other borrowings 62,944 47,947 Total debt 803,463 831,128 Less current portion (67,419 ) (101,323 ) Total long-term debt $ 736,044 $ 729,805 |
Fair Value Measurements and F_2
Fair Value Measurements and Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Fair Value Disclosures [Abstract] | |
Fair Value Hierarchy Level for Company's Liabilities Measured | Fair value measurements and the fair value hierarchy level for the Company’s assets and liabilities measured or disclosed at fair value on a recurring basis as of September 30, 2019 and December 31, 2018 were as follows: September 30, 2019 December 31, 2018 Input Forward foreign exchange contracts - other current assets $ 157 $ 277 Level 2 Forward foreign exchange contracts - accrued liabilities (95 ) (925 ) Level 2 |
Schedule of Carrying Values and Estimated Fair Values of Debt Instruments [Table Text Block] | Fair values of the Company’s Senior Notes and Term Loan Facility were as follows: September 30, 2019 December 31, 2018 Aggregate fair value $ 680,684 $ 684,687 Aggregate carrying value (1) 730,650 733,200 (1) Excludes unamortized debt issuance costs and unamortized original issue discount. |
Schedule of Derivative Instruments, Effect on Other Comprehensive Income (Loss) [Table Text Block] | Pretax amounts related to the Company’s cash flow hedges that were recognized in other comprehensive income (loss) (“OCI”) were as follows: Gain (Loss) Recognized in OCI Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Forward foreign exchange contracts $ (1,367 ) $ 2,253 $ 2,443 $ 3,413 Interest rate swaps — — — 443 Total $ (1,367 ) $ 2,253 $ 2,443 $ 3,856 |
Schedule of Cash Flow Hedges Included in Accumulated Other Comprehensive Income (Loss) [Table Text Block] | Pretax amounts related to the Company’s cash flow hedges that were reclassified from AOCI were as follows: Gain (Loss) Reclassified from AOCI to Income Three Months Ended September 30, Classification 2019 2018 Forward foreign exchange contracts Cost of products sold $ 614 $ 370 Interest rate swaps Interest expense, net of interest income — 31 Total $ 614 $ 401 Gain (Loss) Reclassified from AOCI to Income Nine Months Ended September 30, Classification 2019 2018 Forward foreign exchange contracts Cost of products sold $ 1,766 $ 1,000 Interest rate swaps Interest expense, net of interest income — (162 ) Total $ 1,766 $ 838 |
Accounts Receivable Factoring (
Accounts Receivable Factoring (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Transfers and Servicing [Abstract] | |
Receivables Outstanding Under Transfer Arrangements [Table Text Block] | Amounts outstanding under receivable transfer agreements entered into by various locations as of the period end were as follows: September 30, 2019 December 31, 2018 Off-balance sheet arrangements $ 86,270 $ 100,409 |
Receivables Factored and Costs Incurred [Table Text Block] | Accounts receivable factored and related costs throughout the period were as follows: Off-Balance Sheet Arrangements Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Accounts receivable factored $ 108,957 $ 149,136 $ 376,944 $ 518,808 Costs 218 348 691 1,065 |
Pension and Postretirement Be_2
Pension and Postretirement Benefits other than Pensions (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Retirement Benefits [Abstract] | |
Net Periodic Benefit Cost of Defined Benefit Plans and Other Postretirement Benefit Plans | The components of net periodic benefit (income) cost for the Company’s defined benefit plans and other postretirement benefit plans were as follows: Pension Benefits Three Months Ended September 30, 2019 2018 U.S. Non-U.S. U.S. Non-U.S. Service cost $ 189 $ 931 $ 213 $ 1,039 Interest cost 2,952 924 2,706 1,031 Expected return on plan assets (4,155 ) (599 ) (4,355 ) (625 ) Amortization of prior service cost and actuarial loss 781 589 601 652 Net periodic benefit (income) cost $ (233 ) $ 1,845 $ (835 ) $ 2,097 Pension Benefits Nine Months Ended September 30, 2019 2018 U.S. Non-U.S. U.S. Non-U.S. Service cost $ 567 $ 2,985 $ 639 $ 3,200 Interest cost 8,856 3,047 8,118 3,151 Expected return on plan assets (12,465 ) (1,785 ) (13,063 ) (1,890 ) Amortization of prior service cost and actuarial loss 2,343 1,798 1,803 2,008 Net periodic benefit (income) cost $ (699 ) $ 6,045 $ (2,503 ) $ 6,469 Other Postretirement Benefits Three Months Ended September 30, 2019 2018 U.S. Non-U.S. U.S. Non-U.S. Service cost $ 26 $ 93 $ 77 $ 123 Interest cost 202 182 299 195 Amortization of prior service credit and actuarial gain (566 ) 94 (418 ) 77 Other — — 2 — Net periodic benefit (income) cost $ (338 ) $ 369 $ (40 ) $ 395 Other Postretirement Benefits Nine Months Ended September 30, 2019 2018 U.S. Non-U.S. U.S. Non-U.S. Service cost $ 92 $ 301 $ 231 $ 373 Interest cost 663 564 899 591 Amortization of prior service credit and actuarial gain (1,874 ) 225 (1,254 ) 231 Other — — 4 — Net periodic benefit (income) cost $ (1,119 ) $ 1,090 $ (120 ) $ 1,195 |
Other Expense, Net (Tables)
Other Expense, Net (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Other Income and Expenses [Abstract] | |
Details of Components of Other Income Expense, Net | The components of other expense, net were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Foreign currency losses $ (73 ) $ (1,184 ) $ (1,529 ) $ (2,893 ) Components of net periodic benefit cost other than service cost (404 ) (165 ) (1,372 ) (598 ) Losses on sales of receivables (218 ) (348 ) (691 ) (1,065 ) Miscellaneous income 181 — 501 583 Other expense, net $ (514 ) $ (1,697 ) $ (3,091 ) $ (3,973 ) |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Income Tax Disclosure [Abstract] | |
Schedule of Effective Income Tax Rate Reconciliation [Table Text Block] | Income tax expense (benefit), income (loss) before income taxes and the corresponding effective tax rate for the three and nine months ended September 30, 2019 and 2018 were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Income tax expense (benefit) $ (574 ) $ (1,190 ) $ 45,996 $ 19,831 Income (loss) before income taxes (16,172 ) 31,474 171,532 153,113 Effective tax rate 4 % (4 )% 27 % 13 % |
Net Income (Loss) Per Share A_2
Net Income (Loss) Per Share Attributable to Cooper-Standard Holdings Inc. (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Earnings Per Share [Abstract] | |
Basic and diluted net income per share attributable | Information used to compute basic and diluted net income (loss) per share attributable to Cooper-Standard Holdings Inc. was as follows: Three Months Ended Nine Months Ended 2019 2018 2019 2018 Net income (loss) available to Cooper-Standard Holdings Inc. common stockholders $ (13,853 ) $ 32,156 $ 127,983 $ 130,825 Basic weighted average shares of common stock outstanding 16,880,736 17,828,358 17,240,366 17,939,544 Dilutive effect of common stock equivalents — 380,810 64,428 409,072 Diluted weighted average shares of common stock outstanding 16,880,736 18,209,168 17,304,794 18,348,616 Basic net income (loss) per share attributable to Cooper-Standard Holdings Inc. $ (0.82 ) $ 1.80 $ 7.42 $ 7.29 Diluted net income (loss) per share attributable to Cooper-Standard Holdings Inc. $ (0.82 ) $ 1.77 $ 7.40 $ 7.13 |
Accumulated Other Comprehensi_2
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Equity [Abstract] | |
Changes in Accumulated Other Comprehensive Income (Loss) | Changes in accumulated other comprehensive loss by component, net of related tax, were as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Foreign currency translation adjustment Balance at beginning of period $ (144,899 ) $ (120,386 ) $ (141,255 ) $ (95,485 ) Other comprehensive income (loss) before reclassifications (28,652 ) (1) (14,623 ) (1) (32,296 ) (1) (39,524 ) (1) Balance at end of period $ (173,551 ) $ (135,009 ) $ (173,551 ) $ (135,009 ) Benefit plan liabilities Balance at beginning of period $ (105,935 ) $ (105,060 ) $ (104,375 ) $ (100,749 ) Other comprehensive income (loss) before reclassifications 1,634 (2) (6 ) (2) (714 ) (2) 1,784 (2) Amounts reclassified from accumulated other comprehensive loss 612 (3) 662 (4) 1,400 (5) (5,439 ) (6) Balance at end of period $ (103,689 ) $ (104,404 ) $ (103,689 ) $ (104,404 ) Fair value change of derivatives Balance at beginning of period $ 1,623 $ (1,077 ) $ (458 ) $ (1,397 ) Other comprehensive income (loss) before reclassifications (1,109 ) (7) 1,736 (7) 1,819 (7) 2,638 (7) Amounts reclassified from accumulated other comprehensive loss (449 ) (8) (255 ) (8) (1,296 ) (8) (837 ) (8) Balance at end of period $ 65 $ 404 $ 65 $ 404 Accumulated other comprehensive loss, ending balance $ (277,175 ) $ (239,009 ) $ (277,175 ) $ (239,009 ) (1) Includes other comprehensive loss related to intra-entity foreign currency balances that are of a long-term investment nature of $10,785 and $473 for the three months ended September 30, 2019 and 2018 , respectively, and $8,819 and $10,713 for the nine months ended September 30, 2019 and 2018 , respectively. (2) Net of tax (benefit) expense of $(76) and $(97) for the three months ended September 30, 2019 and 2018 , respectively, and $(983) and $8,628 for the nine months ended September 30, 2019 and 2018 , respectively. Includes other comprehensive loss of $3,224 for the nine months ended September 30, 2019 related to benefit plan liability remeasurement due to the divestiture of the Company’s AVS product line. See Note 4. “Divestiture.” (3) Includes the effect of the amortization of actuarial losses of $864 , offset by the amortization of prior service credits of $39 , net of tax of $213 . See Note 14. “Pension and Postretirement Benefits Other Than Pensions.” (4) Includes the amortization of actuarial losses of $995 , offset by prior service credits of $85 , net of tax of $248 . See Note 14. “Pension and Postretirement Benefits Other Than Pensions.” (5) Includes the effect of the amortization of actuarial losses of $2,607 , offset by the amortization of prior service credits of $152 , net settlement gain of $65 and curtailment gain of $204 , net of tax of $786 . The settlement and curtailment relate to the divestiture of the Company’s AVS product line. See Note 4. “Divestiture” and Note 14. “Pension and Postretirement Benefits Other Than Pensions.” (6) Includes the effect of the adoption of ASU 2018-02 of $8,569 and the amortization of prior service credits of $244 , offset by curtailment loss of $1,123 and the amortization of actuarial losses of $2,981 , net of tax of $730 . See Note 14. “Pension and Postretirement Benefits Other Than Pensions.” (7) Net of tax (benefit) expense of $(258) and $517 for the three months ended September 30, 2019 and 2018 , respectively, and $624 and $1,218 for the nine months ended September 30, 2019 and 2018 , respectively. See Note 12. “Fair Value Measurements and Financial Instruments.” (8) Net of tax expense of $165 and $146 for the three months ended September 30, 2019 and 2018 , respectively, and $470 and $280 for the nine months ended September 30, 2019 and 2018 , respectively. Includes the effect of the adoption of ASU 2018-02 of $70 for the nine months ended September 30, 2018 . See Note 12. “Fair Value Measurements and Financial Instruments.” |
Share-Based Compensation (Table
Share-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation Expense By Type [Table Text Block] | Share-based compensation expense was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 PUs $ 617 $ 506 $ 1,507 $ 3,885 RSUs 2,382 2,467 6,391 7,776 Stock options 812 802 2,395 2,456 Total $ 3,811 $ 3,775 $ 10,293 $ 14,117 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Related Party Transaction [Line Items] | |
Schedule of Related Party Transactions [Table Text Block] | A summary of the material related party transactions with affiliates accounted for under the equity method was as follows: Three Months Ended September 30, Nine Months Ended September 30, 2019 2018 2019 2018 Sales (1) $ 6,723 $ 7,222 $ 22,256 $ 23,302 Purchases (2) 82 204 806 614 Dividends received (3) — 239 4,917 4,747 (1) Relates to transactions with Nishikawa Cooper LLC (“NISCO”) (2) Relates to transactions with NISCO and Polyrub Cooper Standard FTS Private Limited (3) From NISCO and Nishikawa Tachaplalert Cooper Ltd. inclusive of any gross up of dividend related to withholding tax |
Segment Reporting (Tables)
Segment Reporting (Tables) | 9 Months Ended |
Sep. 30, 2019 | |
Segment Reporting [Abstract] | |
Information on Company's Business Segments | Certain financial information on the Company’s reportable segments was as follows: Three Months Ended September 30, 2019 2018 External Sales Intersegment Sales Adjusted EBITDA External Sales Intersegment Sales Adjusted EBITDA North America $ 393,747 $ 7,488 $ 62,603 $ 471,553 $ 3,437 $ 71,589 Europe 197,409 3,053 6,750 228,332 4,363 934 Asia Pacific 112,642 894 (22,921 ) 136,155 1,307 (1,253 ) South America 25,223 18 (2,906 ) 25,613 17 (1,699 ) Eliminations and other — (11,453 ) — — (9,124 ) — Consolidated $ 729,021 $ — $ 43,526 $ 861,653 $ — $ 69,571 Nine Months Ended September 30, 2019 2018 External Sales Intersegment Sales Adjusted EBITDA External Sales Intersegment Sales Adjusted EBITDA North America $ 1,273,317 $ 14,174 $ 175,034 $ 1,448,339 $ 11,056 $ 241,037 Europe 668,225 9,259 22,273 799,857 11,780 40,194 Asia Pacific 358,740 2,512 (23,740 ) 433,324 4,301 23,541 South America 73,583 71 (5,576 ) 75,786 72 (4,657 ) Eliminations and other — (26,016 ) — — (27,209 ) — Consolidated $ 2,373,865 $ — $ 167,991 $ 2,757,306 $ — $ 300,115 Three Months Ended Nine Months Ended 2019 2018 2019 2018 Adjusted EBITDA $ 43,526 $ 69,571 $ 167,991 $ 300,115 Gain on sale of business (1,730 ) — 188,180 — Restructuring charges (5,572 ) (2,703 ) (29,214 ) (19,841 ) Impairment charges (1,958 ) — (4,146 ) — Project costs (335 ) — (2,003 ) — Lease termination costs (512 ) — (1,003 ) — Gain on sale of land — 10,714 — 10,714 Amortization of inventory write-up — (535 ) — (535 ) Loss on refinancing and extinguishment of debt — — — (770 ) EBITDA $ 33,419 $ 77,047 $ 319,805 $ 289,683 Income tax (expense) benefit 574 1,190 (45,996 ) (19,831 ) Interest expense, net of interest income (10,351 ) (9,983 ) (33,858 ) (29,756 ) Depreciation and amortization (37,495 ) (36,098 ) (111,968 ) (109,271 ) Net income attributable to Cooper-Standard Holdings Inc. $ (13,853 ) $ 32,156 $ 127,983 $ 130,825 September 30, December 31, Segment assets North America $ 1,225,898 $ 1,174,604 Europe 568,246 541,495 Asia Pacific 612,228 616,093 South America 62,660 54,629 Eliminations and other 176,415 236,282 Consolidated $ 2,645,447 $ 2,623,103 |
Overview Correction of Errors (
Overview Correction of Errors (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Mar. 31, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ||||||||
Sales | $ 729,021 | $ 861,653 | $ 2,373,865 | $ 2,757,306 | ||||
Net income (loss) | $ (15,598) | $ 144,751 | $ (3,617) | $ 32,664 | $ 43,202 | $ 57,416 | $ 125,536 | $ 133,282 |
Diluted net income per share attributable to Cooper-Standard Holdings Inc. | $ (0.82) | $ 1.77 | $ 7.40 | $ 7.13 | ||||
Out-of-period adjustment [Member] | ||||||||
Quantifying Misstatement in Current Year Financial Statements [Line Items] | ||||||||
Sales | $ 8,498 | |||||||
Net income (loss) | $ 6,220 | |||||||
Diluted net income per share attributable to Cooper-Standard Holdings Inc. | $ 0.36 | |||||||
Accrued liabilities and other liabilities | $ 6,220 | $ 6,220 |
New Accounting Pronouncements I
New Accounting Pronouncements Impact of new accounting pronouncement (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 |
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
Prepaid Expense, Current | $ 32,795 | $ 34,174 | $ 36,878 |
Assets held for sale | 0 | 113,457 | 103,898 |
Operating Lease, Right-of-Use Asset | 87,849 | 102,268 | 0 |
Accrued Liabilities, Current | 104,965 | 98,571 | 98,907 |
Current operating lease liabilities | 24,004 | 27,229 | 0 |
Liabilities held for sale | 0 | 80,756 | 71,195 |
Long-term operating lease liabilities | 64,102 | 75,276 | 0 |
Retained Earnings (Accumulated Deficit) | $ 686,714 | 573,418 | $ 576,025 |
Prepaid Expenses and Other Current Assets [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | (2,704) | ||
Discontinued Operations, Held-for-sale [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | 9,559 | ||
Operating lease right-of-use assets [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | 102,268 | ||
Accrued Liabilities [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | (336) | ||
Current operating lease liabilities [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | 27,229 | ||
Disposal Group, Held-for-sale, Not Discontinued Operations [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | 9,561 | ||
Long-term operating lease liabilities [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | 75,276 | ||
Retained Earnings [Member] | |||
New Accounting Pronouncements or Change in Accounting Principle [Line Items] | |||
New Accounting Pronouncement or Change in Accounting Principle, Cumulative Effect of Change on Equity or Net Assets | $ (2,607) |
Acquisitions - Additional Infor
Acquisitions - Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | ||||
Dec. 31, 2018 | Sep. 30, 2018 | Nov. 01, 2018 | Oct. 31, 2018 | Aug. 01, 2018 | |
Lauren Companies [Member] [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Consideration Transferred | $ 92,700 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 34,810 | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | $ 26,080 | ||||
LS Mtron Member [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Consideration Transferred | $ 25,750 | ||||
Business Combination, Acquisition of Less than 100 Percent, Noncontrolling Interest, Fair Value | $ 6,400 | ||||
Business Acquisition, Percentage of Voting Interests Acquired | 80.10% | ||||
Hutchings Automotive Products [Member] | |||||
Business Acquisition [Line Items] | |||||
Business Combination, Consideration Transferred | $ 42,100 | ||||
Business Combination, Recognized Identifiable Assets Acquired and Liabilities Assumed, Intangible Assets, Other than Goodwill | $ 11,100 | ||||
Business Combination, Recognized Identifiable Assets Acquired, Goodwill, and Liabilities Assumed, Net | $ 5,200 |
Divestiture (Details)
Divestiture (Details) - USD ($) $ in Thousands | Apr. 01, 2019 | Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Jan. 01, 2019 | Dec. 31, 2018 |
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from sale of business | $ 265,500 | $ 243,362 | $ 0 | ||||
Gain on sale of business | $ 1,730 | $ 0 | (188,180) | $ 0 | |||
Receivables Held-for-sale, Amount | $ 35,498 | ||||||
Disposal Group, Including Discontinued Operation, Other Assets, Current | 3,797 | ||||||
Disposal Group, Including Discontinued Operation, Inventory | 13,774 | ||||||
Disposal Group, Including Discontinued Operation, Prepaid and Other Assets | 1,759 | ||||||
Disposal Group, Including Discontinued Operation, Prepaid and Other Assets, Current | 1,197 | ||||||
Disposal Group, Including Discontinued Operation, Property, Plant and Equipment, Current | 31,148 | ||||||
Disposal Group, Including Discontinued Operation, Goodwill | 13,500 | ||||||
Disposal Group, Including Discontinued Operation, Other Assets, Noncurrent | 3,225 | ||||||
Assets held for sale | 0 | 0 | $ 113,457 | 103,898 | |||
Disposal Group, Including Discontinued Operation, Accounts Payable | 38,065 | ||||||
Disposal Group, Including Discontinued Operation, Accounts Payable and Accrued Liabilities | 6,826 | ||||||
Disposal Group, Including Discontinued Operation, Accrued Liabilities, Current | 1,000 | ||||||
Disposal Group, Including Discontinued Operation, Pension Plan Benefit Obligation | 15,894 | ||||||
Disposal Group, Including Discontinued Operation, Postretirement Plan Benefit Obligation | 9,281 | ||||||
Disposal Group, Including Discontinued Operation, Other Liabilities | 129 | ||||||
Liabilities held for sale | $ 0 | $ 0 | $ 80,756 | $ 71,195 | |||
Minimum [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from sale of business | 215,000 | ||||||
Maximum [Member] | |||||||
Income Statement, Balance Sheet and Additional Disclosures by Disposal Groups, Including Discontinued Operations [Line Items] | |||||||
Proceeds from sale of business | $ 220,000 |
Revenue Revenue by end customer
Revenue Revenue by end customer (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 729,021 | $ 861,653 | $ 2,373,865 | $ 2,757,306 |
Automotive [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 672,916 | 804,640 | 2,187,472 | 2,614,097 |
Commercial [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 10,415 | 13,724 | 39,078 | 44,207 |
Other Customers [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 45,690 | 43,289 | 147,315 | 99,002 |
North America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 393,747 | 471,553 | 1,273,317 | 1,448,339 |
North America [Member] | Automotive [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 361,246 | 441,142 | 1,167,065 | 1,395,263 |
North America [Member] | Commercial [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 4,101 | 5,926 | 16,367 | 17,025 |
North America [Member] | Other Customers [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 28,400 | 24,485 | 89,885 | 36,051 |
Europe [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 197,409 | 228,332 | 668,225 | 799,857 |
Europe [Member] | Automotive [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 173,863 | 201,885 | 588,474 | 710,197 |
Europe [Member] | Commercial [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 6,305 | 7,693 | 22,602 | 26,830 |
Europe [Member] | Other Customers [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 17,241 | 18,754 | 57,149 | 62,830 |
Asia Pacific [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 112,642 | 136,155 | 358,740 | 433,324 |
Asia Pacific [Member] | Automotive [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 112,625 | 136,147 | 358,532 | 433,309 |
Asia Pacific [Member] | Commercial [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 4 | 17 | 11 |
Asia Pacific [Member] | Other Customers [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 17 | 4 | 191 | 4 |
South America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 25,223 | 25,613 | 73,583 | 75,786 |
South America [Member] | Automotive [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 25,182 | 25,466 | 73,401 | 75,328 |
South America [Member] | Commercial [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 9 | 101 | 92 | 341 |
South America [Member] | Other Customers [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 32 | $ 46 | $ 90 | $ 117 |
Revenue Revenue by type (Detail
Revenue Revenue by type (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 729,021 | $ 861,653 | $ 2,373,865 | $ 2,757,306 |
Sealing systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 362,228 | 418,754 | 1,161,939 | 1,389,288 |
Fuel and brake delivery systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 182,950 | 196,821 | 567,831 | 609,449 |
Fluid transfer systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 145,835 | 128,102 | 447,454 | 413,199 |
Anti-vibration systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 80,753 | 78,728 | 259,584 | |
Other products [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 38,008 | 37,223 | 117,913 | 85,786 |
North America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 393,747 | 471,553 | 1,273,317 | 1,448,339 |
North America [Member] | Sealing systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 139,318 | 149,074 | 438,844 | 487,757 |
North America [Member] | Fuel and brake delivery systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 120,425 | 136,903 | 376,106 | 415,012 |
North America [Member] | Fluid transfer systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 112,938 | 104,058 | 340,767 | 331,226 |
North America [Member] | Anti-vibration systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 63,563 | 56,457 | 195,835 | |
North America [Member] | Other products [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 21,066 | 17,955 | 61,143 | 18,509 |
Europe [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 197,409 | 228,332 | 668,225 | 799,857 |
Europe [Member] | Sealing systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 130,732 | 142,342 | 430,280 | 502,431 |
Europe [Member] | Fuel and brake delivery systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 29,401 | 31,752 | 95,722 | 107,366 |
Europe [Member] | Fluid transfer systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 20,334 | 19,642 | 64,646 | 65,706 |
Europe [Member] | Anti-vibration systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 15,328 | 20,807 | 57,077 | |
Europe [Member] | Other products [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 16,942 | 19,268 | 56,770 | 67,277 |
Asia Pacific [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 112,642 | 136,155 | 358,740 | 433,324 |
Asia Pacific [Member] | Sealing systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 73,576 | 107,940 | 237,369 | 342,314 |
Asia Pacific [Member] | Fuel and brake delivery systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 26,775 | 22,044 | 78,275 | 68,373 |
Asia Pacific [Member] | Fluid transfer systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 12,291 | 4,309 | 41,632 | 15,965 |
Asia Pacific [Member] | Anti-vibration systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 1,862 | 1,464 | 6,672 | |
Asia Pacific [Member] | Other products [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 0 | 0 | 0 |
South America [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 25,223 | 25,613 | 73,583 | 75,786 |
South America [Member] | Sealing systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 18,602 | 19,398 | 55,446 | 56,786 |
South America [Member] | Fuel and brake delivery systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 6,349 | 6,122 | 17,728 | 18,698 |
South America [Member] | Fluid transfer systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 272 | 93 | 409 | 302 |
South America [Member] | Anti-vibration systems [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | 0 | 0 | 0 | |
South America [Member] | Other products [Member] | ||||
Disaggregation of Revenue [Line Items] | ||||
Revenue from Contract with Customer, Including Assessed Tax | $ 0 | $ 0 | $ 0 | $ 0 |
Revenue Net contract assets (li
Revenue Net contract assets (liabilities) (Details) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2019 | Dec. 31, 2018 | |
Net contract assets (liabilities) [Abstract] | ||
Contract with Customer, Asset, Gross, Current | $ 409 | $ 14,757 |
Contract with Customer, Asset, Explanation of Change | (14,348) | |
Contract with Customer, Liability, Current | (238) | (143) |
Contract with Customer, Liability, Explanation of Change | (95) | |
Contract with Customer, Asset, Net, Current | 171 | $ 14,614 |
Contract with Customer, Net, Explanation of Change | $ (14,443) |
Restructuring - Summary of Rest
Restructuring - Summary of Restructuring Expense (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 5,572 | $ 2,703 | $ 29,214 | $ 19,841 |
North America [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 1,321 | 830 | 9,243 | 3,831 |
Europe [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 3,341 | 1,212 | 14,961 | 14,465 |
Asia Pacific [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | 902 | 606 | 4,849 | 1,375 |
South America [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring charges | $ 8 | $ 55 | $ 161 | $ 170 |
Restructuring - Summary of Acti
Restructuring - Summary of Activity of Restructuring (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve, Beginning Balance | $ 13,227 | |||
Restructuring charges | $ 5,572 | $ 2,703 | 29,214 | $ 19,841 |
Cash payments | (24,674) | |||
Foreign exchange translation and other | (1,661) | |||
Restructuring Reserve, Ending Balance | 16,106 | 16,106 | ||
Employee Separation Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve, Beginning Balance | 9,398 | |||
Restructuring charges | 19,925 | |||
Cash payments | (15,858) | |||
Foreign exchange translation and other | (438) | |||
Restructuring Reserve, Ending Balance | 13,027 | 13,027 | ||
Other Exit Costs [Member] | ||||
Restructuring Cost and Reserve [Line Items] | ||||
Restructuring Reserve, Beginning Balance | 3,829 | |||
Restructuring charges | 9,289 | |||
Cash payments | (8,816) | |||
Foreign exchange translation and other | (1,223) | |||
Restructuring Reserve, Ending Balance | $ 3,079 | $ 3,079 |
Inventories - Summary of Invent
Inventories - Summary of Inventories (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Inventory Disclosure [Abstract] | ||
Finished goods | $ 48,011 | $ 50,999 |
Work in process | 41,077 | 37,815 |
Raw materials and supplies | 89,828 | 86,758 |
Inventories | $ 178,916 | $ 175,572 |
Leases Components of lease expe
Leases Components of lease expense (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2019 | Sep. 30, 2019 | |
Operating Lease, Cost | $ 8,362 | $ 25,027 |
Short-term Lease, Cost | 796 | 2,607 |
Variable Lease, Cost | 517 | 1,051 |
Finance Lease, Right-of-Use Asset, Amortization | 614 | 1,629 |
Finance Lease, Interest Expense | 400 | 1,307 |
Lease, Cost | $ 10,689 | $ 31,621 |
Leases Additional Lease Disclos
Leases Additional Lease Disclosure (Details) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Operating Lease, Payments | $ 25,671 |
Finance Lease, Principal Payments | 1,186 |
Finance leases, finance cash flows | 735 |
Right-of-Use Asset Obtained in Exchange for Operating Lease Liability | 4,955 |
Right-of-Use Asset Obtained in Exchange for Finance Lease Liability | $ 9,476 |
Operating Lease, Weighted Average Remaining Lease Term | 5 years 6 months |
Finance Lease, Weighted Average Remaining Lease Term | 11 years 8 months 12 days |
Operating Lease, Weighted Average Discount Rate, Percent | 4.70% |
Finance Lease, Weighted Average Discount Rate, Percent | 9.70% |
Leases Future minimum lease pay
Leases Future minimum lease payments (Details) - USD ($) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2019 | Jan. 01, 2019 | Dec. 31, 2018 | |
Operating Lease, Right-of-Use Asset | $ 87,849 | $ 102,268 | $ 0 |
Current operating lease liabilities | 24,004 | 27,229 | 0 |
Long-term operating lease liabilities | 64,102 | $ 75,276 | $ 0 |
Finance Lease, Right-of-Use Asset | 20,089 | ||
Lessee, Operating Lease, Lease Not yet Commenced, Amount | 56,975 | ||
Operating Leases [Member] | |||
Lessee, Operating Lease, Liability, Payments, Remainder of Fiscal Year | 7,683 | ||
Lessee, Operating Lease, Liability, Payments, Due Year Two | 25,098 | ||
Lessee, Operating Lease, Liability, Payments, Due Year Three | 17,388 | ||
Lessee, Operating Lease, Liability, Payments, Due Year Four | 13,406 | ||
Lessee, Operating Lease, Liability, Payments, Due Year Five | 11,282 | ||
Lessee, Operating Lease, Liability, Payments, Due after Year Five | 25,913 | ||
Lessee, Operating Lease, Liability, Undiscounted Excess Amount | 100,770 | ||
Imputed Interest | (12,664) | ||
Lessee, Operating Lease, Liability, Payments, Due | 88,106 | ||
Operating Lease, Right-of-Use Asset | 87,849 | ||
Current operating lease liabilities | 24,004 | ||
Long-term operating lease liabilities | 64,102 | ||
Finance Leases [Member] | |||
Finance Lease, Liability, Payments, Remainder of Fiscal Year | 696 | ||
Finance Lease, Liability, Payments, Due Year Two | 2,870 | ||
Finance Lease, Liability, Payments, Due Year Three | 2,679 | ||
Finance Lease, Liability, Payments, Due Year Four | 2,518 | ||
Finance Lease, Liability, Payments, Due Year Five | 2,294 | ||
Finance Lease, Liability, Payments, Due after Year Five | 21,056 | ||
Finance Lease, Liability, Undiscounted Excess Amount | 32,113 | ||
Imputed Interest | (13,196) | ||
Finance Lease, Liability, Payment, Due | 18,917 | ||
Finance Lease, Liability, Current | 2,050 | ||
Finance Lease, Liability, Noncurrent | $ 16,867 |
Property, Plant and Equipment_2
Property, Plant and Equipment (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Property, Plant and Equipment [Line Items] | ||
Land and improvements | $ 66,483 | $ 72,931 |
Buildings and improvements, gross | 308,283 | 313,722 |
Machinery and equipment, gross | 1,129,253 | 1,076,369 |
Construction in progress, gross | 187,079 | 192,533 |
Property, Plant and Equipment, Gross | 1,691,098 | 1,655,555 |
Accumulated depreciation | (729,305) | (671,314) |
Property, plant and equipment, net | $ 961,793 | $ 984,241 |
Property, Plant and Equipment A
Property, Plant and Equipment Additional Information (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Property, Plant and Equipment [Line Items] | ||||
Net Book Value of Disposed Property Plant Equipment | $ 5,446 | |||
Impairment charges | $ 1,958 | 0 | $ 4,146 | $ 0 |
Gain on sale of land | $ 0 | $ 10,714 | $ 0 | $ 10,714 |
Goodwill and Intangibles - Carr
Goodwill and Intangibles - Carrying Amount of Goodwill by Reportable Operating Segment (Detail) $ in Thousands | 9 Months Ended |
Sep. 30, 2019USD ($) | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | $ 143,681 |
Goodwill, Ending Balance | 142,104 |
North America [Member] | |
Goodwill [Roll Forward] | |
Goodwill, Beginning Balance | 143,681 |
Goodwill, Purchase Accounting Adjustments | (1,689) |
Goodwill, Foreign Currency Translation Gain (Loss) | 112 |
Goodwill, Ending Balance | $ 142,104 |
Goodwill and Intangibles - Inta
Goodwill and Intangibles - Intangible Assets and Accumulated Amortization Balances (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | $ 205,312 | $ 202,687 |
Accumulated Amortization | (116,987) | (103,085) |
Net Carrying Amount | 88,325 | 99,602 |
Customer relationships | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 156,189 | 157,286 |
Accumulated Amortization | (109,906) | (98,937) |
Net Carrying Amount | 46,283 | 58,349 |
Other | ||
Acquired Finite-Lived Intangible Assets [Line Items] | ||
Gross Carrying Amount | 49,123 | 45,401 |
Accumulated Amortization | (7,081) | (4,148) |
Net Carrying Amount | $ 42,042 | $ 41,253 |
Debt - Outstanding Debt (Detail
Debt - Outstanding Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Debt Instrument [Line Items] | ||
Senior Notes | $ 394,935 | $ 394,399 |
Term Loan | 326,667 | 328,485 |
ABL Facility | 0 | 50,000 |
Finance Lease, Liability | 18,917 | 10,297 |
Other borrowings | 62,944 | 47,947 |
Total debt | 803,463 | 831,128 |
Less current portion | (67,419) | (101,323) |
Total long-term debt | $ 736,044 | $ 729,805 |
Debt - Additional Information (
Debt - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Credit Facilities [Line Items] | |||||
Loss on refinancing and extinguishment of debt | $ 0 | $ 0 | $ 0 | $ 770 | |
Senior Notes [Member] | |||||
Credit Facilities [Line Items] | |||||
Debt Instrument, Face Amount | $ 400,000 | $ 400,000 | |||
Debt Instrument, Interest Rate, Stated Percentage | 5.625% | 5.625% | |||
Debt Instrument, Maturity Date | Nov. 15, 2026 | ||||
Unamortized Debt Issuance Expense | $ 5,065 | $ 5,065 | $ 5,601 | ||
Medium-term Notes [Member] | |||||
Credit Facilities [Line Items] | |||||
Debt Instrument, Face Amount | 340,000 | $ 340,000 | |||
Term Loan Facility, Credit Terms | by an amount that will not cause the consolidated secured net debt ratio to exceed 2.25 to 1.00 plus $400,000 plus any voluntary prepayments | ||||
Debt Instrument, Maturity Date | Nov. 2, 2023 | ||||
Debt Instrument, Interest Rate Terms | either (1) with respect to Eurodollar rate loans, the greater of the applicable Eurodollar rate and 0.75% plus 2.0% per annum, or (2) with respect to base rate loans, the base rate, (which is the highest of the then current federal funds rate plus 0.5%, the prime rate most recently announced by the administrative agent under the term loan, and the one-month Eurodollar rate plus 1.0%) plus 1.0% per annum | ||||
Unamortized Debt Issuance Expense | 2,421 | $ 2,421 | 2,866 | ||
Debt Instrument, Unamortized Discount | 1,561 | 1,561 | 1,849 | ||
Revolving Credit Facility [Member] | |||||
Credit Facilities [Line Items] | |||||
Line of Credit Facility, Commitment Amount | 210,000 | 210,000 | |||
Letter of credit sub-facility | 100,000 | 100,000 | |||
Swing line sub-facility | 25,000 | 25,000 | |||
Uncommitted incremental loan facility | 100,000 | 100,000 | |||
Line of Credit Facility, Maximum Borrowing Capacity | 310,000 | 310,000 | |||
Line of Credit Facility, Current Borrowing Capacity | 193,106 | 193,106 | |||
Letters of Credit Outstanding, Amount | 9,387 | $ 9,387 | |||
Debt Instrument, Maturity Date | Nov. 2, 2021 | ||||
Unamortized Debt Issuance Expense | $ 766 | $ 766 | $ 1,015 |
Fair Value Measurements and F_3
Fair Value Measurements and Financial Instruments - Fair Value Hierarchy Level for Company's Liabilities Measured (Detail) - Level 2 [Member] - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Other Current Assets [Member] | ||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Forward foreign exchange contract asset | $ 157 | $ 277 |
Accrued Liabilities [Member] | ||
Fair Value Of Assets And Liabilities Measured On Recurring Basis [Line Items] | ||
Forward foreign exchange contract liability | $ (95) | $ (925) |
Fair Value Measurements and F_4
Fair Value Measurements and Financial Instruments - Fair Values of Debt Instruments (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Fair Value of Debt Instruments [Abstract] | ||
Long-term Debt, Fair Value | $ 680,684 | $ 684,687 |
Long-term Debt, Gross | $ 730,650 | $ 733,200 |
Fair Value Measurements and F_5
Fair Value Measurements and Financial Instruments - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Foreign Exchange Contract [Member] | Cash Flow Hedging [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Derivative, Notional Amount | $ 39,890 | $ 154,237 |
Fair Value Measurements and F_6
Fair Value Measurements and Financial Instruments - Gains (losses) on Cash Flow Hedges Reported in Accumulated Other Comprehensive Income (Loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Unrealized Gain (Loss) on Foreign Currency Derivatives, Net, before Tax | $ (1,367) | $ 2,253 | $ 2,443 | $ 3,413 |
Unrealized Gain (Loss) on Interest Rate Cash Flow Hedges, Pretax, Accumulated Other Comprehensive Income (Loss) | 0 | 0 | 0 | 443 |
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, before Tax | $ (1,367) | $ 2,253 | $ 2,443 | $ 3,856 |
Fair Value Measurements and F_7
Fair Value Measurements and Financial Instruments - Reclassifications out of accumulated other comprehensive income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Derivative Instruments and Hedging Activities Disclosure [Abstract] | ||||
Foreign Currency Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net | $ 614 | $ 370 | $ 1,766 | $ 1,000 |
Interest Rate Cash Flow Hedge Gain (Loss) Reclassified to Earnings, Net | 0 | 31 | 0 | (162) |
Derivative Instruments, Gain (Loss) Reclassified from Accumulated OCI into Income, Effective Portion, Net | $ 614 | $ 401 | $ 1,766 | $ 838 |
Accounts Receivable Factoring A
Accounts Receivable Factoring Amounts outstanding under receivable transfer agreements (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Transfers and Servicing [Abstract] | ||
Continuing Involvement with Derecognized Transferred Financial Assets, Amount Outstanding | $ 86,270 | $ 100,409 |
Accounts Receivable Factoring R
Accounts Receivable Factoring Receivables Factored and Costs Incurred (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Transfers and Servicing [Abstract] | ||||
Total amount of accounts receivable factored without recourse | $ 108,957 | $ 149,136 | $ 376,944 | $ 518,808 |
Costs incurred on sale of receivables without recourse | $ 218 | $ 348 | $ 691 | $ 1,065 |
Accounts Receivable Factoring_2
Accounts Receivable Factoring Additional Detail (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Accounts Receivable Factoring [Abstract] | ||
Cash collected on behalf of factor | $ 16,254 | $ 14,542 |
Pension and Postretirement Be_3
Pension and Postretirement Benefits other than Pensions - Net Periodic Benefit Cost of Defined Benefit Plans and Other Postretirement Benefit Plans (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Foreign Plan [Member] | Pension Plan [Member] | ||||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||||
Service cost | $ 931 | $ 1,039 | $ 2,985 | $ 3,200 |
Interest cost | 924 | 1,031 | 3,047 | 3,151 |
Expected return on plan assets | (599) | (625) | (1,785) | (1,890) |
Amortization of prior service cost credit and recognized actuarial gain (loss) | 589 | 652 | 1,798 | 2,008 |
Net periodic benefit (income) cost | 1,845 | 2,097 | 6,045 | 6,469 |
Foreign Plan [Member] | Other Postretirement Benefits Plan [Member] | ||||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||||
Service cost | 93 | 123 | 301 | 373 |
Interest cost | 182 | 195 | 564 | 591 |
Amortization of prior service cost credit and recognized actuarial gain (loss) | 94 | 77 | 225 | 231 |
Other | 0 | 0 | 0 | 0 |
Net periodic benefit (income) cost | 369 | 395 | 1,090 | 1,195 |
UNITED STATES | Pension Plan [Member] | ||||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||||
Service cost | 189 | 213 | 567 | 639 |
Interest cost | 2,952 | 2,706 | 8,856 | 8,118 |
Expected return on plan assets | (4,155) | (4,355) | (12,465) | (13,063) |
Amortization of prior service cost credit and recognized actuarial gain (loss) | 781 | 601 | 2,343 | 1,803 |
Net periodic benefit (income) cost | (233) | (835) | (699) | (2,503) |
UNITED STATES | Other Postretirement Benefits Plan [Member] | ||||
Pension Plans, Postretirement and Other Employee Benefits [Line Items] | ||||
Service cost | 26 | 77 | 92 | 231 |
Interest cost | 202 | 299 | 663 | 899 |
Amortization of prior service cost credit and recognized actuarial gain (loss) | (566) | (418) | (1,874) | (1,254) |
Other | 0 | 2 | 0 | 4 |
Net periodic benefit (income) cost | $ (338) | $ (40) | $ (1,119) | $ (120) |
Pension and Postretirement Be_4
Pension and Postretirement Benefits other than Pensions Pensions - Additional Information (Details) - Subsequent Event [Member] $ in Thousands | 3 Months Ended |
Dec. 31, 2019USD ($) | |
Defined Benefit Plans and Other Postretirement Benefit Plans Table Text Block [Line Items] | |
Defined Benefit Plan, Benefit Obligation, (Increase) Decrease for Settlement | $ 57,323 |
Defined Benefit Plan, Net Periodic Benefit Cost (Credit), Gain (Loss) Due to Settlement and Curtailment | $ 15,042 |
Other Expense, Net - Details of
Other Expense, Net - Details of Components of Other Income Expense, Net (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Other Income and Expenses [Abstract] | ||||
Foreign currency losses | $ (73) | $ (1,184) | $ (1,529) | $ (2,893) |
Components of Net Periodic Benefit Cost Other than Service Cost | (404) | (165) | (1,372) | (598) |
Losses on sales of receivables | (218) | (348) | (691) | (1,065) |
Miscellaneous income | 181 | 0 | 501 | 583 |
Other expense, net | $ (514) | $ (1,697) | $ (3,091) | $ (3,973) |
Income Taxes Effective Income T
Income Taxes Effective Income Tax Rate (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Income Tax [Line Items] | ||||
Income tax expense (benefit) | $ (574) | $ (1,190) | $ 45,996 | $ 19,831 |
Income (loss) before income taxes | $ (16,172) | $ 31,474 | $ 171,532 | $ 153,113 |
Effective tax rate | 4.00% | (4.00%) | 27.00% | 13.00% |
Net Income (Loss) Per Share A_3
Net Income (Loss) Per Share Attributable to Cooper-Standard Holdings Inc. - Basic and Diluted Net Income Per Share Attributable (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Earnings Per Share [Abstract] | ||||
Net income available to Cooper-Standard Holdings Inc. common stockholders | $ (13,853) | $ 32,156 | $ 127,983 | $ 130,825 |
Basic weighted average shares of common stock outstanding | 16,880,736 | 17,828,358 | 17,240,366 | 17,939,544 |
Dilutive effect of common stock equivalents | 0 | 380,810 | 64,428 | 409,072 |
Diluted weighted average shares of common stock outstanding | 16,880,736 | 18,209,168 | 17,304,794 | 18,348,616 |
Basic net income per share attributable to Cooper-Standard Holdings Inc. | $ (0.82) | $ 1.80 | $ 7.42 | $ 7.29 |
Diluted net income per share attributable to Cooper-Standard Holdings Inc. | $ (0.82) | $ 1.77 | $ 7.40 | $ 7.13 |
Accumulated Other Comprehensi_3
Accumulated Other Comprehensive Income (Loss) - Changes in Accumulated Other Comprehensive Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | ||||
Beginning Balance | $ (246,088) | |||
Ending Balance | $ (277,175) | (277,175) | ||
Cumulative currency translation adjustment [Member] | ||||
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | ||||
Beginning Balance | (144,899) | $ (120,386) | (141,255) | $ (95,485) |
Other comprehensive income (loss) before reclassifications | (28,652) | (14,623) | (32,296) | (39,524) |
Ending Balance | (173,551) | (135,009) | (173,551) | (135,009) |
Benefit plan liabilities [Member] | ||||
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | ||||
Beginning Balance | (105,935) | (105,060) | (104,375) | (100,749) |
Other comprehensive income (loss) before reclassifications | 1,634 | (6) | (714) | 1,784 |
Amounts reclassified from accumulated other comprehensive income (loss) | 612 | 662 | 1,400 | (5,439) |
Ending Balance | (103,689) | (104,404) | (103,689) | (104,404) |
Fair value change of derivatives [Member] | ||||
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | ||||
Beginning Balance | 1,623 | (1,077) | (458) | (1,397) |
Other comprehensive income (loss) before reclassifications | (1,109) | 1,736 | 1,819 | 2,638 |
Amounts reclassified from accumulated other comprehensive income (loss) | (449) | (255) | (1,296) | (837) |
Ending Balance | 65 | 404 | 65 | 404 |
Accumulated other comprehensive loss [Member] | ||||
Accumulated Other Comprehensive Income Loss Net Of Tax [Line Items] | ||||
Ending Balance | $ (277,175) | $ (239,009) | $ (277,175) | $ (239,009) |
Accumulated Other Comprehensi_4
Accumulated Other Comprehensive Income (Loss) - Changes in Accumulated Other Comprehensive Income (Loss) (Additional Information) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Additional Detail [Line Items] | ||||
Other Comprehensive Income (Loss), Foreign Currency Transaction and Translation Gain (Loss), before Reclassification and Tax | $ (10,785) | $ (473) | $ (8,819) | $ (10,713) |
Other Comprehensive (Income) Loss, Defined Benefit Plan, before Reclassification Adjustment, Tax (Benefit) Expense | (76) | (97) | (983) | 8,628 |
Other Comprehensive Income (Loss), Defined Benefit Plan, Loss Arising During Period, before Tax | 3,224 | |||
Other Comprehensive Income (Loss), Defined Benefit Plan, Amortization of Actuarial Losses, Reclassification Adjustment from AOCI, before Tax | 864 | (995) | (2,607) | (2,981) |
Other Comprehensive (Income) Loss, Defined Benefit Plan, Prior Service Credit, Reclassification Adjustment from AOCI, before Tax | 39 | 85 | 152 | 244 |
Other Comprehensive (Income) Loss, Defined Benefit Plan, Reclassification Adjustment from AOCI, Tax Expense (Benefit) | (213) | 248 | (786) | 730 |
Other Comprehensive Income (Loss), Unrealized Gain (Loss) on Derivatives Arising During Period, Tax Expense (Benefit) | (258) | 517 | 624 | 1,218 |
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, Tax Expense | $ 165 | $ 146 | 470 | 280 |
Adjustments for New Accounting Principle, Early Adoption [Member] | ||||
Additional Detail [Line Items] | ||||
Other Comprehensive (Income) Loss, Defined Benefit Plan, Reclassification Adjustment from AOCI, before Tax | 8,569 | |||
Other Comprehensive Income (Loss), Reclassification Adjustment from AOCI on Derivatives, before Tax | 70 | |||
Settlement [Member] | ||||
Additional Detail [Line Items] | ||||
Other Comprehensive Income (Loss), Defined Benefit Plan, Amortization of Actuarial Losses, Reclassification Adjustment from AOCI, before Tax | 65 | |||
Curtailment [Member] | ||||
Additional Detail [Line Items] | ||||
Other Comprehensive Income (Loss), Defined Benefit Plan, Amortization of Actuarial Losses, Reclassification Adjustment from AOCI, before Tax | $ 204 | $ (1,123) |
Common Stock (Details)
Common Stock (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | |||||
Sep. 30, 2019 | Jun. 30, 2019 | Mar. 31, 2019 | Sep. 30, 2018 | Jun. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Equity, Class of Treasury Stock [Line Items] | |||||||
Repurchase of common stock | $ 0 | $ 30,000 | $ 5,937 | $ 0 | $ 43,525 | ||
2018 Program [Member] | |||||||
Equity, Class of Treasury Stock [Line Items] | |||||||
Stock Repurchase Program, Authorized Amount | 150,000 | $ 150,000 | |||||
Stock Repurchase Program, Remaining Authorized Repurchase Amount | $ 98,720 | $ 98,720 | |||||
Open Market [Member] | |||||||
Equity, Class of Treasury Stock [Line Items] | |||||||
Treasury Stock Acquired, Average Cost Per Share | $ 69.85 | $ 122.64 | |||||
Repurchase of common stock (shares) | 85,000 | 69,503 | |||||
Repurchase of common stock | $ 5,937 | $ 8,524 | |||||
ASR [Member] | |||||||
Equity, Class of Treasury Stock [Line Items] | |||||||
Treasury Stock Acquired, Average Cost Per Share | $ 42.91 | $ 135.51 | |||||
Repurchase of common stock (shares) | 72,875 | 626,305 | 51,092 | 207,193 | 699,180 | 258,285 | |
Repurchase of common stock | $ 30,000 | $ 35,000 |
Share-Based Compensation (Detai
Share-Based Compensation (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Payment Arrangement, Expense | $ 3,811 | $ 3,775 | $ 10,293 | $ 14,117 |
Performance Shares [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Payment Arrangement, Expense | 617 | 506 | 1,507 | 3,885 |
Restricted Stock [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Payment Arrangement, Expense | 2,382 | 2,467 | 6,391 | 7,776 |
Stock Option [Member] | ||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||
Share-based Payment Arrangement, Expense | $ 812 | $ 802 | $ 2,395 | $ 2,456 |
Share-Based Compensation - Addi
Share-Based Compensation - Additional Information (Detail) | Sep. 30, 2019 |
Share-based Payment Arrangement [Abstract] | |
Share-Based Compensation, Performance Units, vesting percentage based on Return on Invested Capital, low end of range | 0.00% |
Share-Based Compensation, Performance Units, vesting percentage based on Return on Invested Capital, high end of range | 200.00% |
Related Party Transactions (Det
Related Party Transactions (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Related Party Transaction [Line Items] | ||||
Revenue From Related Parties | $ 6,723 | $ 7,222 | $ 22,256 | $ 23,302 |
Related Party Transaction, Purchases from Related Party | 82 | 204 | 806 | 614 |
Proceeds from Equity Method Investment, Distribution | $ 0 | $ 239 | $ 4,917 | $ 4,747 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Related Party Transaction Due From To Related Party [Line Items] | ||
Due from Related Party | $ 4,799 | $ 6,066 |
Commitments and Contingencies -
Commitments and Contingencies - Additional Information (Details) - USD ($) $ in Thousands | Sep. 30, 2019 | Dec. 31, 2018 |
Commitments and Contingencies Disclosure [Abstract] | ||
Accrual for Environmental Loss Contingencies | $ 4,703 | $ 4,668 |
Segment Reporting Information o
Segment Reporting Information on Company's Business Segments (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | Dec. 31, 2018 | |
Segment Reporting Information [Line Items] | |||||
Sales | $ 729,021 | $ 861,653 | $ 2,373,865 | $ 2,757,306 | |
Intersegment sales | 0 | 0 | 0 | 0 | |
Adjusted EBITDA | 43,526 | 69,571 | 167,991 | 300,115 | |
Segment assets | 2,645,447 | 2,645,447 | $ 2,623,103 | ||
Reportable Geographical Components [Member] | North America [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Sales | 393,747 | 471,553 | 1,273,317 | 1,448,339 | |
Intersegment sales | 7,488 | 3,437 | 14,174 | 11,056 | |
Adjusted EBITDA | 62,603 | 71,589 | 175,034 | 241,037 | |
Segment assets | 1,225,898 | 1,225,898 | 1,174,604 | ||
Reportable Geographical Components [Member] | Europe [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Sales | 197,409 | 228,332 | 668,225 | 799,857 | |
Intersegment sales | 3,053 | 4,363 | 9,259 | 11,780 | |
Adjusted EBITDA | 6,750 | 934 | 22,273 | 40,194 | |
Segment assets | 568,246 | 568,246 | 541,495 | ||
Reportable Geographical Components [Member] | Asia Pacific [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Sales | 112,642 | 136,155 | 358,740 | 433,324 | |
Intersegment sales | 894 | 1,307 | 2,512 | 4,301 | |
Adjusted EBITDA | (22,921) | (1,253) | (23,740) | 23,541 | |
Segment assets | 612,228 | 612,228 | 616,093 | ||
Reportable Geographical Components [Member] | South America [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Sales | 25,223 | 25,613 | 73,583 | 75,786 | |
Intersegment sales | 18 | 17 | 71 | 72 | |
Adjusted EBITDA | (2,906) | (1,699) | (5,576) | (4,657) | |
Segment assets | 62,660 | 62,660 | 54,629 | ||
Eliminations and other [Member] | |||||
Segment Reporting Information [Line Items] | |||||
Sales | 0 | 0 | 0 | 0 | |
Intersegment sales | (11,453) | (9,124) | (26,016) | (27,209) | |
Adjusted EBITDA | 0 | $ 0 | 0 | $ 0 | |
Segment assets | $ 176,415 | $ 176,415 | $ 236,282 |
Segment Reporting Additional In
Segment Reporting Additional Information (Detail) | 9 Months Ended |
Sep. 30, 2019Segment | |
Segment Reporting [Abstract] | |
Number of reportable segments | 4 |
Segment Reporting Adjusted EBIT
Segment Reporting Adjusted EBITDA to Net Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2019 | Sep. 30, 2018 | Sep. 30, 2019 | Sep. 30, 2018 | |
Adjusted EBITDA | $ 43,526 | $ 69,571 | $ 167,991 | $ 300,115 |
Gain on sale of business | (1,730) | 0 | 188,180 | 0 |
Restructuring Charges | (5,572) | (2,703) | (29,214) | (19,841) |
Impairment charges | (1,958) | 0 | (4,146) | 0 |
Project Costs | (335) | 0 | (2,003) | 0 |
Lease termination costs | (512) | 0 | (1,003) | 0 |
Gain on sale of land | 0 | 10,714 | 0 | 10,714 |
Other Depreciation and Amortization | 0 | (535) | 0 | (535) |
Loss on refinancing and extinguishment of debt | 0 | 0 | 0 | (770) |
EBITDA | 33,419 | 77,047 | 319,805 | 289,683 |
Income tax expense (benefit) | 574 | 1,190 | (45,996) | (19,831) |
Interest expense, net of interest income | (10,351) | (9,983) | (33,858) | (29,756) |
Depreciation and amortization | (37,495) | (36,098) | (111,968) | (109,271) |
Net (Loss) Income Attributable to Parent | $ (13,853) | $ 32,156 | $ 127,983 | $ 130,825 |
Uncategorized Items - cps-q3201
Label | Element | Value |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (2,607,000) |
AOCI Attributable to Parent [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (8,639,000) |
Retained Earnings [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | (2,607,000) |
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | 8,639,000 |
Cooper Standard Holdings Inc Equity [Member] | ||
Cumulative Effect of New Accounting Principle in Period of Adoption | us-gaap_CumulativeEffectOfNewAccountingPrincipleInPeriodOfAdoption | $ (2,607,000) |