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Axalta Coating Systems Ltd

For the period ended Mar 31, 2025. Filed May 7, 2025.

View on SEC.gov

About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Mar 31, 2025 · Filed May 7, 2025

AXTA$36.45+0.3%Stored close · as of Nov 6, 2026

What changed in Management’s Discussion and Analysis?

Read the current filing

Previous report: 10-Q

Period ended 2024-09-30; filed 2024-10-30.

0001616862-24-000065

ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Current report: 10-Q

Period ended 2025-03-31; filed 2025-05-07.

0001616862-25-000022

ITEM 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

The baseline is this issuer’s latest earlier reporting period of the same form that was filed before the current report. A previous 10-Q is a different quarter, not a year-over-year comparison. Amendments are excluded.

Compared 241 previous paragraphs and 142 current paragraphs.

69 unchanged; 35 reworded; 32 added; 121 removed; 16 previous and 6 current paragraphs rearranged.

Tables are not compared: 15 previous and 14 current tables excluded. Dates, whitespace, punctuation and numbering changes are ignored; changes to financial figures remain significant.

A changed paragraph is not evidence that risk increased or decreased. An unchanged paragraph does not establish that risk stayed the same.

Added paragraphs (32)

Current report

•Performance Coatings: Net sales decreased 3.1% for the three months ended March 31, 2025 compared with the three months ended March 31, 2024. The decreased net sales were driven by lower sales volumes of 2.4% and a headwind from unfavorable foreign currency translation of 2.3% driven by fluctuations of the Euro and Mexican Peso, in each case compared to the U.S. Dollar, partially offset by contributions of 1.6% from the CoverFlexx Acquisition.

Current report

•Mobility Coatings: Net sales decreased 1.3% for the three months ended March 31, 2025 compared with the three months ended March 31, 2024. The decreased net sales were driven by a headwind from unfavorable foreign currency translation of 3.4% driven by fluctuations of the Mexican Peso, Brazilian Real and Euro, in each case compared to the U.S. Dollar, partially offset by higher average selling prices and favorable product mix of 1.8% and higher sales volumes of 0.3%.

Current report

n Unfavorable impacts of currency translation driven by fluctuations of the Mexican Peso, Euro and Brazilian Real, in each case compared to the U.S. Dollar

Current report

n Higher average selling prices and favorable product mix driven by Mobility Coatings

Current report

n Favorable impacts of currency translation of 2.6% driven by fluctuations of the Mexican Peso, Euro and Brazilian Real, in each case compared to the U.S. Dollar

Current report

n Lower sales volumes driven by Performance Coatings, partially offset by contributions from the CoverFlexx Acquisition

Current report

n Higher average selling prices and favorable product mix driven by Mobility Coatings

Current report

Selling, general and administrative expenses decreased primarily due to the following:

Current report

n Favorable impacts of currency translation of 2.4% driven by fluctuations of the Euro, Mexican Peso and Brazilian Real, in each case compared to the U.S. Dollar

Current report

Other operating charges decreased primarily due to the following:

Current report

n Increased benefit of $1 million from derivative instruments

Current report

n Favorable impact of foreign exchange losses of $2 million when compared to the prior year period

Current report

(1) The Government of Bermuda enacted the Bermuda Corporate Income Tax Act 2023 (“Bermuda CITA”), which imposes a 15% corporate income tax effective for tax years beginning on or after January 1, 2025. Prior to January 1, 2025, Bermuda did not impose a corporate income tax rate. For the three months ended March 31, 2025 the statutory income tax rate reflects the Bermuda statutory income tax rate. For the three months ended March 31, 2024, the statutory income tax rate reflects the U.S. federal statutory income tax rate.

Current report

(1) The Government of Bermuda enacted the Bermuda CITA, which imposes a 15% corporate income tax effective for tax years beginning on or after January 1, 2025. Prior to January 1, 2025, Bermuda did not impose a corporate income tax rate. For the three months ended March 31, 2025 the statutory income tax rate reflects the Bermuda statutory income tax rate. For the three months ended March 31, 2024, the statutory income tax rate reflects the U.S. federal statutory income tax rate.

Current report

n Decreased costs of $3 million related to our multi-year ERP system implementation and productivity programs compared to the prior year period

Current report

n Unfavorable impacts of currency translation driven by fluctuations of the Mexican Peso, Brazilian Real and Euro, in each case compared to the U.S. Dollar

Current report

n Decreased costs of $2 million related to our multi-year ERP system implementation and productivity programs compared to the prior year period

Current report

n Decrease of $1 million in inventory charges from obsolescence, quality and yield loss from manufacturing compared to the prior year period

Current report

n Unfavorable impacts of currency translation driven by the weakening of the Mexican Peso and Brazilian Real, in each case compared to the U.S. Dollar

Current report

Net cash used for financing activities for the three months ended March 31, 2025 was $8 million. The primary use was for contractual debt repayments of $5 million.
Removed paragraphs (121)

Previous report

•Performance Coatings: Net sales increased 2.1% for the nine months ended September 30, 2024 compared with the nine months ended September 30, 2023. The increased net sales were driven by contributions of 0.8% from the CoverFlexx acquisition, higher sales volumes of 0.7%, including the contribution from the André Koch acquisition, higher average selling price and product mix of 0.5% and an offsetting impact from currency fluctuations.

Previous report

•Mobility Coatings: Net sales increased 1.9% for the nine months ended September 30, 2024 compared with the nine months ended September 30, 2023. The increased net sales were driven by higher sales volumes of 3.8%, partially offset by lower average selling price and product mix of 1.4% and a headwind from unfavorable foreign currency translation of 0.5% driven by fluctuations of the Brazilian Real and Chinese Yuan, partially offset by fluctuations of the Euro, compared to the U.S. Dollar.

Previous report

During July 2024, we completed the acquisition of CoverFlexx. See Note 3 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information.

Previous report

During the nine months ended September 30, 2024, we prepaid $75 million of the outstanding principal amount of the 2029 Dollar Term Loans. See Note 16 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information.

Previous report

During the nine months ended September 30, 2024, we repurchased 2.8 million shares of our common stock for total consideration of $100 million as we executed against the share repurchase program approved by the Board of Directors in April 2024. See Part II, Item 2 of this Quarterly Report on Form 10-Q for additional information.

Previous report

During March 2024, we entered into the Fourteenth Amendment to the Credit Agreement to lower the interest rate spread applicable to the 2029 Dollar Term Loans, which continues to be based on SOFR, from 2.50% to 2.00% and to make related changes to effect such repricing. The other material terms of the Credit Agreement, including the outstanding principal amount and maturity date of the 2029 Dollar Term Loans, remained unchanged. See Note 16 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information.

Previous report

During June 2024, we entered into the Fifteenth Amendment to the Credit Agreement, to among other things, increase commitments available pursuant to the Revolving Credit Facility from $550 million to $800 million and extend the maturity of the Revolving Credit Facility from May 2026 to June 2029, provided that such date would be accelerated in certain circumstances as set forth in the Credit Agreement and the Fifteenth Amendment. See Note 16 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information.

Previous report

n Higher sales volumes including the contribution from the André Koch acquisition

Previous report

n Lower average selling prices and product mix driven by Mobility Coatings

Previous report

n Unfavorable impacts of currency translation driven by fluctuations of the Mexican Peso and Brazilian Real, partially offset by fluctuations of the Euro, Chinese Yuan and British Pound, compared to the U.S. Dollar

Previous report

n Lower average selling prices and product mix driven by Mobility Coatings, partially offset by higher average selling prices and product mix in Performance Coatings

Previous report

n Impacts of currency translation were immaterial driven by offsetting currency fluctuations

Previous report

n Lower variable input costs as a result of deflationary benefits

Previous report

n Decreased costs of $13 million related to our multi-year ERP system implementation and productivity programs

Previous report

n Favorable impacts of currency translation of 0.5% driven by fluctuations of the Mexican Peso and Brazilian Real, partially offset by fluctuations of the Euro and Chinese Yuan, compared to the U.S. Dollar

Previous report

n Decrease of $5 million in inventory charges related to obsolescence, quality and yield loss in manufacturing

Previous report

n Higher sales volumes including contributions from the André Koch and CoverFlexx acquisitions

Previous report

n Higher operating expenses due primarily to increased labor costs

Previous report

n Lower variable input costs as a result of deflationary benefits

Previous report

n Decreased costs of $13 million related to our multi-year ERP system implementation and productivity programs

Previous report

n Decrease of $5 million in inventory charges related to obsolescence, quality and yield loss in manufacturing

Previous report

n Lower average selling prices and product mix driven by Mobility Coatings

Previous report

n Lower variable input costs as a result of deflationary benefits

Previous report

n Decreased costs of $23 million related to our multi-year ERP system implementation and productivity programs

Previous report

n $8 million impairment charge in the prior year due to the decision to demolish assets at a previously closed manufacturing site

Previous report

n Favorable impacts of currency translation of 0.2% driven by fluctuations of the Chinese Yuan and Brazilian Real, partially offset by fluctuations of the Euro, British Pound and Polish Zloty, compared to the U.S. Dollar

Previous report

n Decreased expense of $3 million associated with utilization at certain manufacturing sites

Previous report

n Higher sales volumes including contributions from the André Koch and CoverFlexx acquisitions

Previous report

n Higher operating expenses due primarily to increased labor costs

Previous report

n Lower variable input costs as a result of deflationary benefits

Previous report

n Decreased costs of $23 million related to our multi-year ERP system implementation and productivity programs

Previous report

n $8 million impairment charge in the prior year due to the decision to demolish assets at a previously closed manufacturing site

Previous report

n Decreased expense of $3 million associated with utilization at certain manufacturing sites

Previous report

n Higher operating expenses due primarily to increased labor costs

Previous report

n Lower average selling prices and product mix driven by Mobility Coatings, partially offset by higher average selling prices and product mix in Performance Coatings

Previous report

Selling, general and administrative expenses increased primarily due to the following:

Showing the first 40 of 121 passages. Open the source sections for the rest.

Reworded paragraphs (35)

Previous wording

Many statements made in the following discussion and analysis of our financial condition and results of operations and elsewhere in this Quarterly Report on Form 10-Q that are not statements of historical fact, including statements about our beliefs and expectations, are "forward-looking statements" within the meaning of federal securities laws and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including descriptions of our business plan, strategies and capital structure. These statements often include words such as "anticipated," "expect," "believe," "intended," "estimated," "projections," "could," "would," "may," "will," "future," "can," "assumptions," "potential," "possible," "strategy," and "forecasts" and the negative of these words or other comparable or similar terminology. We base these forward-looking statements or projections on our current expectations, plans and assumptions that we have made in light of our experience in the industry, as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances and at such time. As you read and consider this Quarterly Report on Form 10-Q, you should understand that these statements are not guarantees of performance or results. The forward-looking statements and projections are subject to and involve risks and uncertainties, including, but not limited to, economic, competitive, governmental, geopolitical and technological factors outside of our control, as well as risks related to the execution of, and assumptions underlying, the 2024 Transformation Initiative, our acquisition of CoverFlexx, and our previously-announced three-year 2024-2026 strategy, that may cause our business, industry, strategy, financing activities or actual results to differ materially. More information on potential factors that could affect our financial results is available in "Management’s Discussion and Analysis of Financial Condition and Results of Operations" in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2023 as well as "Risk Factors" in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023 and in other documents that we have filed with, or furnished to, the SEC, and you should not place undue reliance on these forward-looking statements or projections. Although we believe that these forward-looking statements and projections are based on reasonable assumptions at the time they are made, you should be aware that many factors, including, but not limited to, those described in "Risk Factors" in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2023, could affect our actual financial results or results of operations and could cause actual results to differ materially from those expressed in the forward-looking statements and projecti…

Excerpt shortened here; the source contains the full paragraph.

Current wording

Many statements made in the following discussion and analysis of our financial condition and results of operations and elsewhere in this Quarterly Report on Form 10-Q that are not statements of historical fact, including statements about our beliefs and expectations, are “forward-looking statements” within the meaning of federal securities laws and should be evaluated as such. Forward-looking statements include information concerning possible or assumed future results of operations, including descriptions of our business plan, strategies and capital structure. These statements often include words such as “expect,” “expected,” “believe,” “intended,” “estimate,” “estimated,” “could,” “would,” “may,” “will,” “future,” “plans,” “forecasts,” “forecasted” and “potential,” and the negative of these words or other comparable or similar terminology. We base these forward-looking statements or projections on our current expectations, plans and assumptions that we have made in light of our experience in the industry, as well as our perceptions of historical trends, current conditions, expected future developments and other factors we believe are appropriate under the circumstances and at such time. As you read and consider this Quarterly Report on Form 10-Q, you should understand that these statements are not guarantees of performance or results. The forward-looking statements and projections are subject to and involve risks and uncertainties, including, but not limited to, economic, competitive, governmental, including tariffs recently imposed by the U.S. and retaliatory actions from other countries, geopolitical and technological factors outside of our control, as well as risks related to the execution of, and assumptions underlying, the 2024 Transformation Initiative, and our previously-announced three-year 2024-2026 strategy, that may cause our business, industry, strategy, financing activities or actual results to differ materially. More information on potential factors that could affect our financial results is available in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in Part II, Item 7 of our Annual Report on Form 10-K for the year ended December 31, 2024 as well as “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024 and in other documents that we have filed with, or furnished to, the Securities and Exchange Commission (the “SEC”), and you should not place undue reliance on these forward-looking statements or projections. Although we believe that these forward-looking statements and projections are based on reasonable assumptions at the time they are made, you should be aware that many factors, including, but not limited to, those described in “Risk Factors” in Part I, Item 1A of our Annual Report on Form 10-K for the year ended December 31, 2024, could affect our actual financial results or results of operations and could cause actual results to differ ma…

Excerpt shortened here; the source contains the full paragraph.

Previous wording

We intend to use our investor relations page at ir.axalta.com as a means of disclosing material information to the public in a broad, non-exclusionary manner for purposes of the SEC’s Regulation Fair Disclosure (or Reg. FD). Investors should routinely monitor that site, in addition to our press releases, SEC filings and public conference calls and webcasts, as information posted on that page could be deemed to be material information.

Current wording

We use our investor relations page at ir.axalta.com as a means of disclosing material information to the public in a broad, non-exclusionary manner for purposes of the SEC’s Regulation Fair Disclosure (or Reg. FD). Investors should routinely monitor that site, in addition to our press releases, SEC filings and public conference calls and webcasts, as information posted on that page could be deemed to be material information.

Previous wording

We are a leading global manufacturer, marketer and distributor of high-performance coatings systems and products. We have over a 150-year heritage in the coatings industry and are known for manufacturing high-quality products with well-recognized brands supported by market-leading technology and customer service. Our diverse global footprint of 45 manufacturing facilities, four technology centers, 46 customer training centers and approximately 12,700 team members allows us to meet the needs of customers in over 140 countries. We serve our customer base through an extensive sales force and technical support organization, as well as through approximately 4,000 independent, locally based distributors.

Current wording

We are a leading global manufacturer, marketer and distributor of high-performance coatings systems and products. We have over a 150-year heritage in the coatings industry and are known for manufacturing high-quality products with well-recognized brands supported by market-leading technology and customer service. Our diverse global footprint of 43 manufacturing facilities, four technology centers, 45 customer training centers and approximately 12,900 team members, inclusive of team members added from recent acquisitions, allows us to meet the needs of customers in over 140 countries. We serve our customer base through an extensive sales force and technical support organization, as well as through approximately 5,000 independent, locally based distributors.

Previous wording

Through our Mobility Coatings segment, we provide coatings technologies for light vehicle and commercial vehicle OEMs. These global customers are faced with evolving megatrends in electrification, sustainability, personalization and autonomous driving that require a high level of technical expertise. These OEMs require efficient, environmentally responsible coatings systems that can be applied with a high degree of precision, consistency and speed. The end-markets within this segment are light vehicle and commercial vehicle.

Current wording

Through our Mobility Coatings segment, we provide coatings technologies for light vehicle and commercial vehicle OEMs. These global customers are faced with evolving megatrends in electrification, sustainability, personalization and autonomous driving that require a high level of technical expertise. The OEMs require efficient, environmentally responsible coatings systems that can be applied with a high degree of precision, consistency and speed. The end-markets within this segment are light vehicle and commercial vehicle.

Previous wording

Our net sales increased 2.0%, including an offsetting impact from currency fluctuations, for the nine months ended September 30, 2024 compared with the nine months ended September 30, 2023. The increased net sales were driven by higher volumes of 1.8%, including the contribution from the André Koch acquisition completed in October 2023, and contributions of 0.5% from CoverFlexx, partially offset by lower average selling price and product mix of 0.2%. The following trends impacted our segment net sales performance for the nine months ended September 30, 2024:

Current wording

Our net sales decreased 2.5%, including a 2.7% headwind from unfavorable foreign currency translation, for the three months ended March 31, 2025 compared with the three months ended March 31, 2024. The decreased net sales were driven by the unfavorable foreign currency translation and lower sales volumes of 1.5%, partially offset by contributions of 1.1% from the acquisition of The CoverFlexx Group completed in July 2024 (the “CoverFlexx Acquisition”) and higher average selling prices and favorable product mix of 0.6%. The following trends impacted our segment net sales performance for the three months ended March 31, 2025:

Previous wording

Our business serves four end-markets globally with net sales for the three and nine months ended September 30, 2024 and 2023, as follows:

Current wording

Our business serves four end-markets globally with net sales for the three months ended March 31, 2025 and 2024, as follows:

Previous wording

During February 2024, we announced the 2024 Transformation Initiative intended to simplify the Company’s organizational structure and enable us to be more proactive, responsive, and agile and to better serve our customers and to lower our cost base, improve financial performance and cash flow generation. See Liquidity and Capital Resources, Management's Discussion and Analysis of Financial Condition and Results of Operations and Note 5 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information.

Current wording

During February 2024, we announced the 2024 Transformation Initiative intended to simplify the Company’s organizational structure and enable us to be more proactive, responsive, and agile and to better serve our customers and to lower our cost base and improve financial performance and generate greater cash flows. See “Management's Discussion and Analysis of Financial Condition and Results of Operations - Liquidity and Capital Resources” and Note 4 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information.

Previous wording

n Higher sales volumes including the contribution from the André Koch acquisition and partially driven by lower volumes in the prior year period in connection with production constraints associated with our multi-year enterprise resource planning ("ERP") system implementation in North America

Current wording

n Decreased costs of $5 million related to our multi-year enterprise resource planning (“ERP”) system implementation and productivity programs

Previous wording

n Decrease of $5 million in commissions resulting from changes to certain contractual arrangements

Current wording

n Decrease of $2 million in commissions resulting from lower sales volumes

Previous wording

n Increase of $9 million in termination benefits and other employee-related costs associated with the 2024 Transformation Initiative

Current wording

n Decrease of $44 million in termination benefits and other employee-related costs primarily as a result of significantly higher costs associated with the 2024 Transformation Initiative in the prior year period

Previous wording

n $4 million in environmental remediation costs recognized in the current year period

Current wording

n Decrease of $4 million from environmental remediation costs recognized in the prior year period

Previous wording

Research and development expenses remained generally consistent:

Current wording

Research and development expenses remained generally consistent and impacts of currency translation were immaterial when compared to the prior year period.

Previous wording

n Increased amortization of $3 million associated with assets acquired in the past 12 months

Current wording

n Increased amortization of $2 million associated with assets acquired in the past 12 months

Previous wording

n Favorable impact of $6 million attributable to lower principal on our 2029 Dollar Term Loans, primarily as a result of $125 million of prepayments during the twelve months ended September 30, 2024, partially offset by the increased variable interest rate

Current wording

n Favorable impact of $9 million attributable to lower principal and decreased variable interest rate on our 2029 Dollar Term Loans

Previous wording

n $4 million debt extinguishment and refinancing-related costs recognized in the prior year period as part of the repricing of our 2029 Dollar Term Loans

Current wording

n $3 million debt extinguishment and refinancing-related costs recognized in the prior year period as part of the repricing of our 2029 Dollar Term Loans

Previous wording

(1) Primarily related to earnings in Bermuda, Germany, Luxembourg, and Switzerland.

Current wording

(2) For the three months ended March 31, 2025, earnings generated in jurisdictions where the statutory rate is different from the Bermuda rate is primarily related to earnings in the U.S. and Switzerland. For the three months ended March 31, 2024, earnings generated in jurisdictions where the statutory rate is different from the US. Federal rate is primarily related to earnings in Bermuda, Germany, Luxembourg, and Switzerland.

Previous wording

(2) Changes in valuation allowance primarily relates to operations in Luxembourg, the Netherlands, and the United Kingdom, including tax impacts of foreign exchange losses. The activity during the three and nine months ended September 30, 2024 includes a $26 million favorable impact related to the write off of an expired Netherlands net operating loss carryforward.

Current wording

(3) Changes in valuation allowance primarily relates to operations in Luxembourg, the Netherlands, and the United Kingdom, including tax impacts of foreign exchange losses.

Previous wording

n Lower average selling prices and product mix across both end-markets, including raw material pass-through impacts in the light vehicle end-market

Previous wording

n Favorable impacts of currency translation due primarily to fluctuations of the Euro and British Pound, partially offset by fluctuations of the Mexican Peso and Brazilian Real, compared to the U.S. Dollar

Current wording

n Unfavorable impacts of currency translation due primarily to fluctuations of the Euro and Mexican Peso, in each case, compared to the U.S. Dollar

Previous wording

At September 30, 2024, availability under the Revolving Credit Facility was $673 million, net of $22 million of letters of credit outstanding and $105 million of loans outstanding. All such availability may be utilized without violating any covenants under the Credit Agreement or the indentures governing our senior notes (the "Senior Notes"). At September 30, 2024, we had no outstanding borrowings under other lines of credit. Our remaining available borrowing capacity under other lines of credit in certain non-U.S. jurisdictions totaled $60 million.

Current wording

At March 31, 2025, availability under the Revolving Credit Facility was $778 million, net of $22 million of letters of credit outstanding. All such availability may be utilized without violating any covenants under the Credit Agreement or the indentures governing our senior notes (the “Senior Notes”). Our remaining available borrowing capacity under other lines of credit in certain non-U.S. jurisdictions totaled $100 million and March 31, 2025.

Previous wording

We, or our affiliates, at any time and from time to time, may purchase shares of our common stock or the Senior Notes, and may prepay our 2029 Dollar Term Loans, any loans outstanding on our Revolving Credit Facility, or other indebtedness. Any such purchases of our common stock or Senior Notes may be made through the open market or privately negotiated transactions with third parties or pursuant to one or more redemptions, tender or exchange offers or otherwise, upon such terms and at such prices, as well as with such consideration, as we, or any of our affiliates, may determine.

Current wording

We, or our affiliates, at any time and from time to time, may purchase shares of our common stock or the Senior Notes, and may prepay our 2029 Dollar Term Loans or other indebtedness. Any such purchases of our common stock or Senior Notes may be made through the open market or privately negotiated transactions with third parties or pursuant to one or more redemptions, tender or exchange offers or otherwise, upon such terms and at such prices, as well as with such consideration, as we, or any of our affiliates, may determine.

Previous wording

During February 2024, we announced a global transformation initiative intended to simplify the Company’s organizational structure and enable us to be more proactive, responsive, and agile and to better serve our customers and to lower our cost base and improve financial performance and cash flow generation. Future cash expenditures related to the 2024 Transformation Initiative are expected to be approximately $95-135 million. We estimate that, once fully executed, the 2024 Transformation Initiative will yield net savings, inclusive of non-labor savings and costs for backfilling certain roles, of approximately $75 million on an annualized basis. We expect $10 million of the run-rate savings from the 2024 Transformation Initiative to be realized in 2024 and an incremental $30-$40 million to be realized in 2025 with the full run-rate expected to be realized during 2026. See Note 5 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information.

Current wording

During February 2024, we announced the 2024 Transformation Initiative intended to simplify the Company’s organizational structure and enable us to be more proactive, responsive, and agile and to better serve our customers and to lower our cost base and improve financial performance and generate greater cash flows. Total cash expenditures related to the 2024 Transformation Initiative are expected to be approximately $105-115 million. We estimate that, once fully executed, the 2024 Transformation Initiative will yield net savings, inclusive of non-labor savings and costs for backfilling certain roles, of approximately $75 million on an annualized basis. We realized approximately $20 million of the run-rate savings from the 2024 Transformation Initiative in 2024, which was better than expected, and expect $30-40 million to be realized in 2025 with the full run-rate previously forecasted to be realized during 2026. See Note 4 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q for additional information.

Previous wording

Net cash provided by operating activities for the nine months ended September 30, 2024 was $342 million. Net income before deducting depreciation, amortization and other non-cash items generated cash of $508 million. This was partially offset by net uses of working capital of $166 million, for which the most significant drivers were increases in prepaid expenses and other assets, inventories and accounts and notes receivable of $106 million, $54 million and $16 million, respectively, as well as decreases in accounts payable of $18 million. These outflows were driven primarily by payments of BIPs, increased production and timing of collections from and payments to customers and vendors. These outflows were partially offset by increases in other liabilities of $30 million largely driven by accruals related to the 2024 Transformation Initiative.

Current wording

Net cash provided by operating activities for the three months ended March 31, 2025 was $26 million. Net income before deducting depreciation, amortization and other non-cash items generated cash of $188 million. This was partially offset by net uses of working capital of $162 million, for which the most significant drivers were decreases in other accrued liabilities of $106 million as well as increases in prepaid expenses and other assets, inventories and accounts and notes receivable of $59 million, $37 million and $18 million, respectively. These outflows were driven primarily by seasonal cash payments for variable incentive compensation, payments of BIPs and rebates, increased production and timing of collections from customers. These outflows were partially offset by increases in accounts payable of $66 million driven by timing of payments to vendors.

Previous wording

Net cash used for investing activities for the nine months ended September 30, 2024 was $374 million. The primary uses were $290 million for the acquisition discussed in Note 3 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, purchases of property, plant and equipment of $78 million and $21 million for the disbursements to customers for loans which primarily have a repayment period of five years, partially offset by proceeds of $10 million from interest proceeds from swaps designated as net investment hedges, which are discussed further in Note 17 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Current wording

Net cash used for investing activities for the three months ended March 31, 2025 was $44 million. The primary uses were for purchases of property, plant and equipment of $43 million and a business acquisition of $6 million, partially offset by proceeds of $3 million from interest proceeds from swaps designated as net investment hedges, which are discussed further in Note 16 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q.

Previous wording

Currency exchange impacts on cash for the nine months ended September 30, 2023 were unfavorable by $19 million, which was driven primarily by the fluctuations of the Euro and Russian Ruble, partially offset by the Mexican Peso, compared to the U.S. Dollar.

Current wording

Currency exchange impacts on cash for the three months ended March 31, 2025 were favorable by $8 million, which was driven primarily by the fluctuations of the Euro and Brazilian Real, in each case compared to the U.S. Dollar.

Previous wording

Net cash provided by operating activities for the nine months ended September 30, 2023 was $289 million. Net income before deducting depreciation, amortization and other non-cash items generated cash of $479 million. This was partially offset by net uses of working capital of $190 million, for which the most significant drivers were increases in accounts and notes receivable and prepaid expenses and other assets of $213 million and $68 million, respectively, driven primarily by the timing of collections and payments of BIPs. These outflows were partially offset by decreases in inventories of $66 million as a result of lower production levels due to intentionally managing inventory levels, and increases in accounts payable of $17 million.

Current wording

Net cash provided by operating activities for the three months ended March 31, 2024 was $34 million. Net income before deducting depreciation, amortization and other non-cash items generated cash of $132 million. This was partially offset by net uses of working capital of $98 million, for which the most significant drivers were decreases in other accrued liabilities of $75 million as well as increases in prepaid expenses and other assets and inventories of $40 million and $20 million, respectively. These outflows were driven primarily by seasonal cash payments for variable incentive compensation, payments of BIPs and increased production. These outflows were partially offset by increases in other liabilities of $22 million largely driven by accruals related to the 2024 Transformation Initiative and timing of payments and accounts payable of $11 million driven by timing of payments to vendors.

Previous wording

Net cash used for investing activities for the nine months ended September 30, 2023 was $65 million. The primary use was for purchases of property, plant and equipment of $105 million, partially offset by proceeds of $38 million from settlements on, and interest from, swaps designated as net investment hedges.

Current wording

Net cash used for investing activities for the three months ended March 31, 2024 was $19 million. The primary use was for purchases of property, plant and equipment of $22 million, partially offset by proceeds of $3 million from interest proceeds from swaps designated as net investment hedges.

Previous wording

Net cash used for financing activities for the nine months ended September 30, 2023 was $252 million. The primary uses were prepayments of $150 million of the outstanding principal amount of the 2029 Dollar Term Loans, contractual repayments of $52 million on borrowings, purchases of our common stock totaling $50 million, payments of $9 million for fees associated with refinancing our 2024 Dollar Term Loans and repricing our 2029 Dollar Term Loans and payments totaling $8 million for acquisition-related consideration, partially offset by proceeds of $9 million from a short-term borrowing and $7 million net cash received from our stock-based compensation program. The 2029 Dollar Term Loans repricing in August 2023 resulted in $197 million of constructive financing cash inflows and corresponding constructive financing cash outflows.

Current wording

Net cash used for financing activities for the three months ended March 31, 2024 was $82 million. The primary uses were prepayments of $75 million of the outstanding principal amount of the 2029 Dollar Term Loans, contractual repayments of $6 million on borrowings and payments of $2 million for fees associated with repricing our 2029 Dollar Term Loans in March 2024. The 2029 Dollar Term Loans repricing resulted in $107 million of constructive financing cash inflows and corresponding constructive financing cash outflows.

Previous wording

Currency exchange impacts on cash for the nine months ended September 30, 2024 were unfavorable by $10 million, which was driven primarily by the fluctuations of the Mexican Peso and Brazilian Real compared to the U.S. Dollar.

Current wording

Currency exchange impacts on cash for the three months ended March 31, 2024 were unfavorable by $9 million, which was driven primarily by the fluctuations of the Euro compared to the U.S. Dollar.

Previous wording

We had cash and cash equivalents at September 30, 2024 and December 31, 2023 of $567 million and $700 million, respectively. Of these balances, $457 million and $462 million were maintained in non-U.S. jurisdictions at September 30, 2024 and December 31, 2023, respectively. We believe at this time our organizational structure allows us the necessary flexibility to move funds throughout our subsidiaries to meet our operational and working capital needs.

Current wording

We had cash and cash equivalents at March 31, 2025 and December 31, 2024 of $575 million and $593 million, respectively. Of these balances, $418 million and $497 million were maintained in non-U.S. jurisdictions as of March 31, 2025 and December 31, 2024, respectively. We believe at this time our organizational structure allows us the necessary flexibility to move funds throughout our subsidiaries to meet our operational and working capital needs.

Previous wording

Our business may not generate sufficient net cash provided by operating activities and future borrowings may not be available under our Senior Secured Credit Facilities in an amount sufficient to enable us to pay our indebtedness, or to fund our other liquidity needs, including planned capital expenditures. In such circumstances, we may need to refinance all or a portion of our indebtedness on or before maturity. We may not be able to refinance any of our indebtedness on commercially reasonable terms or at all. If we cannot service our indebtedness, we may have to take actions such as selling assets, selling additional equity or reducing or delaying capital expenditures, strategic acquisitions, investments and alliances. Our primary sources of liquidity are cash on hand, net cash provided by operating activities and available borrowing capacity under our Senior Secured Credit Facilities. Based on our forecasts, we believe that net cash provided by operating activities, available cash on hand and available borrowing capacity under our Senior Secured Credit Facilities and other existing lines of credit will be adequate to service debt, fund our cost saving initiatives, meet liquidity needs and fund necessary capital expenditures for the next twelve months.

Current wording

Our business may not generate sufficient cash flow from operations and future borrowings may not be available under our Senior Secured Credit Facilities in an amount sufficient to enable us to pay our indebtedness, or to fund our other liquidity needs, including planned capital expenditures. In such circumstances, we may need to refinance all or a portion of our indebtedness on or before maturity. We may not be able to refinance any of our indebtedness on commercially reasonable terms or at all. If we cannot service our indebtedness, we may have to take actions such as selling assets, selling additional equity or reducing or delaying capital expenditures, strategic acquisitions, investments and alliances. Our primary sources of liquidity are cash on hand, cash flow from operations and available borrowing capacity under our Senior Secured Credit Facilities. Based on our forecasts, we believe that cash flow from operations, available cash on hand and available borrowing capacity under our Senior Secured Credit Facilities and other existing lines of credit will be adequate to service debt, fund our cost saving initiatives, meet liquidity needs and fund necessary capital expenditures for the next twelve months.

Previous wording

If required, our ability to raise additional financing and our borrowing costs may be impacted by short and long-term debt ratings assigned by independent rating agencies, which are based, in significant part, on our performance as measured by certain credit metrics such as interest coverage and leverage ratios. Our highly leveraged nature may limit our ability to procure additional financing in the future and elevated interest rates, as experienced during 2022 and 2023 and continuing in 2024, may further increase our interest expense and weaken our financial condition.

Current wording

If required, our ability to raise additional financing and our borrowing costs may be impacted by short and long-term debt ratings assigned by independent rating agencies, which are based, in significant part, on our performance as measured by certain credit metrics such as interest coverage and leverage ratios. Our highly leveraged nature may limit our ability to procure additional financing in the future and elevated interest rate environments may increase our interest expense and weaken our financial condition.

Previous wording

We believe that we continue to maintain sufficient liquidity to meet our cash requirements, including our debt service obligations as well as our working capital needs. Availability under the Revolving Credit Facility was $673 million and $528 million at September 30, 2024 and December 31, 2023, respectively, all of which may be borrowed by us without violating any covenants under the Credit Agreement or the indentures governing the Senior Notes.

Current wording

We believe that we continue to maintain sufficient liquidity to meet our cash requirements, including our debt service obligations as well as our working capital needs. Availability under the Revolving Credit Facility was $778 million at March 31, 2025 and December 31, 2024, all of which may be borrowed by us without violating any covenants under the Credit Agreement or the indentures governing the Senior Notes.

Previous wording

Information related to our material contractual obligations and cash requirements can be found in Note 6 and Note 18 to the audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2023. As noted above and within Note 16 to the unaudited condensed consolidated financial statements included elsewhere in this Quarterly Report on Form 10-Q, we have made prepayments during the nine months ended September 30, 2024 of $75 million of the outstanding principal amount of the 2029 Dollar Term Loans. During June 2024, we borrowed $185 million against the Revolving Credit Facility, of which $80 million was repaid at September 30, 2024. There have been no other material changes in the Company's contractual obligations and cash requirements as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2023.

Current wording

Information related to our material contractual obligations and cash requirements can be found in Note 7 and Note 19 to the audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024. There have been no material changes in the Company's contractual obligations and cash requirements as disclosed in our Annual Report on Form 10-K for the year ended December 31, 2024.
Rearranged current paragraphs (6)

Current report — wording carried from elsewhere

Interest expense, net decreased primarily due to the following:

Current report — wording carried from elsewhere

Net sales decreased primarily due to the following:

Current report — wording carried from elsewhere

n Lower sales volumes across both end-markets

Current report — wording carried from elsewhere

n Unfavorable impacts of currency translation due primarily to fluctuations of the Mexican Peso and Euro, in each case, compared to the U.S. Dollar

Current report — wording carried from elsewhere

Net sales decreased primarily due to the following:

Current report — wording carried from elsewhere

n Higher sales volumes driven by the light vehicle end-market
Rearranged previous paragraphs (16)

Previous report — wording carried elsewhere

Cost of sales decreased primarily due to the following:

Previous report — wording carried elsewhere

Cost of sales as a percentage of net sales decreased primarily due to the following:

Previous report — wording carried elsewhere

n Increase of $63 million in termination benefits and other employee-related costs associated with the 2024 Transformation Initiative

Previous report — wording carried elsewhere

n Impacts of currency translation were immaterial when compared to the prior year period

Previous report — wording carried elsewhere

Research and development expenses remained generally consistent:

Previous report — wording carried elsewhere

n Impacts of currency translation were immaterial when compared to the prior year period

Previous report — wording carried elsewhere

n Impacts of currency translation were immaterial when compared to the prior year period

Previous report — wording carried elsewhere

Amortization of acquired intangibles increased primarily due to the following:

Previous report — wording carried elsewhere

n Increased amortization of $6 million associated with assets acquired in the past 12 months

Previous report — wording carried elsewhere

n Impacts of currency translation were immaterial when compared to the prior year period

Previous report — wording carried elsewhere

n Impacts of currency translation were immaterial when compared to the prior year period

Previous report — wording carried elsewhere

n Impacts of currency translation were immaterial when compared to the prior year period

Previous report — wording carried elsewhere

n Contributions from the CoverFlexx acquisition

Previous report — wording carried elsewhere

n Contributions from the CoverFlexx acquisition

Previous report — wording carried elsewhere

Adjusted EBITDA and Adjusted EBITDA margin increased primarily due to the following:

Previous report — wording carried elsewhere

Adjusted EBITDA and Adjusted EBITDA margin increased primarily due to the following: