CMT 8-K
Core Molding Technologies Inc (CMT)
8-K
2023-03-14
For: 2023-03-14
View Original
Added on
July 07, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): March 14, 2023
(Exact name of registrant as specified in its charter)
(State or other jurisdiction incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) | ||||||||||||
(Address of principal executive office) | (Zip Code) | |||||||||||||
Registrant’s telephone number, including area code: (614 ) 870-5000
(Former name or former address if changed since last report.)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
| Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | |||||
| Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | |||||
| Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | |||||
| Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | |||||
Securities registered pursuant to Section 12(b) of the Act: | |||||
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
| Preferred Stock purchase rights, par value $0.01 | N/A | NYSE American LLC | ||||||
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§ 230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§ 240.12b-2 of this chapter). Emerging growth company ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act ☐
| Item 2.02 | Results of Operations and Financial Condition. | |||||||
On March 14, 2023, the Company announced financial results for the year ended December 31, 2022. A copy of the press release announcing this event is included in this Form 8-K as Exhibit 99.1.
(d) Exhibits
| Exhibit Number | Description | |||||||
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| CORE MOLDING TECHNOLOGIES, INC. | ||||||||||||||
| Date: March 14, 2023 | By: | /s/ John P. Zimmer | ||||||||||||
| Name: | John P. Zimmer | |||||||||||||
| Title: | Executive Vice President, Treasurer, Secretary and Chief Financial Officer | |||||||||||||
FOR IMMEDIATE RELEASE
Core Molding Technologies Reports
Full Year and Fourth Quarter 2022 Results
Record Full Year Sales, Net Income and Adjusted EBITDA
COLUMBUS, OH, March 14, 2023 – Core Molding Technologies, Inc. (NYSE American: CMT) (“Core Molding”, “Core” or the “Company”), a leading engineered materials company specializing in molded structural products, principally in building products, industrial and utilities, medium and heavy-duty truck and powersports industries across the United States, Canada and Mexico today reports financial and operating results for the fiscal periods ended December 31, 2022.
Fourth Quarter 2022 Highlights
•Net sales of $86.4 million, up 18.1% from $73.2 million in the prior year; and product sales of $83.1 million, up 22.0% from the prior year.
•Gross margin of $11.5 million, or 13.4% of net sales, compared to $8.5 million or 11.6% of net sales in the prior year.
•Selling, general and administrative expenses of $8.6 million, or 9.9% of net sales compared to $6.5 million or 8.9% in the prior year same period.
•Operating income of $3.0 million, or 3.4% of net sales, versus $1.9 million, or 2.7% of net sales in the prior year.
•An income tax benefit of $2.4 million was recorded in the fourth quarter of 2022 as the result of the full year 2022 benefit of reversing valuation allowance reserves related to prior years' net operating losses.
•Net income of $4.8 million, or $0.57 per diluted share, compared to net income of $0.4 million, or $0.05 a year ago.
•Adjusted EBITDA1 of $6.1 million, or 7.0% of net sales, compared to $4.9 million, or 6.8% of net sales in the prior year.
Fiscal Year 2022 Highlights
•Net sales of $377.4 million, up 22.7% from $307.5 million in the prior year; and product sales of $358.7 million, up 26.3% from the prior year.
•Gross margin of $52.4 million, or 13.9% of net sales, compared to $41.3 million or 13.4% of net sales in the prior year.
•Selling, general and administrative expenses of $34.4 million, or 9.1% of net sales compared to $30.3 million or 9.8% in the prior year same period. Fiscal 2021 results included $2.0 million of costs from a plant closure.
•Operating income of $18.0 million, or 4.8% of net sales, versus operating income of $11.1 million, or 3.6% of net sales in the prior year.
•An income tax benefit of $2.4 million was recorded in the fourth quarter of 2022 as the result of the full year 2022 benefit of reversing valuation allowance reserves related to prior years' net operating losses.
•Net income of $12.2 million, or $1.44 per diluted share, compared to net income of $4.7 million, or $0.55 a year ago.
•Adjusted EBITDA1 of $31.9 million, or 8.5% of net sales, compared to $26.7 million, or 8.7% of net sales in the prior year.
1 Adjusted EBITDA is a non-GAAP financial measure as defined and reconciled below.
David Duvall, the Company’s President and Chief Executive Officer, said, “2022 was a record sales, net income and adjusted EBITDA year for the Company, as we achieved total sales of $377 million, net income of $12.2 million and Adjusted EBITDA of $31.9 million. Higher 2022 sales were driven by new business launches from our program wins over the past two years, strong demand from customers and price increases to recoup inflationary raw material costs. Major programs launches in 2022 are expected to result in a continuation of sales momentum in 2023 and offset negative impacts of macroeconomic events. We continue to execute on our strategy to utilize our large portfolio of processes and materials, utilizing our 80 presses, to provide customers with durable, lightweight, and low-cost solutions for part consolidations and material substitutions. Our outstanding team delivered a strong year in 2022 and I look forward to their execution of our 2023 goals including a focus on operational improvements to drive profitability, asset utilization and increased shareholder value.
“We are excited to publish Core Molding’s first Sustainability Report for 2022 later this month. The report exemplifies our vision of being the most reliable, innovative, and responsive partner in engineered materials and manufacturing solutions. We are committed to building an organization with sustainable operational excellence and transparency, and we are proud that more than half of our annual sales are from products that use recyclable materials,” Duvall concluded.
John Zimmer, the Company’s EVP and Chief Financial Officer commented, “We are pleased with our fourth quarter and full year results. We were able to grow revenues while improving our operating margins in a challenging inflationary period. We are strategically focused on improving operational performance to increase capacity and enhance margins further in 2023. Operational efficiencies and maximizing plant capacity utilization are imperatives for our Company, especially as we set longer term goals of total sales of $500 million and returns on capital employed of 14 to16%.
"In addition, we completed an analysis of the value provided to each plant from the recent completion of our integration of operations, sales and engineering and as a result are projecting a change in our long-term tax structure which will result in the Company utilizing net operating losses in the future. This resulted in the Company recording a reversal of income tax valuation reserves of $2.4 million for the full year in 2022.
“Although we had to invest in working capital as we grew sales in 2022, we were able to improve our return on capital employed1 to 12.7% from 10.3% in 2021. We generated $19.0 million of operating cash flows of which we reinvested $16.6 million back into the business in the form of new capital assets. We also completed an important debt refinancing and an interest rate swap during 2022, which provides financial flexibility and liquidity to grow and deliver on commitments of long-term value creation,” concluded Zimmer.
2022 Capital Expenditures
The Company’s capital expenditures for 2022 were $16.6 million, including $8.8 million of capacity expansion and automation investments. The Company plans for 2023 capital expenditures of approximately $13 million to meet current demand and allow us to add new business.
Financial Position at December 31, 2022
The Company’s total liquidity at the end of 2022 was $52.3 million, with $4.2 million in cash, $23.1 million of undrawn capacity under the Company’s revolving credit facility and $25.0 million of undrawn capacity under the Company's capex credit facility. The Company’s term debt was $24.2 million at December 31, 2022. The term debt-to-trailing twelve months Adjusted EBITDA1 was less than one times Adjusted EBITDA1 at the end of the fiscal year.
During 2022, the Company refinanced its existing debt facility with a new credit facility in an aggregate principal amount of $75 million, evenly divided between a revolving loan, term loan and capex loan commitment. Concurrent with the closing of this new credit facility, the Company entered into an interest rate swap agreement on its $25 million term loan at a fixed rate of 2.95% plus 180 to 230 basis points.
1 Adjusted EBITDA and return on capital employed are metrics and non-GAAP financial measures as defined and reconciled below.
Conference Call
The Company will conduct a conference call today at 10:00 a.m. Eastern Time to discuss financial and operating results for the fiscal year ended December 31, 2022. To access the call live by phone, dial (844) 881-0134 and ask for the Core Molding Technologies call at least 10 minutes prior to the start time. A telephonic replay will be available through March 21, 2023, by calling (877) 344-7529 and using passcode ID: 7177517#. A webcast of the call will also be available live and for later replay on the Company’s Investor Relations website at www.coremt.com/investor-relations/events-presentations/.
About Core Molding Technologies, Inc.
Core Molding Technologies is a leading engineered materials company specializing in molded structural products, principally in building products, utilities, transportation and powersports industries across North America. The Company operates in one operating segment as a molder of thermoplastic and thermoset structural products. The Company’s operating segment consists of one reporting unit, Core Molding Technologies. The Company offers customers a wide range of manufacturing processes to fit various program volume and investment requirements. These processes include compression molding of sheet molding compound (“SMC”), resin transfer molding (“RTM”), liquid molding of dicyclopentadiene (“DCPD”), spray-up and hand-lay-up, direct long-fiber thermoplastics (“D-LFT”) and structural foam and structural web injection molding (“SIM”). Core Molding Technologies serves a wide variety of markets, including the medium and heavy-duty truck, marine, automotive, agriculture, construction, and other commercial products. The demand for Core Molding Technologies’ products is affected by economic conditions in the United States, Mexico, and Canada. Core Molding Technologies’ operations may change proportionately more than revenues from operations.
Cautionary Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the federal securities laws that are subject to risks and uncertainties. These statements often include words such as “believe”, “anticipate”, “plan”, “expect”, “intend”, “will”, “should”, “could”, “would”, “project”, “continue”, “likely”, and similar expressions. In particular, this press release may contain forward-looking statements about the Company’s expectations for future periods with respect to its plans to improve financial results, the future of the Company’s end markets, including the short-term and long-term impact of the coronavirus (COVID-19) global pandemic on our business, changes in the plastics, transportation, marine and commercial product industries, efforts of the Company to expand its customer base and develop new products to diversify markets, materials and processes and increase operational enhancements, the Company’s initiatives to quote and execute manufacturing processes for new business, acquire raw materials, address inflationary pressures, regulatory matters and labor relations and the Company’s financial position or other financial information. These statements are based on certain assumptions that the Company has made in light of its experience as well as its perspective on historical trends, current conditions, expected future developments and other factors it believes are appropriate under the circumstances. Actual results may differ materially from the anticipated results because of certain risks and uncertainties, including those included in the Company’s filings with the SEC. There can be no assurance that statements made in this press release relating to future events will be achieved. The Company undertakes no obligation to update or revise forward-looking statements to reflect changed assumptions, the occurrence of unanticipated events or changes to future operating results over time. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on behalf of the Company are expressly qualified in their entirety by such cautionary statements.
Company Contact:
Core Molding Technologies, Inc.
John Zimmer
Executive Vice President & Chief Financial Officer
614-870-5604
Investor Relations Contact:
Three Part Advisors, LLC
Sandy Martin or Steven Hooser
214-616-2207
- Financial Statements Follow –
Core Molding Technologies, Inc.
Consolidated Statements of Operations
(in thousands, except share and per share data)
| Three Months Ended December 31, | Year Ended December 31, | ||||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
| Net sales: | |||||||||||||||||||||||
| Products | $ | 83,143 | $ | 68,132 | $ | 358,701 | $ | 284,025 | |||||||||||||||
| Tooling | 3,300 | 5,036 | 18,675 | 23,458 | |||||||||||||||||||
| Total net sales | 86,443 | 73,168 | 377,376 | 307,483 | |||||||||||||||||||
| Total cost of sales | 74,896 | 64,693 | 324,974 | 266,139 | |||||||||||||||||||
| Gross margin | 11,547 | 8,475 | 52,402 | 41,344 | |||||||||||||||||||
| Selling, general and administrative expense | 8,573 | 6,533 | 34,399 | 30,276 | |||||||||||||||||||
| Operating income | 2,974 | 1,942 | 18,003 | 11,068 | |||||||||||||||||||
| Other income and expense | |||||||||||||||||||||||
| Loss due to the extinguishment of debt | — | — | 1,582 | — | |||||||||||||||||||
| Interest expense | 449 | 586 | 1,960 | 2,311 | |||||||||||||||||||
| Net periodic post-retirement benefit | (31) | (42) | (124) | (162) | |||||||||||||||||||
| Total other income and expense | 418 | 544 | 3,418 | 2,149 | |||||||||||||||||||
| Income before income taxes | 2,556 | 1,398 | 14,585 | 8,919 | |||||||||||||||||||
| Income tax (benefit) expense | (2,276) | 957 | 2,382 | 4,248 | |||||||||||||||||||
| Net income | $ | 4,832 | $ | 441 | $ | 12,203 | $ | 4,671 | |||||||||||||||
| Net income per common share: | |||||||||||||||||||||||
| Basic | $ | 0.57 | $ | 0.05 | $ | 1.44 | $ | 0.55 | |||||||||||||||
| Diluted | $ | 0.57 | $ | 0.05 | $ | 1.44 | $ | 0.55 | |||||||||||||||
Core Molding Technologies, Inc.
Consolidated Balance Sheets
(in thousands)
| Year Ended December 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Assets: | |||||||||||
| Current assets: | |||||||||||
| Cash and cash equivalents | $ | 4,183 | $ | 6,146 | |||||||
| Accounts receivable, net | 44,261 | 35,261 | |||||||||
| Inventories, net | 23,871 | 25,129 | |||||||||
| Prepaid expenses and other current assets | 8,350 | 8,606 | |||||||||
| Total current assets | 80,665 | 75,142 | |||||||||
| Right of use asset | 5,114 | 5,577 | |||||||||
| Property, plant and equipment, net | 83,267 | 75,897 | |||||||||
| Goodwill | 17,376 | 17,376 | |||||||||
| Intangibles, net | 7,619 | 9,567 | |||||||||
| Other non-current assets | 4,574 | 3,133 | |||||||||
| Total Assets | $ | 198,615 | $ | 186,692 | |||||||
| Liabilities and Stockholders' Equity: | |||||||||||
| Liabilities: | |||||||||||
| Current liabilities: | |||||||||||
| Current portion of long-term debt | $ | 1,208 | $ | 3,943 | |||||||
| Revolving debt | 1,864 | 4,424 | |||||||||
| Accounts payable | 29,586 | 22,695 | |||||||||
| Contract liabilities | 1,395 | 6,256 | |||||||||
| Compensation and related benefits | 9,101 | 7,532 | |||||||||
| Accrued other liabilities | 7,643 | 8,202 | |||||||||
| Total current liabilities | 50,797 | 53,052 | |||||||||
| Other non-current liabilities | 3,516 | 4,605 | |||||||||
| Long-term debt | 22,986 | 21,251 | |||||||||
| Post retirement benefits liability | 5,191 | 7,689 | |||||||||
| Total Liabilities | 82,490 | 86,597 | |||||||||
| Stockholders' Equity: | |||||||||||
| Common stock | 84 | 82 | |||||||||
| Paid in capital | 40,342 | 38,013 | |||||||||
| Accumulated other comprehensive income, net of income taxes | 3,053 | 1,075 | |||||||||
| Treasury stock | (29,099) | (28,617) | |||||||||
| Retained earnings | 101,745 | 89,542 | |||||||||
| Total Stockholders' Equity | 116,125 | 100,095 | |||||||||
| Total Liabilities and Stockholders' Equity | $ | 198,615 | $ | 186,692 | |||||||
Core Molding Technologies, Inc.
Consolidated Statements of Cash Flows
(in thousands)
| Year Ended December 31, | |||||||||||
| 2022 | 2021 | ||||||||||
| Cash flows from operating activities: | |||||||||||
| Net income | $ | 12,203 | $ | 4,671 | |||||||
| Adjustments to reconcile net income to net cash used in operating activities: | |||||||||||
| Depreciation and amortization | 11,884 | 11,616 | |||||||||
| Deferred income tax | (3,469) | (475) | |||||||||
| Share-based compensation | 2,329 | 1,886 | |||||||||
| Loss on the disposal of assets | — | 571 | |||||||||
| Loss on extinguishment of debt | 1,234 | — | |||||||||
| Losses on foreign currency | 396 | 172 | |||||||||
| Change in operating assets and liabilities: | |||||||||||
| Accounts receivable | (9,000) | (8,952) | |||||||||
| Inventories | 1,258 | (6,769) | |||||||||
| Prepaid and other assets | 928 | (565) | |||||||||
| Accounts payable | 5,999 | 5,346 | |||||||||
| Accrued and other liabilities | (4,067) | 5,481 | |||||||||
| Post retirement benefits liability | (713) | (436) | |||||||||
| Net cash provided by operating activities | 18,982 | 12,546 | |||||||||
| Cash flows from investing activities: | |||||||||||
| Purchase of property, plant and equipment | (16,588) | (11,569) | |||||||||
| Proceeds from sale of property, plant and equipment | — | 154 | |||||||||
| Net cash used in investing activities | (16,588) | (11,415) | |||||||||
| Cash flows from financing activities: | |||||||||||
| Gross borrowings on revolving loans | 165,172 | 49,610 | |||||||||
| Gross repayment on revolving loans | (167,732) | (45,606) | |||||||||
| Proceeds from term loan | 25,000 | — | |||||||||
| Payment on principal of term loans | (25,913) | (3,022) | |||||||||
| Payment of deferred loan costs | (402) | (2) | |||||||||
| Payments related to the purchase of treasury stock | (482) | (96) | |||||||||
| Net cash used in financing activities | (4,357) | 884 | |||||||||
| Net change in cash and cash equivalents | (1,963) | 2,015 | |||||||||
| Cash and cash equivalents at beginning of year | 6,146 | 4,131 | |||||||||
| Cash and cash equivalents at end of year | $ | 4,183 | $ | 6,146 | |||||||
| Cash paid for: | |||||||||||
| Interest | $ | 1,677 | $ | 1,840 | |||||||
| Income taxes | $ | 6,649 | $ | 5,067 | |||||||
| Non cash investing activities: | |||||||||||
| Fixed asset purchases in accounts payable | $ | 868 | $ | 329 | |||||||
| Non cash financing activities: | |||||||||||
| Deposit used in payment of principal on term loans | $ | 1,200 | $ | — | |||||||
Non-GAAP Financial Measures
This press release contains financial information determined by methods other than in accordance with accounting principles generally accepted in the United States of America ("GAAP"). Core Molding management uses non-GAAP measures in its analysis of the Company's performance. Investors are encouraged to review the reconciliation of non-GAAP financial measures to the comparable GAAP results available in the accompanying tables.
Reconciliation of Non-GAAP Financial Measures
Adjusted EBITDA represents net income before, as applicable from time to time, (i) interest expense, net, (ii) provision (benefit) for income taxes, (iii) depreciation and amortization of long-lived assets, (iv) share based compensation expense, (v) plant closure costs, and (vi) nonrecurring legal settlement costs and associated legal expenses unrelated to the Company's core operations. Free Cash Flow represents net cash (used in) provided by operating activities less purchase of property, plant and equipment and net working capital. Return on capital employed represents earnings before (i) interest expense, net and (ii) provision (benefit) for income taxes divided by (i) stockholders' equity and (ii) current and long-term debt. These measures have limitations as analytical tools and should not be considered in isolation or as an alternative to performance measure derived in accordance with GAAP as an indicator of our operating performance. We present Adjusted EBITDA because management uses these measures as key performance indicators, and we believe that securities analysts, investors and others use these measures to evaluate companies in our industry. Our calculation of these measures may not be comparable to similarly named measures reported by other companies. The following tables present reconciliations of net income to Adjusted EBITDA, and Cash Flow from Operating Activities to Free Cash Flow, the most directly comparable GAAP measures, for the periods presented:
Core Molding Technologies, Inc.
Net Income to Adjusted EBITDA Reconciliation
(unaudited, in thousands)
| Three months ended December 31, | Twelve Months Ended December 31, | ||||||||||||||||||||||
| 2022 | 2021 | 2022 | 2021 | ||||||||||||||||||||
| Net income | $ | 4,832 | $ | 441 | $ | 12,203 | $ | 4,671 | |||||||||||||||
| Provision for income taxes | (2,276) | 957 | 2,382 | 4,248 | |||||||||||||||||||
Total other expenses(1) | 418 | 544 | 3,418 | 2,149 | |||||||||||||||||||
| Depreciation and amortization | 2,457 | 2,222 | 11,603 | 11,130 | |||||||||||||||||||
| Share-based compensation | 624 | 470 | 2,329 | 1,886 | |||||||||||||||||||
Plant closure costs(2) | — | 305 | — | 2,581 | |||||||||||||||||||
| Adjusted EBITDA | $ | 6,055 | $ | 4,939 | $ | 31,935 | $ | 26,665 | |||||||||||||||
| Adjusted EBITDA as a percent of net sales | 7.0 | % | 6.8 | % | 8.5 | % | 8.7 | % | |||||||||||||||
(1)Includes interest expense and non-cash periodic post-retirement benefit cost and loss due to the extinguishment of debt | |||||||||||||||||||||||
(2)Reflects Cincinnati facility closing | |||||||||||||||||||||||
Core Molding Technologies, Inc.
Computation of Debt to Trailing Twelve Months Adjusted EBITDA
(unaudited, in thousands)
| Trailing Twelve Month Adjusted EBITDA | |||||
| Net income | $ | 12,203 | |||
| Provision for income taxes | 2,382 | ||||
Total other expenses(1) | 3,418 | ||||
| Depreciation and amortization | 11,603 | ||||
| Share-based compensation | 2,329 | ||||
| Adjusted EBITDA | $ | 31,935 | |||
| Total Outstanding Term Debt as of December 31, 2022 | 24,194 | ||||
Term debt to Trailing Twelve Months Adjusted EBITDA | 0.76 | ||||
(1)Includes interest expense and non-cash periodic post-retirement benefit cost and loss due to the extinguishment of debt | |||||
Core Molding Technologies, Inc.
Computation of Return on Capital Employed
Fiscal Year Ended December 31, 2022 and 2021
(unaudited, in thousands)
| 2022 | 2021 | ||||||||||
| Equity | $ | 116,125 | $ | 100,095 | |||||||
| Structure debt | 26,058 | 29,618 | |||||||||
| Total structured investment | $ | 142,183 | $ | 129,713 | |||||||
| Operating income | $ | 18,003 | $ | 11,068 | |||||||
| Plant closure costs | — | 2,581 | |||||||||
| Adjusted operating income | $ | 18,003 | $ | 13,649 | |||||||
| Return on capital employed | 12.7 | % | 10.5 | % | |||||||
Core Molding Technologies, Inc.
Free Cash Flow
Fiscal Year Ended December 31, 2022 and 2021
(unaudited, in thousands)
| 2022 | 2021 | ||||||||||
| Cash flow provided by operations | $ | 18,982 | $ | 12,546 | |||||||
| Purchase of property, plant and equipment | (16,588) | (11,569) | |||||||||
| Free cash flow surplus | $ | 2,394 | $ | 977 | |||||||