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Item 1. Financial Statements

2024-11-04 compared with 2024-08-05 · 258 added, 146 removed, 488 unchanged (45% of the section changed)

3 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

4 unchanged sentences

Selling, general and administrative expenses 17,481 20,389 55,531 60,910

Operating income 760 15,944 7,332 30,588

Other expense 207 307 419 105

Operating (loss) income ( 1,060 ) 8,920 4,513 35,804

Other (income) expense ( 1,033 ) 383 ( 615 ) 488

Interest expense 2,371 2,489 6,974 7,910

1 unchanged sentence

Provision (benefit) for income taxes ( 1,515 ) 1,367 ( 1,110 ) 6,345

Net income (loss) $ ( 1,601 ) $ 10,140 $ 1,338 $ 18,840

Net income (loss) from continuing operations $ ( 883 ) $ 4,681 $ ( 736 ) $ 21,061

Net income from discontinued operations - Note 18 10,397 2,609 11,588 5,069

Net income 9,514 7,290 10,852 26,130

Earnings (loss) per Common Share:

Basic $ ( 0.05 ) $ 0.31 $ 0.04 $ 0.57

Diluted $ ( 0.05 ) $ 0.30 $ 0.04 $ 0.57

Basic earnings (loss) per share

Income (loss) from continuing operations $ ( 0.03 ) $ 0.14 $ ( 0.02 ) $ 0.64

Income from discontinued operations $ 0.31 $ 0.08 $ 0.35 $ 0.15

Diluted earning (loss) per share

Income (loss) from continuing operations $ ( 0.03 ) $ 0.14 $ ( 0.02 ) $ 0.63

Income from discontinued operations $ 0.31 $ 0.08 $ 0.35 $ 0.15

Weighted average shares outstanding:

5 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (LOSS)

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

(In thousands)

Net income (loss) $ ( 1,601 ) $ 10,140 $ 1,338 $ 18,840

Net income $ 9,514 $ 7,290 $ 10,852 $ 26,130

Other comprehensive income (loss):

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Derivative instruments, net of tax ( 3,658 ) ( 869 ) ( 5,601 ) 1,772

Other comprehensive income (loss) ( 5,663 ) 100 ( 6,657 ) 4,140

Comprehensive income (loss) $ ( 7,264 ) $ 10,240 $ ( 5,319 ) $ 22,980

Other comprehensive loss ( 783 ) ( 5,220 ) ( 7,440 ) ( 1,080 )

Comprehensive income $ 8,731 $ 2,070 $ 3,412 $ 25,050

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

2 unchanged sentences

CONDENSED CONSOLIDATED BALANCE SHEETS

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

(In thousands, except share and per share amounts)

4 unchanged sentences

Inventories 130,917 117,267

Current assets held for sale 4,951 15,603

Note receivable - Note 18 20,000 —

Other current assets 32,263 27,678

3 unchanged sentences

Deferred income taxes 39,328 33,568

Noncurrent assets held for sale — 11,130

Other assets, net 35,998 35,257

5 unchanged sentences

Current portion of long-term debt and short-term debt 2,969 15,313

Current liabilities held-for-sale 4,251 3,276

Total current liabilities 150,138 145,189

1 unchanged sentence

Pension and other post-retirement benefits 10,195 9,196

Noncurrent liabilities held-for-sale — 870

Other long-term liabilities 29,953 28,826

17 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended June 30,

Nine Months Ended September 30,

(In thousands)

CASH FLOWS FROM OPERATING ACTIVITIES:

Net income $ 1,338 $ 18,840

Adjustments to reconcile net income to cash flows from operating activities:

Net income (loss) $ 10,852 $ 26,130

Adjustments to reconcile net income to cash flows from operating activities from continuing operations:

Depreciation and amortization 13,639 13,159

4 unchanged sentences

Non-cash loss (income) on derivative contracts ( 716 ) ( 695 )

Gain on sale of assets ( 3,544 ) —

Loss on write-down of Industrial automation segment assets 8,204 —

Gain on sale of cab structures business ( 28,597 ) —

Change in other operating items:

4 unchanged sentences

Other operating activities, net ( 12,777 ) ( 2,123 )

Net cash provided by operating activities 10,232 11,522

Net cash provided by (used in) operating activities ( 6,835 ) 29,990

CASH FLOWS FROM INVESTING ACTIVITIES:

Purchases of property, plant and equipment ( 14,547 ) ( 15,196 )

Proceeds from disposal/sale of property, plant and equipment 4,455 —

Proceeds from sale of business 22,960 —

Net cash used in investing activities ( 8,066 ) ( 9,179 )

Net cash provided by (used in) investing activities 12,868 ( 15,196 )

CASH FLOWS FROM FINANCING ACTIVITIES:

3 unchanged sentences

Surrender of shares to pay withholding taxes ( 59 ) ( 808 )

Debt issuance and amendment costs ( 217 ) —

Other financing activities ( 88 ) 3,995

Net cash provided by financing activities 355 7,893

Net cash provided by (used in) financing activities ( 12,927 ) 531

EFFECT OF CURRENCY EXCHANGE RATE CHANGES ON CASH ( 69 ) ( 857 )

NET INCREASE IN CASH 1,493 10,616

NET INCREASE (DECREASE) IN CASH ( 6,963 ) 14,468

Beginning of period 37,848 31,825

11 unchanged sentences

Share-based compensation expense 164,616 2 ( 764 ) 1,771 — — 1,009

Total comprehensive income — — — — 8,700 4,040 12,740

Net income from continuing operations for the period — — — — 7,146 — 7,146

Net income from discontinued operation for the period — — — — 1,554 — 1,554

Other comprehensive income — — — — — 4,040 4,040

Balance - March 31, 2023 32,991,468 $ 330 $ ( 15,278 ) $ 263,142 $ ( 86,895 ) $ ( 27,510 ) $ 133,789

Share-based compensation expense 101,524 — ( 24 ) ( 245 ) — — ( 269 )

Total comprehensive income — — — — 10,140 100 10,240

Net income from continuing operations for the period — — — — 9,234 — 9,234

Net income from discontinued operation for the period — — — — 906 — 906

Other comprehensive income — — — — — 100 100

Balance - June 30, 2023 33,092,992 $ 330 $ ( 15,302 ) $ 262,897 $ ( 76,755 ) $ ( 27,410 ) $ 143,760

Share-based compensation expense 15,997 — ( 20 ) 744 — — 724

Net income from continuing operations for the period — — — — 4,681 — 4,681

Net income from discontinued operation for the period — — — — 2,609 — 2,609

Other comprehensive loss — — — — — ( 5,220 ) ( 5,220 )

Balance - September 30, 2023 33,108,989 $ 330 $ ( 15,322 ) $ 263,641 $ ( 69,465 ) $ ( 32,630 ) $ 146,554

Balance - December 31, 2023 33,322,535 $ 333 $ ( 16,150 ) $ 265,217 $ ( 46,184 ) $ ( 30,284 ) $ 172,932

Share-based compensation expense 3,438 — ( 2 ) 664 — — 662

Total comprehensive income (loss) — — — — 2,939 ( 994 ) 1,945

Net income from continuing operations for the period — — — — 1,446 — 1,446

Net income from discontinued operation for the period — — — — 1,493 — 1,493

Other comprehensive loss — — — — — ( 994 ) ( 994 )

Balance - March 31, 2024 33,325,973 $ 333 $ ( 16,152 ) $ 265,881 $ ( 43,245 ) $ ( 31,278 ) $ 175,539

Share-based compensation expense 117,991 1 ( 18 ) 1,349 — — 1,332

Total comprehensive loss — — — — ( 1,601 ) ( 5,663 ) ( 7,264 )

Net loss from continuing operations for the period — — — — ( 1,299 ) — ( 1,299 )

Net loss from discontinued operation for the period — — — — ( 302 ) — ( 302 )

Other comprehensive loss — — — — — ( 5,663 ) ( 5,663 )

Balance - June 30, 2024 33,443,964 $ 334 $ ( 16,170 ) $ 267,230 $ ( 44,846 ) $ ( 36,941 ) $ 169,607

Share-based compensation expense 50,519 1 ( 39 ) 965 — — 927

Net loss from continuing operations for the period — — — — ( 883 ) — ( 883 )

Net income from discontinued operation for the period — — — — 10,397 — 10,397

Other comprehensive loss — — — — — ( 783 ) ( 783 )

Balance - September 30, 2024 33,494,483 $ 335 $ ( 16,209 ) $ 268,195 $ ( 35,332 ) $ ( 37,724 ) $ 179,265

The accompanying notes are an integral part of these unaudited condensed consolidated financial statements.

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Commercial Vehicle Group, Inc.

and its subsidiaries, is a global provider of systems, assemblies and components to the global commercial vehicle market, the electric vehicle market, and the industrial automation markets.

and its subsidiaries, is a global provider of systems, assemblies and components to the global commercial vehicle market and the electric vehicle market.

References herein to the "Company", "CVG", "we", "our", or "us" refer to Commercial Vehicle Group, Inc.

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We primarily manufacture customized products to meet the requirements of our customers.

We believe our products are used by a majority of the North American Commercial Truck manufacturers, many construction vehicle original equipment manufacturers ("OEMs"), parts and service dealers, distributors, as well as top e-commerce retailers.

The unaudited condensed consolidated interim financial statements have been prepared in accordance with generally accepted accounting principles ("GAAP") in the United States of America and the rules and regulations of the Securities and Exchange Commission and include the accounts of the Company and its subsidiaries.

1 unchanged sentence

Certain information and footnote disclosures normally included in our annual consolidated financial statements have been condensed or omitted.

Additionally, certain prior period amounts related to discontinued operations have been reclassified to conform to footnote presentation for the current year, as further described in this section.

During the quarter ended September 30, 2024, the Company entered into a purchase agreement to sell its cab structures business with operations in Kings Mountain, North Carolina and met the held for sale criteria with respect to its Industrial Automation segment given the Company's intent to sell its First Source Electronics (FSE) business with operations in Elkridge, Maryland.

These divestitures represent a strategic shift in CVG's business and, in accordance with U.S.

GAAP, qualified as discontinued operations.

As a result, the operating results related to the cab structures business and Industrial Automation segment have been reflected as discontinued operations in the Condensed Consolidated Statements of Operations.

The assets and liabilities that are to be sold have met the requirements to be classified within the Condensed Consolidated Balance Sheets under a held for sale designation.

See Note 18, Discontinued Operations, for additional information on the divestitures.

As a result of classifying the Industrial Automation reporting segment as a discontinued operation, CVG is now comprised of three reportable segments:

Vehicle Solutions, Electrical Systems and Aftermarket & Accessories.

The financial information reported for Vehicle Solutions and Aftermarket & Accessories excludes the activity from the Kings Mountain, North Carolina facility as a result of the divestiture.

The preparation of financial statements in conformity with GAAP in the United States requires the Company to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and reported amounts of revenues and expenses during the reporting period.

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2023-07, Improvements to Reportable Segment Disclosures (Topic 280).

This ASU updates reportable segment disclosure requirements by requiring disclosures of significant reportable segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within each reported measure of a segment's profit or loss.

This ASU updates reportable segment disclosure requirements by requiring

disclosures of significant reportable segment expenses that are regularly provided to the Chief Operating Decision Maker (“CODM”) and included within each reported measure of a segment's profit or loss.

This ASU also requires disclosure of the title and position of the individual identified as the CODM and an explanation of how the CODM uses the reported measures of a segment’s profit or loss in assessing segment performance and deciding how to allocate resources.

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Revenue Recognition

We had outstanding customer accounts receivable, net of allowances, of $ 138.7 million as of June 30, 2024 and $ 133.9 million as of December 31, 2023.

We had outstanding customer accounts receivable, net of allowances, of $ 127.2 million as of September 30, 2024 and $ 129.3 million as of December 31, 2023.

We generally do not have material other assets or liabilities associated with customer arrangements.

Revenue Disaggregation - The following is the composition, by product category, of our revenues:

Three Months Ended June 30, 2024

Vehicle Solutions Electrical Systems Aftermarket and Accessories Industrial Automation Total

Three Months Ended September 30, 2024

Vehicle Solutions Electrical Systems Aftermarket and Accessories Total

Seats $ 59,392 $ — $ 16,313 $ 75,705

1 unchanged sentence

Plastic & Trim components 36,350 — 833 37,183

Industrial Automation — — — 238 238

Cab structures 30,624 — 629 — 31,253

Mirrors, wipers and controls 615 — 10,617 11,232

Total $ 97,296 $ 43,380 $ 31,096 $ 171,772

Three Months Ended June 30, 2023

Vehicle Solutions Electrical Systems Aftermarket and Accessories Industrial Automation Total

Three Months Ended September 30, 2023

Vehicle Solutions Electrical Systems Aftermarket and Accessories Total

Seats $ 66,862 $ — $ 17,703 $ 84,565

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Plastic & Trim components 46,255 — 1,845 48,100

Industrial Automation — — — 1,443 1,443

Cab structures 31,815 — 567 — 32,382

Mirrors, wipers and controls 1,461 — 10,979 12,440

Total $ 115,235 $ 53,862 $ 33,800 $ 202,897

Six Months Ended June 30, 2024

Vehicle Solutions Electrical Systems Aftermarket and Accessories Industrial Automation Total

Nine Months Ended September 30, 2024

Vehicle Solutions Electrical Systems Aftermarket and Accessories Total

Seats $ 189,085 $ — $ 48,593 $ 237,678

1 unchanged sentence

Plastic & Trim components 118,358 — 4,808 123,166

Industrial Automation — — — 258 258

Cab structures 63,325 — 1,067 — 64,392

Mirrors, wipers and controls 3,174 — 34,799 37,973

Total $ 312,785 $ 149,327 $ 97,951 $ 560,063

Six Months Ended June 30, 2023

Vehicle Solutions Electrical Systems Aftermarket and Accessories Industrial Automation Total

Nine Months Ended September 30, 2023

Vehicle Solutions Electrical Systems Aftermarket and Accessories Total

Seats $ 213,138 $ — $ 55,579 $ 268,717

1 unchanged sentence

Plastic & Trim components 141,206 — 6,191 147,397

Industrial Automation — — — 8,912 8,912

Cab structures 65,718 — 1,565 — 67,283

Mirrors, wipers and controls 6,221 — 33,879 40,100

1 unchanged sentence

Debt consisted of the following:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Term loan facility $ 115,000 $ 141,563

8 unchanged sentences

as administrative agent (the “Administrative Agent”) and other lenders party thereto (the “Lenders”) pursuant to which the Lenders made available a $ 150 million Term Loan Facility (the “Term Loan Facility”) and a $ 125 million Revolving Credit Facility (the “Revolving Credit Facility” and together with the Term Loan Facility, the “Credit Facilities”).

The Credit Facilities mature on May 12, 2027.

On May 12, 2022, the Company and certain of its subsidiaries entered into a second amendment (the “Amendment”) to its Credit Agreement pursuant to which the Lenders upsized the existing term loan facility to $ 175 million in aggregate principal amount and increased the revolving credit facility commitments by $ 25 million to an aggregate of $ 150 million in revolving credit facility commitments.

2 unchanged sentences

Amendment No.3 amends the terms of the existing Credit Agreement to limit the mandatory prepayment requirements for certain specified asset dispositions of the Company and certain of its subsidiaries.

At June 30, 2024, we had $ 7.0 million of borrowings under the Revolving Credit Facility, outstanding letters of credit of $ 1.1 million and availability of $ 141.9 million.

Combined with availability under our China Credit Facility (described below) of approximately $ 11.0 million, total consolidated availability was $ 152.9 million at June 30, 2024.

The unamortized deferred financing fees associated with the Revolving Credit Facility of $ 0.8 million and $ 1.0 million as of June 30, 2024 and December 31, 2023, respectively, are being amortized over the remaining life of the Credit Agreement.

The Company repaid $ 20.0 million in accordance with Amendment No.3 during the three months ended September 30, 2024.

At September 30, 2024, we had $ 14.0 million of borrowings under the Revolving Credit Facility, outstanding letters of credit of $ 1.1 million and availability of $ 134.9 million.

Combined with availability under our China Credit Facility (described below) of approximately $ 11.4 million, total consolidated availability was $ 146.3 million at September 30, 2024.

The unamortized deferred financing fees associated with the Revolving Credit Facility of $ 0.8 million and $ 1.0 million as of September 30, 2024 and December 31, 2023, respectively, are being amortized over the remaining life of the Credit Agreement.

At December 31, 2023, we had no borrowings under the Revolving Credit Facility and we had outstanding letters of credit of $ 1.2 million.

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The Credit Agreement includes (a) a minimum consolidated fixed charge coverage ratio of 1.20 :1.0, and (b) a maximum consolidated total leverage ratio of 3.00 :1.0.

We were in compliance with these covenants as of June 30, 2024.

We were in compliance with these covenants as of September 30, 2024.

Repayment and prepayment

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5.0 %, 7.5 %, 10.0 %, 12.5 % and 15.0 %.

Credit Agreement also requires all outstanding amounts under the Credit Facilities to be repaid in full on the Maturity Date.

The Credit Agreement also requires all outstanding amounts under the Credit Facilities to be repaid in full on the Maturity Date.

Amendment No.

3 amended the terms of the existing Credit Agreement and allowed mandatory prepayment requirements for certain specified asset dispositions of the Company and certain of its subsidiaries to be applied to quarterly amortization payments.

The Company repaid $ 20 million in accordance with Amendment No.3 during the three months ended September 30, 2024 which will be applied to future amortization payments beginning with the September 30, 2024 payment.

See Note 15, Commitments and Contingencies, for the future minimum principal payments due on long-term debt for the next five years.

3 unchanged sentences

We utilize the China Credit Facility to meet local working capital demands, fund letters of credit and bank guarantees, and support other short-term cash requirements of our China operations.

We had no outstanding borrowings under the China Credit Facility as of June 30, 2024 and December 31, 2023.

At June 30, 2024, we had $ 11.0 million (denominated in the local currency and this amount varies based on the currency conversion rate) of availability under the China Credit Facility.

We had no outstanding borrowings under the China Credit Facility as of September 30, 2024 and December 31, 2023.

At September 30, 2024, we had $ 11.4 million (denominated in the local currency and this amount varies based on the currency conversion rate) of availability under the China Credit Facility.

Cash Paid for Interest

For the six months ended June 30, 2024 and 2023, cash payments for interest were $ 6.0 million and $ 6.6 million, respectively.

For the nine months ended September 30, 2024 and 2023, cash payments for interest were $ 9.0 million and $ 9.5 million, respectively.

Intangible Assets

Our definite-lived intangible assets were comprised of the following:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Amount Accumulated

4 unchanged sentences

Customer relationships 15 years 5,339 ( 4,242 ) 1,097 12,972 ( 9,573 ) 3,399

Technical know-how 5 years 9,790 ( 9,382 ) 408 9,790 ( 8,403 ) 1,387

Covenant not to compete 5 years 330 ( 316 ) 14 330 ( 283 ) 47

$ 13,616 $ ( 9,483 ) $ 4,133 $ 21,237 $ ( 14,643 ) $ 6,594

The aggregate intangible asset amortization expense was $ 0.7 million and $ 0.9 million for the three months ended June 30, 2024 and 2023, respectively.

The aggregate intangible asset amortization expense was $ 1.5 million and $ 1.7 million for the six months ended June 30, 2024 and 2023 respectively.

The aggregate intangible asset amortization expense was $ 0.1 million and $ 0.3 million for the three months ended September 30, 2024 and 2023, respectively.

The aggregate intangible asset amortization expense was $ 0.5 million and $ 0.8 million for the nine months ended September 30, 2024 and 2023 respectively.

Fair Value Measurement

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Foreign Currency Forward Exchange Contracts.

Our derivative assets and liabilities represent foreign exchange contracts that are measured at fair value using observable market inputs such as forward rates, interest rates, our own credit risk and counterparty credit risk.

counterparty credit risk.

Based on the utilization of these inputs, the derivative assets and liabilities are classified as Level 2.

manage our risk for transactions denominated in Mexican Pesos and Czech Crown, we have entered into forward exchange contracts that are designated as cash flow hedge instruments, which are recorded in the Condensed Consolidated Balance Sheets at fair value.

To manage our risk for transactions denominated in Mexican Pesos and Czech Crown, we have entered into forward exchange contracts that are designated as cash flow hedge instruments, which are recorded in the Condensed Consolidated Balance Sheets at fair value.

The gains and losses as a result of the changes in fair value of the hedge contract for transactions denominated in Mexican Pesos are deferred in accumulated other comprehensive loss and recognized in cost of revenues in the period the related hedge transactions are settled.

As of June 30, 2024, hedge contracts for transactions denominated in Czech Crown were not designated as a hedging instruments;

As of September 30, 2024, hedge contracts for transactions denominated in Czech Crown were not designated as a hedging instruments;

therefore, they are marked-to-market and the fair value of agreements is recorded in the Condensed Consolidated Balance Sheets with the offsetting gains and losses recognized in other (income) expense and recognized in cost of revenues in the period the related hedge transactions are settled in the Condensed Consolidated Statements of Operations.

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The fair values of our derivative assets and liabilities measured on a recurring basis are categorized as follows:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Total Level 1 Level 2 Level 3 Total Level 1 Level 2 Level 3

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The following table summarizes the notional amount of our open foreign exchange contracts:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Equivalent U.S.

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Location Fair Value

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Foreign exchange contract designated as hedging instruments Other current assets $ 161 $ 1,179

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Location Fair Value

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Foreign exchange contract designated as hedging instruments Accrued liabilities and other $ 4,488 $ —

1 unchanged sentence

Foreign exchange contracts not designated as hedging instruments Accrued liabilities and other $ 182 $ 304

Foreign exchange contracts not designated as hedging instruments Other long-term liabilities $ 3 $ —

Derivative Equity

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Location Fair Value

June 30, 2024 December 31, 2023

Foreign exchange contracts designated as hedging instruments Accumulated other comprehensive loss $ ( 796 ) $ 1,354

Interest rate swap agreements Accumulated other comprehensive loss $ 3,692 $ 3,484

September 30, 2024 December 31, 2023

Foreign exchange contracts designated as hedging instruments Accumulated other comprehensive income (loss) $ ( 3,018 ) $ 1,354

Interest rate swap agreements Accumulated other comprehensive income $ 2,256 $ 3,484

The following table summarizes the effect of derivative instruments on the Condensed Consolidated Statements of Operations:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

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Interest rate swap agreement settled in 2022 Interest expense $ 189 $ 189 $ 566 $ 566

Foreign exchange contracts Other (income) expense $ 304 $ ( 157 ) $ 98 $ 312

Foreign exchange contracts not designated as hedging instruments Other (income) expense $ 52 $ ( 183 ) $ 150 $ 129

We consider the impact of our credit risk on the fair value of the contracts, as well as our ability to honor obligations under the contract.

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The carrying amounts and fair values of our long-term debt obligations are as follows:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Amount Fair Value Carrying

3 unchanged sentences

Revolving credit facility $ 14,000 $ 14,000 $ — $ —

Presented in the Condensed Consolidated Balance Sheets as the current portion of long-term debt of $ 17.5 million and long-term debt of $ 117.5 million as of June 30, 2024 and current portion of long-term debt of $ 15.3 million and long-term debt of $ 126.2 million as of December 31, 2023.

Presented in the Condensed Consolidated Balance Sheets as the current portion of long-term debt of $ 3.0 million and long-term debt of $ 111.8 million as of September 30, 2024 and current portion of long-term debt of $ 15.3 million and long-term debt of $ 126.2 million as of December 31, 2023.

The components of lease expense are as follows:

Three Months Ended June 30, Six Months Ended June 30,

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

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Supplemental balance sheet information related to leases is as follows:

Balance Sheet Location June 30, 2024 December 31, 2023

Balance Sheet Location September 30, 2024 December 31, 2023

Operating Leases

8 unchanged sentences

Total finance lease liabilities $ 130 $ 215

Cash payments on operating leases were $ 5.2 million and $ 4.7 million for the six months ended June 30, 2024 and 2023 respectively.

Cash payments on operating leases were $ 7.3 million and $ 6.8 million for the nine months ended September 30, 2024 and 2023 respectively.

Anticipated future lease costs, which are based in part on certain assumptions to approximate annual rental commitments under non-cancelable leases, are as follows:

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Present value of lease liabilities $ 30,938 $ 130 $ 31,068

We recorded a $ 0.3 million tax benefit, or 17 % effective tax rate for the three months ended June 30, 2024, and $ 0.8 million tax provision, or 38 % effective tax rate for the six months ended June 30, 2024, compared to a $ 2.7 million tax provision, or 21 % effective tax rate for the three months ended June 30, 2023, and $ 5.9 million tax provision, or 24 % effective tax rate for the six months ended June 30, 2023.

We recorded a $ 1.5 million tax benefit, or 63 % effective tax rate for the three months ended September 30, 2024, and $ 1.1 million tax benefit, or 60 % effective tax rate for the nine months ended September 30, 2024, compared to a $ 1.4 million tax provision for the three months ended September 30, 2023, and $ 6.3 million tax provision for the nine months ended September 30, 2023, or 23 % effective tax rate for each period.

Income tax expense is based on an estimated annual effective tax rate, which requires management to make its best estimate of annual pretax income or loss.

1 unchanged sentence

To the extent that actual 2024 pretax results for U.S.

and foreign income or loss vary from estimates, the actual income tax expense recognized in 2024 could be different from the forecasted amount used to estimate the income tax expense for the three and six months ended June 30, 2024.

For the six months ended June 30, 2024 and 2023, cash paid for taxes, net of refunds received, were $ 3.6 million and $ 5.9 million, respectively.

For the nine months ended September 30, 2024 and 2023, cash paid for taxes, net of refunds received, were $ 6.4 million and $ 9.2 million, respectively.

Pension and Other Post-Retirement Benefit Plans

The components of net periodic (benefit) cost related to pension and other post-retirement benefit plans is as follows:

Three Months Ended June 30,

Three Months Ended September 30,

Interest cost $ 366 $ 359

3 unchanged sentences

Net cost $ 256 $ 252

Six months ended June 30,

Nine months ended September 30,

Interest cost $ 1,062 $ 1,064

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Payments ( 324 )

Adjusted Award Value at June 30, 2024 $ 1,304

Unrecognized compensation expense was $ 2.0 million and $ 5.2 million as of June 30, 2024 and 2023, respectively.

Adjusted Award Value at September 30, 2024 $ 851

Unrecognized compensation expense was $ 0.9 million and $ 2.8 million as of September 30, 2024 and 2023, respectively.

Share-Based Compensation

The company's outstanding share-based compensation is comprised solely of restricted stock awards and performance stock awards to be settled in stock.

As of June 30, 2024, there was approximately $ 5.7 million of unrecognized compensation expense related to non-vested share-based compensation arrangements granted under our equity incentive plans.

As of September 30, 2024, there was approximately $ 4.8 million of unrecognized compensation expense related to unvested share-based compensation arrangements granted under our equity incentive plans.

This expense is subject to future adjustments and forfeitures and will be recognized on a straight-line basis over the remaining period listed above for each grant.

A summary of the status of our restricted stock awards as of June 30, 2024 and changes during the six months ended June 30, 2024, are presented below:

A summary of the status of our restricted stock awards as of September 30, 2024 and changes during the nine months ended September 30, 2024, are presented below:

(in thousands) Weighted-

Nonvested - December 31, 2023 591 $ 7.66

Unvested - December 31, 2023 591 $ 7.66

Granted 509 6.09

1 unchanged sentence

Forfeited ( 50 ) 6.95

Nonvested - June 30, 2024 912 $ 6.70

As of June 30, 2024, a total of 1.4 million shares were available for future grants from the shares authorized for award under our 2020 Equity Incentive Plan, including cumulative forfeitures.

Unvested - September 30, 2024

As of September 30, 2024, a total of 1.4 million shares were available for future grants from the shares authorized for award under our 2020 Equity Incentive Plan, including cumulative forfeitures.

Stockholders’ Equity

Common Stock — Our authorized capital stock consists of 60,000,000 shares of common stock with a par value of $ 0.01 per share;

of which, 33,443,964 and 33,322,535 shares were issued and outstanding as of June 30, 2024 and December 31, 2023, respectively.

Preferred Stock — Our authorized capital stock also consists of 5,000,000 shares of preferred stock with a par value of $ 0.01 per share, with no preferred shares outstanding as of June 30, 2024 and December 31, 2023.

of which, 33,494,483 and 33,322,535 shares were issued and outstanding as of September 30, 2024 and December 31, 2023, respectively.

Earnings (Loss) Per Share - Basic earnings (loss) per share is determined by dividing net income (loss) by the weighted average number of common shares outstanding during the year.

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Potential common shares are included in the diluted earnings per share calculation when dilutive.

Diluted earnings per share for the three and six months ended June 30, 2024 and 2023 includes the effect of potential common shares issuable when dilutive, and is as follows:

Three Months Ended June 30, Six Months Ended June 30,

Diluted earnings per share for the three and nine months ended September 30, 2024 and 2023 includes the effect of potential common shares issuable when dilutive, and is as follows:

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Net income (loss) $ ( 1,601 ) $ 10,140 $ 1,338 $ 18,840

Net income $ 9,514 $ 7,290 $ 10,852 $ 26,130

Net income (loss) from continuing operations ( 883 ) 4,681 ( 736 ) 21,061

Net income from discontinued operations 10,397 2,609 11,588 5,069

Weighted average number of common shares outstanding (in '000s) 33,458 33,100 33,392 33,010

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Dilutive shares outstanding 33,458 33,350 33,392 33,408

Basic earnings (loss) per share $ ( 0.05 ) $ 0.31 $ 0.04 $ 0.57

Diluted earnings (loss) per share $ ( 0.05 ) $ 0.30 $ 0.04 $ 0.57

There were 367 thousand outstanding restricted shares awarded that were excluded from the calculation of diluted earnings per share for the three months ended June 30, 2024 and no outstanding restricted shares awarded were excluded from the calculation of diluted earnings per share for the three months ended June 30, 2023.

There were 405 thousand outstanding restricted shares awarded that were excluded from the calculation of diluted earnings per share for the six months ended June 30, 2024 and 11 thousand outstanding restricted shares awarded that were excluded from the calculation of diluted earnings per share for the six months ended June 30, 2023.

Basic earnings (loss) per share from continuing operations $ ( 0.03 ) $ 0.14 $ ( 0.02 ) $ 0.64

Basic earnings per share from discontinued operations $ 0.31 $ 0.08 $ 0.35 $ 0.15

Diluted earnings (loss) per share from continuing operations $ ( 0.03 ) $ 0.14 $ ( 0.02 ) $ 0.63

Diluted earnings per share from discontinued operations $ 0.31 $ 0.08 $ 0.35 $ 0.15

There were 733 thousand outstanding restricted shares awarded that were excluded from the calculation of diluted earnings per share for the three months ended September 30, 2024 and no outstanding restricted shares awarded were excluded from the calculation of diluted earnings per share for the three months ended September 30, 2023.

There were 409 thousand outstanding restricted shares awarded that were excluded from the calculation of diluted earnings per share for the nine months ended September 30, 2024 and no outstanding restricted shares awarded that were excluded from the calculation of diluted earnings per share for the nine months ended September 30, 2023.

Other Comprehensive Income (Loss)

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Amounts reclassified into earnings — 324 ( 1,159 ) ( 835 )

Balance - June 30, 2024 $ ( 27,083 ) $ ( 12,754 ) $ 2,896 $ ( 36,941 )

Balance - September 30, 2024 $ ( 24,384 ) $ ( 12,578 ) $ ( 762 ) $ ( 37,724 )

currency translation adjustment Pension and

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Amounts reclassified into earnings — 315 ( 5,277 ) ( 4,962 )

Balance - June 30, 2023 $ ( 23,305 ) $ ( 11,519 ) $ 7,414 $ ( 27,410 )

Balance - September 30, 2023 $ ( 26,757 ) $ ( 12,418 ) $ 6,545 $ ( 32,630 )

The related tax effects allocated to each component of other comprehensive income (loss) are as follows:

Three Months Ended June 30, 2024 Six Months Ended June 30, 2024

Three Months Ended September 30, 2024 Nine Months Ended September 30, 2024

Amount Tax Expense After Tax Amount Before Tax

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Cumulative translation adjustment $ 2,699 $ — $ 2,699 $ ( 1,157 ) $ — $ ( 1,157 )

Net actuarial gain and prior service credit ( 498 ) 1 ( 497 ) ( 1,073 ) 2 ( 1,071 )

Net actuarial gain (loss) and prior service credit 64 1 65 ( 1,009 ) 3 ( 1,006 )

Derivative instruments ( 5,807 ) 1,510 ( 4,297 ) ( 5,939 ) 1,497 ( 4,442 )

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Amounts reclassified into earnings:

Actuarial loss and prior service cost $ 106 $ — $ 106 $ 213 $ — $ 213

Actuarial gain and prior service cost $ 111 $ — $ 111 $ 324 $ — $ 324

Derivative instruments 867 ( 228 ) 639 ( 1,503 ) 344 ( 1,159 )

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Total other comprehensive income (loss) $ ( 2,066 ) $ 1,283 $ ( 783 ) $ ( 9,284 ) $ 1,844 $ ( 7,440 )

Three Months Ended June 30, 2023 Six Months Ended June 30, 2023

Three Months Ended September 30, 2023 Nine Months Ended September 30, 2023

Amount Tax Expense After Tax

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Cumulative translation adjustment $ ( 3,452 ) $ — $ ( 3,452 ) $ ( 1,946 ) $ — $ ( 1,946 )

Net actuarial gain and prior service credit ( 250 ) ( 2 ) ( 252 ) ( 214 ) 1 ( 213 )

Net actuarial gain (loss) and prior service credit ( 1,009 ) 1 ( 1,008 ) ( 1,223 ) 2 ( 1,221 )

Derivative instruments 1,895 ( 187 ) 1,708 9,233 ( 2,184 ) 7,049

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Amounts reclassified into earnings:

Actuarial loss and prior service cost $ 105 $ — $ 105 $ 206 $ — $ 206

Actuarial gain and prior service cost $ 109 $ — $ 109 $ 315 $ — $ 315

Derivative instruments ( 3,381 ) 804 ( 2,577 ) ( 7,033 ) 1,756 ( 5,277 )

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Total other comprehensive income (loss) $ ( 5,838 ) $ 618 $ ( 5,220 ) $ ( 654 ) $ ( 426 ) $ ( 1,080 )

As of June 30, 2024, the Company estimates that net pre-tax derivative gains of $ 0.8 million included in Accumulated other comprehensive income (loss) will be reclassified into earnings within the next 12 months.

As of September 30, 2024, the Company estimates that net pre-tax derivative loss of $ 2.9 million included in Accumulated other comprehensive income (loss) will be reclassified into earnings within the next 12 months.

Cost Reduction and Manufacturing Capacity Rationalization

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The changes in accrued restructuring balances are as follows:

Vehicle Solutions Electrical Systems Aftermarket & Accessories Industrial Automation Corporate/Other Total

Vehicle Solutions Electrical Systems Aftermarket & Accessories Corporate/Other Total

December 31, 2023 $ 128 $ — $ — $ 983 $ 1,111

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June 30, 2024 $ 124 $ — $ — $ 510 $ 634

Vehicle Solutions Electrical Systems Aftermarket & Accessories Industrial Automation Corporate/Other Total

December 31, 2022 $ ( 5 ) $ — $ — $ 458 $ — $ 453

New charges 2,188 1,276 753 — 4,217

Payments and other adjustments ( 2,312 ) ( 1,276 ) ( 753 ) ( 81 ) ( 4,422 )

March 31, 2023 $ — $ — $ — $ 711 $ — $ 711

New charges 340 — — 378 — 718

Payments and other adjustments ( 340 ) — — ( 391 ) — ( 731 )

June 30, 2023 $ — $ — $ — $ 698 $ — $ 698

Of the $ 4.9 million costs incurred in the three months ended June 30, 2024 for restructuring, $ 4.5 million related to headcount reductions and $ 0.4 million related to facility exit and other;

September 30, 2024 $ — $ — $ — $ 429 $ 429

Of the $ 4.2 million costs incurred in the three months ended September 30, 2024 for restructuring, $ 2.8 million related to headcount reductions and $ 1.4 million related to facility exit and other;

$ 3.5 million were recorded in cost of revenue and $ 0.7 million were recorded in selling, general and administrative expenses.

Of the $ 6.8 million costs incurred in the six months ended June 30, 2024 for restructuring, $ 6.0 million primarily related to headcount reductions and $ 0.8 million related to facility exit and other;

Of the $ 9.8 million costs incurred in the nine months ended September 30, 2024 for restructuring, $ 7.7 million related to headcount reductions and $ 2.1 million related to facility exit and other;

$ 8.6 million were recorded in cost of revenues and $ 1.2 million were recorded in selling, general and administrative expenses.

All of the $ 0.4 million costs incurred in the nine months ended September 30, 2023 for restructuring related to headcount reductions and primarily were recorded in cost of revenues within the Vehicle Solution segment.

There were no costs incurred in the three months ended September 30, 2023.

Commitments and Contingencies

Leases - As disclosed in Note 7, Leases, we lease office, warehouse and manufacturing space and equipment under non-cancelable operating lease agreements that generally require us to pay maintenance, insurance, taxes and other expenses in addition to annual rental fees.

As of June 30, 2024, our equipment leases did not provide for any material guarantee of a specified portion of residual values.

As of September 30, 2024, our equipment leases did not provide for any material guarantee of a specified portion of residual values.

Guarantees - Costs associated with guarantees are accrued when it is probable that a liability has been incurred and the amount can be reasonably estimated.

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where no amount within a range of estimates is more likely, the minimum is accrued.

As of June 30, 2024 and 2023, we had no such guarantees.

As of September 30, 2024 and 2023, we had no such guarantees.

Litigation - We are subject to various legal proceedings and claims arising in the ordinary course of business, including but not limited to product liability claims, customer and supplier disputes, service provider disputes, examinations by taxing authorities, employment disputes, workers’ compensation claims, unfair labor practice charges, OSHA investigations, intellectual property disputes and environmental claims arising out of the conduct of our businesses.

3 unchanged sentences

Warranty - We are subject to warranty claims for products that fail to perform as expected due to design or manufacturing deficiencies.

Depending on the terms under which we supply products to our customers, a customer may hold us responsible for some or all of the repair or replacement costs of defective products when the product supplied did not perform as represented.

Depending on the terms under which we supply products to our customers, a customer may hold us responsible for

some or all of the repair or replacement costs of defective products when the product supplied did not perform as represented.

Our policy is to record provisions for estimated future customer warranty costs based on historical trends and for specific claims.

These amounts, as they relate to the periods ended June 30, 2024 and December 31, 2023, are included within accrued liabilities and other in the accompanying Condensed Consolidated Balance Sheets.

These amounts, as they relate to the periods ended September 30, 2024 and December 31, 2023, are included within accrued liabilities and other in the accompanying Condensed Consolidated Balance Sheets.

On July 24, 2023, one of our customers issued a voluntary safety recall related to certain wiper system components supplied by us.

2 unchanged sentences

There are no assurances, however, that settlements reached and/or adverse judgments received, if any, will not exceed amounts normally accrued.

The following presents a summary of the warranty provision for the six months ended June 30, 2024:

The following presents a summary of the warranty provision for the nine months ended September 30, 2024:

Balance - December 31, 2023 $ 1,458

1 unchanged sentence

Deduction for payments made and other adjustments ( 1,497 )

Balance - June 30, 2024 $ 1,186

Balance - September 30, 2024 $ 1,290

Provision for warranty claims includes $ 0.1 million of expense that is attributable to cab structures business and included in discontinued operations for the nine months ended September 30, 2024.

Debt Payments - As disclosed in Note 4, Debt, the Credit Agreement requires the Company to repay a fixed amount of principal on a quarterly basis and make voluntary prepayments that coincide with certain events.

5 unchanged sentences

2027 $ 96,500

2027 $ 89,500

Thereafter $ —

Segment Reporting

3 unchanged sentences

Our segments are more specifically described below.

CVG's reportable segments were impacted in the current period due to the divestiture of the cab structure business with operations in Kings Mountain, North Carolina and the expected divestiture of the Industrial Automation segment.

As a result of classifying the Industrial Automation reporting segment as a discontinued operation, CVG is now comprised of three reportable segments:

Vehicle Solutions, Electrical Systems and Aftermarket & Accessories.

The financial information reported for Vehicle Solutions and Aftermarket & Accessories excludes the activity from the Kings Mountain, North Carolina facility due to the divestiture.

The Vehicle Solutions segment designs, manufactures and sells the following products:

12 unchanged sentences

• Office seats primarily sold into the commercial and home office furniture distribution channels in Europe and Asia-Pacific.

The Industrial Automation segment designs, manufactures and sells the following products:

• Warehouse automation subsystems including control panels, electro-mechanical assemblies, cable assemblies, and power and communication solutions.

• The end markets for these products primarily include e-commerce, warehouse integration, transportation and the military/defense industry.

Corporate expenses consist of certain overhead and shared costs that are not directly attributable to the operations of a segment.

2 unchanged sentences

The following tables present financial information for the Company's reportable segments for the periods indicated:

Three Months Ended June 30, 2024

Vehicle Solutions Electrical Systems Aftermarket and Accessories Industrial Automation Corporate/Other Total

Three Months Ended September 30, 2024

Vehicle Solutions Electrical Systems Aftermarket and Accessories Corporate/Other Total

Revenues $ 97,296 $ 43,380 $ 31,096 $ — $ 171,772

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Operating income (loss) $ 5,145 $ ( 385 ) $ 3,146 $ ( 8,966 ) $ ( 1,060 )

Three Months Ended June 30, 2023

Vehicle Solutions Electrical Systems Aftermarket and Accessories Industrial Automation Corporate/Other Total

Three Months Ended September 30, 2023

Vehicle Solutions Electrical Systems Aftermarket and Accessories Corporate/Other Total

Revenues $ 115,235 $ 53,862 $ 33,800 $ — $ 202,897

3 unchanged sentences

Operating income (loss) $ 8,289 $ 5,863 $ 4,312 $ ( 9,544 ) $ 8,920

Six Months Ended June 30, 2024

Vehicle Solutions Electrical Systems Aftermarket and Accessories Industrial Automation Corporate/Other Total

Nine Months Ended September 30, 2024

Vehicle Solutions Electrical Systems Aftermarket and Accessories Corporate/Other Total

Revenues $ 312,785 $ 149,327 $ 97,951 $ — $ 560,063

2 unchanged sentences

Operating income (loss) $ 16,192 $ 2,135 $ 11,863 $ ( 25,677 ) $ 4,513

Six Months Ended June 30, 2023

Vehicle Solutions Electrical Systems Aftermarket and Accessories Industrial Automation Corporate/Other Total

Nine Months Ended September 30, 2023

Vehicle Solutions Electrical Systems Aftermarket and Accessories Corporate/Other Total

Revenues $ 362,820 $ 172,236 $ 106,691 $ — $ 641,747

4 unchanged sentences

Items reported in inventories consisted of the following:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Raw materials $ 100,684 $ 88,474

3 unchanged sentences

Items reported in property, plant, and equipment, net consisted of the following:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Land and buildings $ 28,529 $ 28,575

5 unchanged sentences

Items reported in accrued expenses and other liabilities consisted of the following:

June 30, 2024 December 31, 2023

September 30, 2024 December 31, 2023

Compensation and benefits $ 21,152 $ 23,604

Operating lease liabilities 6,663 6,518

Customer tooling projects 3,775 1,303

Accrued freight 3,034 2,679

Derivative liabilities 4,670 304

Taxes payable 4,688 5,020

Accrued freight 3,184 2,679

Customer tooling projects 2,565 1,217

Accrued legal and professional fees 1,361 1,535

2 unchanged sentences

Accrued liabilities and other $ 49,910 $ 51,354

Subsequent Event

On July 31, 2024, the Company and SVO, LLC ("Buyer") entered into a purchase agreement to sell its cab structures business with operations in Kings Mountain, North Carolina.

Under the terms of the purchase agreement, Buyer will purchase substantially all of the assets of the Company's business of manufacturing and assembling structured products, including cabs for medium and heavy-duty vehicles, at its facility in Kings Mountain, North Carolina.

The agreement is subject to the satisfaction of customary closing conditions and is expected to close in the second half of 2024.

In connection with entering into the purchase agreement, the parties contemplate entering into a negotiated transition services agreement.

Pursuant to the terms of the purchase agreement, net proceeds of the transaction are expected to be $ 40 million, subject to adjustment for any variance of the actual value of inventory at closing from the estimated inventory value.

The majority of the proceeds from the transaction will be used for debt paydown and other general corporate purposes.

Upon closing of the transaction, the Company expects to record a gain on sale in the range of $ 25 million to $ 30 million.

As a result of the proposed transaction, we expect our Kings Mountain business to be presented as a discontinued operation in the third quarter of 2024, its net assets classified as held for sale, and certain prior period amounts retrospectively revised to reflect these changes.

Discontinued Operations

On July 31, 2024, the Company entered into a purchase agreement to sell its cab structures business with operations in Kings Mountain, North Carolina for approximately $ 40 million.

On September 6, 2024, the Company entered into an Amendment to the Purchase Agreement whereby the transaction closed on September 6, 2024 with the Company receiving $ 20 million of the purchase price on September 6, 2024 and $ 20 million (subject to adjustment) on October 1, 2024.

The decision to divest this business was part of our strategy to reduce our exposure to the cyclical Class 8 market, lower our customer concentration, remove complexity from our business, and improves our return profile.

As a result of the transaction, CVG recorded an after-tax gain on the sale of the business of approximately $ 27.2 million for the three months ended September 30, 2024 and recorded a Note receivable of $ 20.0 million in its balance sheet as of September 30, 2024.

The $ 20.0 million Note receivable was subsequently collected on October 1, 2024.

On October 30, 2024, the Company entered into a purchase agreement to sell its First Source Electronics (FSE) business with operations in Elkridge, Maryland for approximately $ 1.5 million, with a note in the amount of $ 500 thousand and earn out potential of an additional $ 1.5 million subject to certain criteria.

The Elkridge facility is the primary manufacturing facility of the Company's Industrial Automation segment.

The decision to divest this business was part of our strategy to continually evaluate our portfolio of businesses and product lines for strategic fit and continued investment.

As of September 30, 2024, the assets and liabilities of the Industrial Automation segment are classified as held for sale on the balance sheets, net of the

estimated write-down loss as of September 30, 2024.

CVG recorded an estimated after-tax loss on the contemplated sale of the Industrial Automation business of approximately $ 7.8 million for the three months ended September 30, 2024.

We determined that the sale of the cab structures and Industrial Automation businesses represent discontinued operations as they constitute disposals of a product line and an operating segment, respectively, meet the held for sale criteria, and are a strategic shift that will have a major effect on our operations and financial results (individually and collectively).

As a result, we reclassified the related earnings (loss) from continuing operations to earnings (loss) from discontinued operations - net of income taxes on the consolidated statement of earnings (loss) for all the periods presented.

No amounts for shared general and administrative operating support expense were allocated to the discontinued operation.

The Company has continuing involvement with the cab structures business through a transition services agreement (TSA), pursuant to which the Company and Buyer parties provide certain service to each other for a period of time following the disposition, up to one year.

While the transition services are expected to vary in duration depending upon the type of service provided, the Company expects to reduce costs as the transition services are completed.

The Company collected a total of $ 2.0 million related to the transition services agreement for the three and nine months ended September 30, 2024, which was recognized in Continuing operations, Other (income) expense in the Condensed Consolidated Statements of Operations.

The following table provides a reconciliation of the individual discontinued operations to the Condensed Consolidated Statements of Operations for the three and nine months ended September 30, 2024 and 2023.

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Income (loss) from discontinued operations, net of tax

Cab structures business $ 18,814 $ 2,130 $ 22,327 $ 7,060

Industrial Automation segment ( 8,417 ) 479 ( 10,739 ) ( 1,991 )

Total income from discontinued operations, net of tax $ 10,397 $ 2,609 $ 11,588 $ 5,069

The following tables present reconciliations of the captions within CVG's Condensed Consolidated Statements of Operations attributable to each discontinued operation for the three and nine months ended September 30, 2024 and 2023.

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Income (loss) from discontinued operations attributable to Cab structures business:

Revenues $ 24,795 $ 30,770 $ 89,187 $ 98,066

Cost of revenues 33,627 27,970 93,367 88,745

Gross profit ( 8,832 ) 2,800 ( 4,180 ) 9,321

Income (loss) before provision for income taxes ( 8,832 ) 2,800 ( 4,180 ) 9,321

Provision (benefit) for income taxes of discontinued operations ( 425 ) 670 714 2,261

Gain on disposition of discontinued operations, net of income taxes 27,221 — 27,221 —

Net income from discontinued operations, net of income taxes $ 18,814 $ 2,130 $ 22,327 $ 7,060

Three Months Ended September 30, Nine Months Ended September 30,

2024 2023 2024 2023

Income (loss) from discontinued operations attributable to Industrial Automation segment:

Revenues $ 5,350 $ 13,020 $ 14,641 $ 31,777

Cost of revenues 5,185 11,205 15,107 30,278

Gross profit 165 1,815 ( 466 ) 1,499

Selling, general and administrative expenses 747 1,087 3,009 3,588

Operating income (loss) ( 582 ) 728 ( 3,475 ) ( 2,089 )

Interest expense 64 125 201 398

Income (loss) before provision for income taxes ( 646 ) 603 ( 3,676 ) ( 2,487 )

Provision (benefit) for income taxes of discontinued operations ( 38 ) 124 ( 746 ) ( 496 )

Loss on disposition of discontinued operations, net of income taxes ( 7,809 ) — ( 7,809 ) —

Net income (loss) from discontinued operations, net of income taxes $ ( 8,417 ) $ 479 $ ( 10,739 ) $ ( 1,991 )

The following table presents the major classes of assets and liabilities of the Industrial Automation segment as of September 30, 2024, and of the cab structures and Industrial Automation segment as of December 31, 2023 that are classified as held for sale in the accompanying Condensed Consolidated Balance Sheets (in thousands).

September 30, 2024 December 31, 2023

Account receivable, net 4,964 4,603

Inventories 3,710 10,815

Other current assets — 185

Property, plant and equipment, net 232 —

Intangible assets, net 3,093 —

Other assets, net 1,156 —

Write-down loss on disposal group ( 8,204 ) —

Current assets held for sale 4,951 15,603

Property, plant and equipment, net — 4,545

Intangible assets, net — 4,628

Other assets, net — 1,957

Non current assets held for sale — 11,130

Total assets held for sale $ 4,951 $ 26,733

Accounts payable 2,069 2,068

Accrued liabilities and other 2,067 1,208

Other long-term liabilities 115 —

Current liabilities held-for-sale 4,251 3,276

Other long-term liabilities — 870

Noncurrent liabilities held-for-sale — 870

Total liabilities held for sale $ 4,251 $ 4,146

The following tables present reconciliations of the captions within CVG's Condensed Consolidated Statements of Cash Flows attributable to discontinued operations for the nine months ended September 30, 2024 and 2023.

Net cash provided by operating activities for the nine months ended September 30, 2024 includes the gain and loss on the respective transactions, as noted above.

Nine Months Ended September 30,

CASH FLOWS FROM DISCONTINUED OPERATIONS:

Net cash provided by (used in) operating activities ( 4,567 ) 9,027

Net cash provided by (used in) investing activities ( 838 ) ( 414 )

Total cash provided by discontinued operations ( 5,405 ) 8,613

Compared sentence by sentence after normalising whitespace, quotation marks, case and digits, so re-formatting and restated figures do not read as changed language. Wording changes appear as one removal and one addition. The current filing and the prior one are authoritative.

What changed 10-Q

Item 1. Financial Statements