What changed in this filing

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Item 1. Financial Statements

2022-10-24 compared with 2022-07-25 · 129 added, 109 removed, 276 unchanged (46% of the section changed)

5 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

(in thousands, except per share data)

June 25, 2022

June 26, 2021

June 25, 2022

June 26, 2021

September 24, 2022

September 25, 2021

September 24, 2022

September 25, 2021

Cost of goods sold

2 unchanged sentences

Interest expense, net

Other income, net

Other expense (income), net

Income before income taxes

10 unchanged sentences

(in thousands, except for share data)

June 25, 2022

September 24, 2022

December 25, 2021

33 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY

Three Months Ended June 25, 2022

Three Months Ended September 24, 2022

(in thousands, except share data)

1 unchanged sentence

Accumulated Other Comprehensive Income (Loss)

Balance at March 26, 2022

Balance at June 25, 2022

Exercise of stock options

4 unchanged sentences

Other comprehensive income

Balance at June 25, 2022

Three Months Ended June 26, 2021

Balance at September 24, 2022

Three Months Ended September 25, 2021

(in thousands, except share data)

1 unchanged sentence

Accumulated Other Comprehensive Income (Loss)

Balance at March 27, 2021

Balance at June 26, 2021

Exercise of stock options

3 unchanged sentences

Other stock-related activity, net of tax

Balance at June 26, 2021

Six Months Ended June 25, 2022

Balance at September 25, 2021

Nine Months Ended September 24, 2022

(in thousands, except share data)

8 unchanged sentences

Other comprehensive income

Balance at June 25, 2022

Six Months Ended June 26, 2021

Balance at September 24, 2022

Nine Months Ended September 25, 2021

(in thousands, except share data)

7 unchanged sentences

Other stock-related activity, net of tax

Balance at June 26, 2021

Balance at September 25, 2021

See accompanying Notes to Condensed Consolidated Financial Statements

2 unchanged sentences

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

Six Months Ended

Nine Months Ended

(in thousands)

June 25, 2022

June 26, 2021

September 24, 2022

September 25, 2021

Cash Flows from Operating Activities:

4 unchanged sentences

Provision for stock-based compensation

Payment of contingent consideration

Changes in assets and liabilities:

6 unchanged sentences

Cash Flows from Investing Activities:

Proceeds from purchase price adjustment

Acquisition, net of cash acquired

Property, plant and equipment additions

1 unchanged sentence

Cash Flows from Financing Activities:

Proceeds of revolving credit line

Payments of revolving credit line

Payment of contingent consideration

Payment of debt issuance costs

Proceeds from exercise of stock options

1 unchanged sentence

Other stock-related activity

Cash used in financing activities

Cash (used in) provided by financing activities

Effect of exchange rate changes on Cash and Cash Equivalents

9 unchanged sentences

NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

FOR THE THREE AND SIX MONTHS ENDED JUNE 25, 2022 AND JUNE 26, 2021

FOR THE THREE AND NINE MONTHS ENDED SEPTEMBER 24, 2022 AND SEPTEMBER 25, 2021

Basis of Presentation

7 unchanged sentences

In the opinion of management, all adjustments (consisting of only normal recurring adjustments) considered necessary for a fair presentation have been included.

Operating results for the three and six months ended June 25, 2022 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2022 or any future period.

We may experience significant fluctuations from quarter to quarter in our results of operations due to the timing of orders placed by our customers.

The introduction of new products and product lines to customers may cause significant fluctuations from quarter to quarter.

Operating results for the three and nine months ended September 24, 2022 are not necessarily indicative of the results that may be expected for the fiscal year ending December 31, 2022 or any future period.

We may experience significant fluctuations from quarter to quarter in our results of operations due to the timing of orders placed by our customers and the introduction of new products and product lines to customers.

These financial statements should be read in conjunction with the consolidated financial statements and footnotes thereto included in our Annual Report on Form 10-K for the fiscal year ended December 25, 2021.

Business Acquisitions and Investments

On August 10, 2021, we acquired 100 % of the equity interests of DPL Holding Corporation (“Dayton Parts”), a manufacturer of chassis and other parts designed to serve the heavy-duty vehicle sector of the aftermarket, for a purchase price of $ 344.9 million in cash (net of $ 8.8 million of acquired cash) after certain customary post-acquisition purchase price adjustments.

In the six months ended June 25, 2022, we received $ 0.6 million in cash as proceeds from the closing net working capital adjustments.

DPL Holding Corporation (“Dayton Parts”)

On August 10, 2021, we acquired 100 % of the equity interests of Dayton Parts, a manufacturer of chassis and other parts designed to serve the heavy-duty vehicle sector of the aftermarket, for a purchase price of $ 344.9 million in cash (net of $ 8.8 million of acquired cash) after certain customary post-acquisition purchase price adjustments.

In the nine months ended September 24, 2022, we received $ 0.6 million in cash as proceeds from the closing net working capital adjustments.

The acquisition was funded by cash on hand and borrowings under our revolving credit facility.

16 unchanged sentences

Net cash consideration

The estimated valuation of the intangible assets acquired, and related amortization periods are as follows:

(in thousands)

Amortization Period (in years)

Customer relationships

Product portfolio

The fair values assigned to intangible assets were estimated by discounting expected cash flows based on the relief from royalty and multi-period excess earnings valuation methodologies.

2 unchanged sentences

The goodwill is not expected to be deductible for tax purposes.

The unaudited pro forma information for the periods set forth below gives effect to the Dayton Parts acquisition as if it had occurred as of December 29, 2019.

The pro forma information is presented for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved had the acquisition been consummated as of that time.

Three Months Ended

Nine Months Ended

(in thousands)

September 25, 2021

Diluted earnings per share

The financial results of the acquisition have been included in the unaudited condensed consolidated financial statements since the date of acquisition.

Super ATV, LLC (“SuperATV”)

On October 4, 2022 (the “Closing Date”), Dorman acquired 100 % of the issued and outstanding equity interests of SuperATV (the “Transaction”), for aggregate consideration of $ 490 million, subject to certain customary adjustments based on, among other things, the amount of cash, debt and working capital in the business of SuperATV as of the closing of the Transaction, plus a potential earn-out payment to the sellers of SuperATV not to exceed $ 100 million in the aggregate, which remains subject to the achievement by SuperATV of certain revenue and gross margin targets in fiscal years 2023 and 2024.

SuperATV is a leading independent supplier to the powersports aftermarket with a family of highly respected brands spanning functional accessories and upgrades, as well as replacement parts for specialty vehicles.

We have not completed the detailed valuation work necessary to determine the estimates of the fair value of the acquired assets and assumed liabilities.

As a result, we have not determined the preliminary allocation of the purchase price.

We also have not completed the detailed analysis to present the pro forma financial information for the combined businesses.

As such, both the preliminary allocation of the purchase price as well as the pro forma financial information will be included in our future filings.

In connection with the closing of the Transaction, Dorman entered into Amendment No.

1 to Credit Agreement (the “Amendment”) which amended Dorman’s Credit Agreement, dated as of August 10, 2021 (as amended by the Amendment, the “Amended Credit Agreement”) by and among Dorman, the lenders from time to time party thereto, and an administrative agent.

The Amendment provides for a $ 500.0 million term loan facility, which matures on October 4, 2027 and is guaranteed by Dorman’s material domestic subsidiaries (together with Dorman, the “Credit Parties”) and is supported by a security interest in substantially all of the Credit Parties’ personal property and assets, subject to certain exceptions.

Proceeds of the loans borrowed under the Amended Credit Agreement on the Closing Date were used to fund the transactions contemplated by the Purchase Agreement.

The Amendment also extended the maturity date of the revolving credit facility to October 4, 2027.

Borrowings under the Amended Credit Agreement bear interest at a rate per annum equal to, at Dorman’s option, either a term Secured Overnight Financing Rate (“Term SOFR”) (subject to a 0.00 % floor) or a base rate (as defined in the Amended Credit Agreement), in each case plus an applicable margin of, initially (i) in the case of Term SOFR loans, 1.50 % or (ii) in the case of base rate loans, 0.50 %.

The applicable margin for (i) base rate loans ranges from 0.000 % to 1.000 % per annum and (ii) for Term SOFR loans ranges from 1.000 % to 2.000 % per annum, in each case, based on the Total Net Leverage Ratio (as defined in the Amended Credit Agreement).

The commitment fee under the Amended Credit Agreement is initially equal to 0.20 % and thereafter ranges from 0.125 % to 0.250 % based on the Total Net Leverage Ratio (as defined in the Amended Credit Agreement).

Sales of Accounts Receivable

1 unchanged sentence

Transactions under these agreements were accounted for as sales of accounts receivable and the related accounts receivable were removed from our Condensed Consolidated Balance Sheets at the times of the sales transactions.

Under these agreements, we sold $ 262.9 million and $ 223.8 million of accounts receivable during the three months ended June 25, 2022 and June 26, 2021, respectively, and $ 538.1 million and $ 433.7 million of accounts receivable during the six months ended June 25, 2022 and June 26, 2021 respectively.

Selling, general and administrative expenses include factoring costs associated with these accounts receivable sales programs of $ 8.3 million and $ 2.9 million during the three months ended June 25, 2022 and June 26, 2021, respectively, and $ 13.2 million and $ 5.5 million during the six months ended June 25, 2022 and June 26, 2021, respectively.

The increase in factoring costs for the three and six months ended June 25, 2022 compared to the prior year periods was primarily driven by higher LIBOR and other reference rates, and higher accounts receivable sold under these programs.

Under these agreements, we sold $ 240.0 million and $ 256.3 million of accounts receivable during the three months ended September 24, 2022 and September 25, 2021, respectively, and $ 778.1 million and $ 690.0 million of accounts receivable during the nine months ended September 24, 2022 and September 25, 2021 respectively.

Selling, general and administrative expenses include factoring costs associated with these accounts receivable sales programs of $ 9.8 million and $ 3.1 million during the three months ended September 24, 2022 and September 25, 2021, respectively, and $ 23.0 million and $ 8.6 million during the nine months ended September 24, 2022 and September 25, 2021, respectively.

The increase in factoring costs for the three and nine months ended September 24, 2022 compared to the prior year periods was primarily driven by higher LIBOR and other reference rates, and higher accounts receivable sold under these programs during the nine months ended September 24, 2022.

Inventories include the cost of material, freight, direct labor and overhead utilized in the processing of our products and are stated at the lower of cost or net realizable value.

1 unchanged sentence

(in thousands)

June 25, 2022

September 24, 2022

December 25, 2021

2 unchanged sentences

Packaging materials

During the six months ended June 25, 2022, we entered into a warehouse and distribution services agreement with a third-party.

In connection with the services agreement, we have agreed to reimburse the service provider for substantially all of its facility costs applicable to the warehouse where services are provided.

During the nine months ended September 24, 2022, we entered into a warehouse and distribution services agreement with a third-party that requires us to reimburse the service provider for substantially all of its facility costs applicable to the warehouse where services are provided.

This agreement resulted in a deemed new lease for the company for accounting purposes.

2 unchanged sentences

Upon the lease commencement date, we recorded an operating lease right of use asset of $ 35.1 million, a short-term operating lease liability (included in other accrued liabilities in the consolidated balance sheet) of $ 2.0 million, and a long-term operating lease liability of $ 33.1 million.

The following table summarizes the maturities of the lease liability for our new deemed lease as of June 25, 2022:

The following table summarizes the maturities of the lease liability for our new deemed lease as of September 24, 2022:

(in thousands)

June 25, 2022

September 24, 2022

Remainder of 2022

6 unchanged sentences

Foreign currency translation

Balance at June 25, 2022

Balance at September 24, 2022

Intangible Assets

Intangible assets included the following:

June 25, 2022

September 24, 2022

December 25, 2021

9 unchanged sentences

Product Portfolio

Amortization expense was $ 3.1 million and $ 0.9 million during the three months ended June 25, 2022 and June 26, 2021, respectively and $ 6.1 million and $ 1.7 million during the six months ended June 25, 2022 and June 26, 2021, respectively.

Amortization expense was $ 3.0 million and $ 1.2 million during the three months ended September 24, 2022 and September 25, 2021, respectively and $ 9.1 million and $ 2.9 million during the nine months ended September 24, 2022 and September 25, 2021, respectively.

Revolving Credit Facility

As of June 25, 2022 and December 25, 2021, the interest rate on the outstanding borrowings under our revolving credit facility was 3.25 % and 1.35 %, respectively.

As of September 24, 2022 and December 25, 2021, the interest rate on the outstanding borrowings under our revolving credit facility was 4.73 % and 1.35 %, respectively.

Commitments and Contingencies

We have contingent consideration related to a prior acquisition due to the uncertainty of the ultimate amount of payment that will become due as earnout payments if performance targets are achieved.

If the remaining performance targets for the prior acquisition are fully achieved, the maximum additional contingent payment to be made under the related acquisition agreement would be $ 3.6 million.

We have contingent consideration related to a prior acquisition due to the uncertainty of the ultimate amount of any payments that will become due as earnout payments if performance targets are achieved.

If the remaining performance targets for the prior acquisition are fully achieved, the maximum additional contingent payments to be made under the related acquisition agreement would be $ 3.6 million in the aggregate.

As of September 24, 2022, we accrued $ 1.6 million, representing the fair value of the estimated payments that we expect could become due in connection with the prior acquisition based on discussions with the applicable counterparty.

For the three and nine months ended September 24, 2022, we increased this accrual by $ 1.6 million, with the charge included in Selling, General and Administration expenses.

Other Contingencies

14 unchanged sentences

We have concluded that our estimates of variable consideration are not constrained.

All our revenue was recognized under the point of time approach during the six months ended June 25, 2022 and June 26, 2021.

All our revenue was recognized under the point of time approach during the nine months ended September 24, 2022 and September 25, 2021.

Also, we do not have significant financing arrangements with our customers.

4 unchanged sentences

Three Months Ended

Six Months Ended

Nine Months Ended

(in thousands)

June 25, 2022

June 26, 2021

June 25, 2022

June 26, 2021

September 24, 2022

September 25, 2021

September 24, 2022

September 25, 2021

Automotive body

Three Months Ended

Six Months Ended

Nine Months Ended

(in thousands)

June 25, 2022

June 26, 2021

June 25, 2022

June 26, 2021

September 24, 2022

September 25, 2021

September 24, 2022

September 25, 2021

Net sales to U.S.

2 unchanged sentences

Restricted Stock Awards (“RSAs”) and Restricted Stock Units (“RSUs”)

Vesting of RSA and RSU grants is conditional based on continued employment or service for a specified period and, in certain circumstances, the attainment of performance goals.

We retain the shares underlying the grant, and any dividends paid thereon, until the vesting conditions have been met.

For time-based RSA and RSU grants, compensation cost related to the awards is recognized on a straight-line basis over the vesting period and is calculated using the closing price per share of our common stock on the grant date.

For performance-based RSA grants tied to growth in adjusted pre-tax income, compensation cost related to the award is recognized over the performance period and is calculated using the closing price per share of our common stock on the grant date and an estimate of the probable outcome of the performance conditions at each reporting date.

Since March 2020, we have made performance-based RSU grants that vest based on our total shareholder return ranking relative to the total shareholder return of the companies comprising the S&P Mid-Cap 400 Growth Index over a three-year performance period.

For these awards, compensation cost related to the award is recognized on a straight-line basis over the performance period and is calculated using the simulated fair value per share of our common stock based on the application of a Monte Carlo simulation model.

For the six months ended June 25, 2022, we granted 23,995 performance-based RSUs with a grant date fair value of $ 111.31 per share.

For the six months ended June 26, 2021, we granted 17,714 performance-based RSUs with a grant date fair value of $ 131.02 per share.

Compensation cost related to RSA and RSU grants was $ 1.7 million and $ 1.3 million for the three months ended June 25, 2022 and June 26, 2021, respectively, and $ 3.3 million and $ 3.1 million for the six months ended June 25, 2022 and June 26, 2021, respectively, and was included in selling, general and administrative expense in the Condensed Consolidated Statements of Operations.

The following table summarizes our RSA and RSU activity for the six months ended June 25, 2022:

We issue RSAs and RSUs to participants in our equity plans in the form of time-based RSA’s and RSU’s and performance-based RSA’s and RSU’s.

Compensation cost related to RSA and RSU grants was $ 1.8 million and $ 1.4 million for the three months ended September 24, 2022 and September 25, 2021, respectively, and $ 5.1 million and $ 4.5 million for the nine months ended September 24, 2022 and September 25, 2021, respectively, and was included in selling, general and administrative expense in the Condensed Consolidated Statements of Operations.

The following table summarizes our RSA and RSU activity for the nine months ended September 24, 2022:

Balance at December 25, 2021

Balance at June 25, 2022

As of June 25, 2022, there was $ 14.6 million of unrecognized compensation cost related to unvested RSA and RSU grants that is expected to be recognized over a weighted average period of 2.4 years.

Balance at September 24, 2022

For the nine months ended September 24, 2022, we granted 23,995 performance-based RSUs with a grant date fair value of $ 111.31 per share.

For the nine months ended September 25, 2021, we granted 17,714 performance-based RSUs with a grant date fair value of $ 131.02 per share.

As of September 24, 2022, there was $ 13.2 million of unrecognized compensation cost related to unvested RSA and RSU grants that is expected to be recognized over a weighted average period of 2.2 years.

Stock Options

We expense the grant-date fair value of stock options as compensation cost on a straight-line basis over the vesting period for which related services are performed.

The compensation cost charged against income was $ 0.4 million and $ 0.3 million for the three months ended June 25, 2022 and June 26, 2021, respectively, and $ 0.8 million and $ 0.6 million for the six months ended June 25, 2022 and June 26, 2021, respectively, and was included as selling, general and administrative expense in the Condensed Consolidated Statements of Operations.

We use the Black-Scholes option valuation model to estimate the fair value of stock options granted.

Expected volatility and expected dividend yield are based on the actual historical experience of our common stock.

The expected life represents the period that options granted are expected to be outstanding and was calculated using historical option exercise data.

The risk-free rate was based on a U.S.

Treasury security with terms equal to the expected time of exercise as of the grant date.

The following table summarizes our stock option activity for the six months ended June 25, 2022 :

We grant stock options to participants in our equity plans.

T he compensation cost charged against income was $ 0.5 million and $ 0.3 million for the three months ended September 24, 2022 and September 25, 2021, respectively, and $ 1.3 million and $ 0.9 million for the nine months ended September 24, 2022 and September 25, 2021, respectively, and was included as selling, general and administrative expense in the Condensed Consolidated Statements of Operations.

The following table summarizes our stock option activity for the nine months ended September 24, 2022 :

Balance at December 25, 2021

Balance at June 25, 2022

Exercisable at June 25, 2022

As of June 25, 2022, there was $ 3.4 million of unrecognized compensation cost related to unvested stock options that is expected to be recognized over a weighted average period of 3.1 years.

Balance at September 24, 2022

Exercisable at September 24, 2022

As of September 24, 2022, there was $ 3.4 million of unrecognized compensation cost related to unvested stock options that is expected to be recognized over a weighted average period of 2.9 years.

Employee Stock Purchase Plan (“ESPP”)

During the six months ended June 25, 2022 and June 26, 2021, we purchased 4,615 shares and 36,077 shares, respectively, under the ESPP.

Compensation cost related to the ESPP was $ 0.0 million and $ 0.7 million for the three months ended June 25, 2022 and June 26, 2021, respectively, and $ 0.1 million and $ 0.7 million for the six months ended June 25, 2022 and June 26, 2021, respectively.

During the nine months ended September 24, 2022 and September 25, 2021, we purchased 13,327 shares and 31,462 shares, respectively, under the ESPP.

Compensation cost related to the ESPP was $ 0.2 million and $ 0.0 million for the three months ended September 24, 2022 and September 25, 2021, respectively, and $ 0.3 million and $ 0.7 million for the nine months ended September 24, 2022 and September 25, 2021, respectively.

Earnings Per Share

2 unchanged sentences

Common share equivalents are calculated using the treasury stock method and are computed based on outstanding stock-based awards.

Stock-based awards that were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive totaled 37,000 shares and 19,000 shares for the three months ended June 25, 2022 and June 26, 2021, respectively, and 32,000 shares and 14,000 shares for the six months ended June 25, 2022 and June 26, 2021, respectively.

Stock-based awards that were excluded from the calculation of diluted earnings per share because their effect would have been anti-dilutive totaled approximately 31,000 shares and 19,000 shares for the three months ended September 24, 2022 and September 25, 2021, respectively, and 32,000 shares and 16,000 shares for the nine months ended September 24, 2022 and September 25, 2021, respectively.

The following table sets forth the computation of basic earnings per share and diluted earnings per share:

Three Months Ended

Six Months Ended

Nine Months Ended

(in thousands, except per share data)

June 25, 2022

June 26, 2021

June 25, 2022

June 26, 2021

September 24, 2022

September 25, 2021

September 24, 2022

September 25, 2021

Weighted average basic shares outstanding

6 unchanged sentences

401(k) Plan participants can no longer purchase shares of Dorman common stock as an investment option under the 401(k) Plan.

Shares are generally purchased

by the Company from the 401(k) Plan when participants sell units as permitted by the 401(k) Plan or elect to leave the 401(k) Plan upon retirement, termination or other reasons.

Shares are generally purchased by the Company from the 401(k) Plan when participants sell units as permitted by the 401(k) Plan or elect to leave the 401(k) Plan upon retirement, termination or other reasons.

The following table summarizes the repurchase and cancellation of common stock by the Company for the periods indicated:

Three Months Ended

Six Months Ended

June 25, 2022

June 26, 2021

June 25, 2022

June 26, 2021

Nine Months Ended

September 24, 2022

September 25, 2021

September 24, 2022

September 25, 2021

Shares repurchased and canceled

1 unchanged sentence

Average price per share

Separately, our Board of Directors has authorized the repurchase of up to $ 500 million of our common stock through December 31, 2022 under a previously announced share repurchase program.

Separately, our Board of Directors has authorized the repurchase of up to $ 600 million of our common stock through December 31, 2024 under a previously announced share repurchase program and subsequent authorizations, including a $ 100 million increase and two-year extension in July 2022.

Under this program, share repurchases may be made from time to time depending on market conditions, share price, share availability and other factors at our discretion.

The share repurchase program does not obligate us to acquire any specific number of shares.

At June 25, 2022, $ 129.5 million was available for repurchase under this share repurchase program.

At September 24, 2022, $ 228.0 million was available for repurchase under this share repurchase program.

The following table summarizes the repurchase and cancellation of common stock under the share repurchase program:

Three Months Ended

Six Months Ended

June 25, 2022

June 26, 2021

June 25, 2022

June 26, 2021

Nine Months Ended

September 24, 2022

September 25, 2021

September 24, 2022

September 25, 2021

Shares repurchased and canceled

1 unchanged sentence

Average price per share

On July 21, 2022, the Company’s Board of Directors authorized a $ 100 million increase and two-year extension to the share repurchase program, raising the aggregate authorization under the program to $ 600 million and extending it through December 31, 2024 .

At June 25, 2022, we had $ 1.3 million of net unrecognized tax benefits, all of which would lower our effective tax rate if recognized.

At September 24, 2022, we had $ 1.4 million of net unrecognized tax benefits, all of which would lower our effective tax rate if recognized.

We recognize interest and penalties related to uncertain tax positions in income tax expense.

As of June 25, 2022, accrued interest and penalties related to uncertain tax positions were not material.

As of September 24, 2022, accrued interest and penalties related to uncertain tax positions were not material.

We file income tax returns in the United States, Canada, China, India, and Mexico.

All years before 2017 are closed for U.S.

federal tax purposes.

Tax years before 2017 are closed for the states in which we file.

Tax years before 2019 are closed for tax purposes in Canada.

Tax years before 2019 are closed for tax purposes in China.

Tax years before 2017 are closed for tax purposes in Mexico.

All tax years remain open for India.

The statute of limitations for tax years before 2017 is closed for U.S.

federal income tax purposes.

The statute of limitations for tax years before 2017 is closed for the states in which we file.

The statute of limitations for tax years before 2019 is closed for income tax purposes in Canada, China, and India.

The statute of limitations for tax years before 2017 is closed for income tax purposes in Mexico.

Related-Party Transactions

4 unchanged sentences

The lease for our corporate headquarters in Colmar, PA was renewed during November 2016, effective as of January 1, 2018 , and will expire on December 31, 2022 .

The Company is currently in discussions with the landlord of the Colmar facility for an extension of the lease term.

The lease for our Lewisberry, PA operating facility was signed in September 2020 and will expire on December 31, 2027 .

We are a partner in a joint venture with one of our suppliers and own minority interests in two other suppliers.

We are a partner in a joint venture with one of our suppliers and own minority interest investments in two other suppliers.

One of these investments is accounted for under the equity method and one is accounted for under the cost method.

2 unchanged sentences

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