What changed in this filing

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Item 7. Management’s Discussion and Analysis

2025-02-25 compared with 2024-02-22 · 53 added, 53 removed, 128 unchanged (45% of the section changed)

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Selling, General and Administrative 5.2 4.9 5.5 7.5 5.7

Impairment Charges 0.4 — — N/A N/A

Total Operating Expenses:

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Results of Operations:

In 2023, the Company's net sales increased by $380.3 million, or 20% compared to the prior year, representing the highest annual sales in Company history.

In 2024, the Company's net sales increased by $14.1 million, or 1% compared to the prior year, representing the highest annual sales in Company history, despite light vehicle production in 2024 that decreased year-over-year by more than 4% in the Company's primary markets.

The Company's revenue outperformance in 2024 versus the underlying market was driven primarily by growth in FDM unit shipments.

Other net sales for calendar year 2024 were $48.6 million, compared to Other net sales of $44.6 million in calendar year 2023.

Fire protection sales in 2024 increased 4% year over year, while dimmable aircraft windows increased by 9% in 2024, compared to calendar year 2023.

Medical product sales were $1.4 million for calendar 2024.

Cost of Goods Sold.

As a percentage of net sales, cost of goods sold decreased from 66.8% in 2023 to 66.7% in 2024.

The year over year increase in the gross margin was primarily the result of supplier cost reductions and lower freight costs, though these benefits were largely offset by weaker than expected product mix, higher labor costs, and the inability to leverage fixed overhead costs due to the lower than forecasted revenue for the year.

On a year over year basis, supplier cost reductions and lower freights costs had a positive impact of approximately 100 - 150 basis points and 50 - 100 basis points on gross margin, respectively.

Product mix had a negative impact of approximately 100 - 150 basis points on gross margin on a year over year basis.

Labor costs and inability to leverage fixed overhead costs, each had a negative impact of approximately 25 - 50 basis points on gross margin on a year over year basis.

Operating Expenses.

Engineering, research and development expenses ("E, R & D") increased by $27.1 million or 18% from 2023 to 2024, which represents 8% of net sales in 2024, compared to 7% of net sales in 2023.

E, R & D increased year over year primarily due to additional staffing and engineering related professional fees to assist with the execution of a high number of new product launches, product redesigns to optimize costs, and new product development.

Selling, general and administrative ("S, G & A") expenses increased by $8.5 million or 8% from 2023 to 2024, which remained at 5% of net sales.

The primary reason for the year over year increase in S, G & A from 2023 to 2024 was increased staffing expenses.

The Company also recorded impairment charges of $8.9 million for Goodwill and in-process research and development ("IPR&D") related to the Vaporsens technology acquired in 2020, as previously disclosed.

Total Other Income (Loss).

Investment income decreased $0.1 million to $13.4 million for 2024 compared to $13.5 million for 2023.

Other income – net increased $3.3 million in 2024 versus 2023, primarily due to increased interest income from fixed income investments.

The effective tax rate was 14.3% for the year ended December 31, 2024, compared to 15.2% for the prior year.

The effective tax rates in 2024 and 2023 differed from the statutory federal income tax rate, primarily due to the Foreign Derived Intangible Income Deduction, and R&D tax credits.

Net income decreased by $23.9 million in 2024, or 6% compared to 2023, primarily due to the year over year changes in operating profits.

Results of Operations:

In 2023, the Company's net sales increased by $380.3 million, or 20% compared to the prior year.

Overall light vehicle production in 2023 increased by 12% when compared to 2022 in the Company's primary markets, meaning net sales in 2023 outperformed the underlying market by 8%.

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Operating Expenses.

Engineering, research and development expenses ("E, R & D") increased by $21.1 million or 16% from 2022 to 2023, but remained at 7% of net sales.

Selling, general and administrative ("S, G & A") expenses increased by $6.0 million or 6% from 2022 to 2023, which represents 5% of net sales in 2023 compared to 6% of net sales in 2022.

E, R & D increased by $21.1 million or 16% from 2022 to 2023, but remained at 7% of net sales.

E, R & D increased year over year primarily due to additional staffing and engineering related professional fees to assist with the execution of high number of new product launches, product redesigns to optimize costs, and new product development.

S, G & A expenses increased by $6.0 million or 6% from 2022 to 2023, which represents 5% of net sales in 2023 compared to 6% of net sales in 2022.

The primary reason for the year over year increase in S, G & A from 2022 to 2023 was increased staffing expenses, which were partially offset by lower freight expenses.

Total Other (Loss)/Income.

Total Other Income (Loss).

Investment income increased $8.7 million to $13.5 million for 2023 compared to $4.8 million for 2022 primarily due to increases in interest income from fixed income investments and interest rates on other cash holdings.

Other income – net increased $0.8 million in 2023 versus 2022, primarily due to increases in interest income from fixed income investments.

Other income – net increase $0.8 million in 2023 versus 2022, primarily due to increases in interest income from fixed income investments.

The effective tax rate was 15.2% for the year ended December 31, 2023 compared to 13.8% for the prior year.

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Net income increased by $109.6 million in 2023, or 34% compared to 2022, primarily due to the year over year changes in gross margin and operating profits.

Results of Operations:

In 2022, the Company's net sales increased by $187.8 million, or 11% compared to the prior year.

Light vehicle production in 2022 increased by 3% when compared to 2021 in the Company's primary markets, but total revenue for the year outperformed the underlying market by 8% despite the many supply chain challenges and customer order volatility encountered during the year.

The increase in the Company's sales was primarily driven by a 6% year over year increase in automatic-dimming mirror shipments, from 41.8 million units in 2021 to 44.2 million units in 2022.

Other net sales for calendar year 2022 were $44.2 million, compared to Other net sales of $34.0 million in calendar year 2021.

Fire protection sales in 2022 increased by 53% year over year, while dimmable aircraft windows were down 33% in 2022 compared to calendar year 2021.

The Company expects that dimmable aircraft window sales will continue to be impacted until there is a meaningful recovery of the aerospace industry and the Boeing 787 production levels improve.

Cost of Goods Sold.

As a percentage of net sales, cost of goods sold increased from 64.2% in 2021 to 68.2% in 2022.

The year over year decrease in the gross margin was primarily the result of increased raw material costs, increased manufacturing costs, higher freight and logistics costs, and certain previously agreed to annual customer price reductions.

On a year over year basis, increased raw material costs had a negative impact of approximately 250 - 300 basis points on gross margin.

Manufacturing cost increases, freight and logistics cost increases, and annual customer price reductions each independently had a negative impact of approximately 50 - 100 basis points on gross margin on a year over year basis.

Operating Expenses.

E, R & D increased by $15.5 million or 13% from 2021 to 2022, but remained at 7% of net sales.

E, R & D decreased primarily due to additional staffing, professional fees, new product development, and the ongoing product re-designs necessary to mitigate electronics part shortages.

S, G & A expenses increased by $14.3 million or 16% from 2021 to 2022, which represents 6% of net sales in 2022 compared to 5% in 2021.

The primary reason for the increase in S, G & A from 2021 to 2022 was primarily due to staffing, increases in outbound freight expenses, and the return of in-person customer meetings and trade show related expenses.

S, G & A expenses were also impacted on a year over year basis by the $4.0 million settlement with the SEC that was accrued for in the second and third quarters of 2022, and the related legal and professional fees.

Total Other (Loss)/Income.

Investment income increased $1.2 million to $4.8 million for 2022 compared to $3.6 million for 2021 primarily due to increases in interest income from fixed income investments.

Other income – net decreased $8.1 million in 2022 versus 2021, primarily due to additional losses on sales of debt investments on a year over year basis.

The effective tax rate was 13.8% for the year ended December 31, 2022 compared to 13.3% for the prior year.

The effective tax rates in 2022 and 2021 differed from the statutory federal income tax rate, primarily due to the Foreign Derived Intangible Income Deduction, as well as additional equity compensation deductions and various tax credits.

Net income decreased by $42.0 million in 2022, or 12% compared to 2021, primarily due to the year over year changes in gross margin and operating profits.

Liquidity and Capital Resources

The Company’s financial condition throughout the periods presented has remained very strong.

The Company’s financial condition throughout the periods presented has remained strong.

The Company's cash and cash equivalents were $233.3 million, $226.4 million, and $214.8 million as of December 31, 2024, 2023 and 2022, respectively.

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Cash flow from operating activities was $498.2 million, $537.2 million and $338.2 million for the years ended December 31, 2024, 2023 and 2022, respectively.

Cash flow from operating activities increased $199.0 million for the year ended December 31, 2023 compared to the prior year, primarily due to increases in net income and changes in working capital.

Cash flow from operating activities decreased $24.0 million for the year ended December 31, 2022 compared to the same period in 2021, primarily due to changes in working capital and a decrease in net income, which were partially offset by changes in deferred taxes.

Cash flow used for investing activities for the year ended December 31, 2023 increased by $126.7 million to $299.4 million, compared with cash flow used for investing activities of $172.7 million for the year ended December 31, 2022, primarily due to increased technology investment purchases during the year, as well as increased capital expenditures in 2023 compared to 2022.

Cash flow used for investing activities for the year ended December 31, 2022 increased by $59.6 million to $172.7 million, compared to cash flow used for investment activities for the year ended December 31, 2021, primarily due to increased investment purchases of equity method investments in 2022 compared to 2021.

Cash flow from operating activities decreased $39.0 million for the year ended December 31, 2024 compared to the prior year, primarily due to decreases in net income and changes in working capital.

Cash flow from operating activities increased $199.0 million for the year ended December 31, 2023 compared to the same period in 2022, primarily due to due to increases in net income and changes in working capital.

Cash flow used for investing activities for the year ended December 31, 2024 decreased by $97.3 million to $202.1 million, compared with cash flow used for investing activities of $299.4 million for the year ended December 31, 2023, primarily due to decreased capital expenditures in 2024 compared to 2023, as well as decreased expenditures on business acquisitions year over year.

Cash flow used for investing activities for the year ended December 31, 2023 increased by $126.7 million to $299.4 million, compared to cash flow used for investment activities for the year ended December 31, 2022, primarily due to increased technology investment purchases during the year, as well as increased capital expenditures in 2023 compared to 2022.

Capital expenditures were $144.7 million, $183.7 million, and $146.4 million for the years ended December 31, 2024, 2023, and 2022, respectively.

Capital expenditures for the year ended December 31, 2023 increased by $37.2 million compared with the year ended December 31, 2022, primarily due to increased in expenditures related to building and facility construction projects previously discussed.

Capital expenditures for the year ended December 31, 2022 increased by $77.6 million compared to the year ended December 31, 2020, also due to the same building and facility construction projects previously discussed.

Capital expenditures for the year ended December 31, 2024 decreased by $39.0 million compared with the year ended December 31, 2023, primarily due to decreased in expenditures related to building and facility construction projects.

Capital expenditures for the year ended December 31, 2023 increased by $37.2 million compared to the year ended December 31, 2022, primarily due to building and facility construction projects previously discussed.

Cash flow used for financing activities for the year ended December 31, 2024, increased $59.1 million to $289.3 million, compared to $230.2 million for the year ended December 31, 2023, primarily due to an increase in the amount of shares of common stock repurchased, which totaled $206.1 million during the calendar year 2024 as compared to $147.4 million during the calendar year 2023.

Cash flow used for financing activities for the year ended December 31, 2022, decreased $201.1 million to $209.0 million compared to the year ended December 31, 2021, primarily due to a decrease in the amount of shares of common stock repurchased which totaled $112.5 million during the calendar year 2022 as compared to $324.6 million during the calendar year 2021.

Short-term investments as of December 31, 2023 were $14.4 million, down from $23.0 million as of December 31, 2022 and long-term investments were $299.1 million as of December 31, 2023, up from $202.3 million as of December 31, 2022, due to changes in the Company's overall investment portfolio and increased investment in technology investments.

Accounts receivable as of December 31, 2023 increased $45.3 million compared to December 31, 2022, primarily due to an increase in sales year over year.

Inventories as of December 31, 2023, decreased $1.9 million compared to December 31, 2022, primarily due to decreases in raw materials, which were partially offset by increases in finished goods to meet customer order demand.

Intangible Assets, net as of December 31, 2023 decreased $5.4 million compared to December 31, 2022, due to the amortization of definite lived intangible assets and patents, which is discussed further in Note 10 of the Consolidated Financial Statements.

Accounts payable as of December 31, 2023, increased $32.7 million compared to December 31, 2022, primarily due to increases in, and/or timing of capital expenditure payments.

Cash flow used for financing activities for the year ended December 31, 2023, increased $21.1 million to $230.2 million compared to the year ended December 31, 2022, primarily due to an increase in the amount of shares of common stock repurchased which totaled $147.4 million during the calendar year 2023 as compared to $112.5 million during the calendar year 2022.

Short-term investments as of December 31, 2024 were $22.3 million, up from $14.4 million as of December 31, 2023 and long-term investments were $339.6 million as of December 31, 2024, up from $299.1 million as of December 31, 2023, due to changes in the Company's overall investment portfolio.

Accounts receivable as of December 31, 2024 decreased $26.5 million compared to December 31, 2023, primarily due to a decrease in sales in the fourth quarter of 2024 compared to the fourth quarter of 2023.

Inventories as of December 31, 2024, increased $34.0 million compared to December 31, 2023, primarily due to increases in raw materials and finished goods.

Intangible Assets, net as of December 31, 2024, decreased $18.8 million compared to December 31, 2023, due to the amortization of definite lived intangible assets and patents, which is discussed further in Note 10 of the Consolidated Financial Statements, in addition to a $5.2 million impairment charge on the Vaporsens IPR&D in the fourth quarter of 2024.

Accounts payable as of December 31, 2024, decreased $16.1 million compared to December 31, 2023, primarily due to decreases in capital expenditure payments and timing of payments.

Management considers the Company’s current working capital and long-term investments, as well as its existing credit financing arrangement (notwithstanding covenants prohibiting additional indebtedness), discussed further in Note 2 of the Consolidated Financial Statements, in addition to internally generated cash flow, to be sufficient to cover anticipated cash needs for the foreseeable future considering its contractual obligations and commitments.

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Total $ 926,596,968 $ 881,992,429 $ 838,441,522

The increase in working capital as of December 31, 2023 compared to December 31, 2022 is primarily due to increases in cash and accounts receivable, which was partially offset by increases in accounts payable.

The decrease in working capital as of December 31, 2022 compared to 2021 is primarily due to increases in inventory and accounts receivable, which were partially offset by decreases in cash and prepaid expenses and other.

The increase in working capital as of December 31, 2024, compared to December 31, 2023, is primarily due to an increase in prepaid expenses, increases in inventory, and a decrease in accounts payable.

The increase in working capital as of December 31, 2023, compared to 2022, is primarily due to increases in cash and accounts receivable, which were partially offset by increases in accounts payable.

Please refer to Part II, Item 5 , with regard to the Company's previously announced share repurchase plan.

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The S&P Global Mobility mid-January 2025 forecast for light vehicle production for calendar year 2025 are approximately 15.1 million units for North America, 16.6 million units for Europe, 11.9 million units for Japan and Korea, and 30.2 million units for China.

Based on the foregoing, the Company estimates that top line revenue for calendar year 2024 will be between $2.45 and $2.55 billion.

Based on the foregoing, and excluding any impact of the Company's pending acquisition of VOXX (which remains subject to certain regulatory and VOXX stockholder approvals), the Company estimates that top line revenue for calendar year 2025 will be between $2.40 and $2.45 billion.

All estimates are based on light vehicle production forecasts in the primary regions to which the Company ships product, as well as the estimated option rates for its mirrors and electronics on prospective vehicle models and anticipated product mix.

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sales rates in Europe, Asia, and North America;

challenging macroeconomic and geopolitical environments, including inflation, tariffs and potential tax law changes;

challenging macroeconomic and geopolitical environments, including inflation, and potential tax law changes;

OEM strategies and cost pressures;

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The Company is also estimating that its operating expenses, which include E, R & D and S, G & A, are expected to be between $310 and $320 million for calendar year 2025, due in part to continued investments that support growth and launch of new business as well as development of new products, which are primarily staffing related.

The Company continues to invest heavily in technology directed at funding the development of its current product portfolio and creating iterations of those products that help keep its products new and attractive to our customers, as well as new products, though these expense estimates for 2025 represent a lower growth rate in operating expenses as the Company believes the new baseline established for engineering spend is sufficient to support current initiatives.

The Company is a technology leader in the automotive industry, with a focus on developing uniquely designed solutions that are proprietary.

The Company continues to make investments intended to maintain a competitive advantage in its current markets, as well as to use its core competencies to develop products that are applicable in other markets.

Based on current light vehicle production forecasts, and the resultant forecast our automatic-dimming mirrors and electronics, the Company currently anticipates that 2024 capital expenditures will be between $225 and $250 million, a majority of which will be related to production equipment purchases.

Based on current light vehicle production forecasts, and the Company's resultant forecast its automatic-dimming mirrors and electronics, the Company currently anticipates that 2025 capital expenditures will be between $125 and $150 million, a majority of which will be related to production equipment purchases.

Capital expenditures for calendar year 2025 are currently anticipated to be financed from current cash and cash equivalents on hand and cash flows from operating activities.

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and other factors that the Company deems appropriate.

The Company is also providing top line revenue guidance for calendar year 2025, taking into account anticipated increases in light vehicle production in 2025 compared to 2024.

The Company is also providing top line revenue guidance for calendar year 2026, taking into account anticipated increases in light vehicle production in 2026 compared to 2025, but excluding any impact of the Company's pending acquisition of VOXX.

S&P Global Mobility forecast (as of mid-January 2025) for light vehicle production for calendar year 2026 are approximately 15.4 million units for North America, 17.0 million units for Europe, 11.6 million units for Japan and Korea, and 31.0 million units for China.

Based on these forecasts, as well as the Company's estimates for aerospace, medical, and fire protection sales for calendar year 2025, the Company is estimating that revenue for calendar year 2025 will be between $2.65 and $2.75 billion.

Based on these forecasts, as well as the Company's estimates for fire protection, aerospace, medical, and biometrics sales for calendar year 2026, the Company is estimating that revenue for calendar year 2026 will be between $2.55 and $2.65 billion.

As noted above, continuing uncertainties make forecasting difficult.

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However, these estimates and assumptions are inherently subject to a degree of uncertainty.

As a result, actual results in

these areas may differ significantly from our estimates, as is the case in any application of generally accepted accounting principles.

As a result, actual results in these areas may differ significantly from our estimates, as is the case in any application of generally accepted accounting principles.

The Company considers an accounting estimate to be critical if:

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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-K

Item 7. Management’s Discussion and Analysis