What changed in this filing

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Item 1. Financial Statements

2023-04-24 compared with 2022-10-26 · 126 added, 281 removed, 500 unchanged (45% of the section changed)

3 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

2022 2021 2022 2021

(Dollars in millions, except per share amounts)

Net sales (Note 3)

$ 945 $ 839 $ 2,705 $ 2,771

Cost of goods sold 781 726

3 unchanged sentences

Interest expense 28 23

Loss on extinguishment of debt — — 5 —

Non-operating income ( 4 ) ( 28 )

( 29 ) ( 4 ) ( 73 ) ( 4 )

Reorganization items, net (Note 1)

— ( 9 ) 2 ( 130 )

Reorganization items, net — 1

Income before taxes 108 125

131 91 361 449

Tax expense (Note 5)

105 63 278 367

Net income 81 88

preferred stock dividend (Note 18)

1 unchanged sentence

Net income available for distribution $ 41 $ 50

$ 65 $ 27 $ 161 $ 307

Earnings per common share

8 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

2022 2021 2022 2021

(Dollars in millions)

$ 105 $ 63 $ 278 $ 367

Net income $ 81 $ 88

Foreign exchange translation adjustment 2 2

1 unchanged sentence

Changes in fair value of net investment hedges, net of tax (Note 16)

Total other comprehensive income, net of tax

Total other comprehensive (loss) income, net of tax ( 6 ) 23

Comprehensive income $ 75 $ 111

$ 169 $ 71 $ 404 $ 438

The Notes to the Consolidated Interim Financial Statements are an integral part of this statement.

1 unchanged sentence

CONSOLIDATED INTERIM BALANCE SHEETS

September 30,

2023 December 31,

16 unchanged sentences

Current maturities of long-term debt (Note 14)

Mandatorily redeemable Series B Preferred Stock (Note 15)

Accrued liabilities (Note 11)

1 unchanged sentence

Long-term debt (Note 14)

Mandatorily redeemable Series B Preferred Stock – long-term (Note 15)

Deferred income taxes 28 25

4 unchanged sentences

Series A Preferred Stock, par value $ 0.001 ;

245,390,067 and 245,921,617 shares issued and outstanding as of September 30, 2022 and December 31, 2021, respectively

245,045,431 and 245,089,671 shares issued and outstanding as of March 31, 2023 and December 31, 2022, respectively

Common Stock, par value $ 0.001 ;

1,000,000,000 and 1,000,000,000 shares authorized, 64,925,058 and 64,570,950 issued and 64,818,324 and 64,570,950 outstanding as of September 30, 2022 and December 31, 2021, respectively

1,000,000,000 and 1,000,000,000 shares authorized, 65,099,244 and 64,943,238 issued and 64,959,553 and 64,832,609 outstanding as of March 31, 2023 and December 31, 2022, respectively

Additional paid–in capital 1,336 1,333

1 unchanged sentence

( 1,446 ) ( 1,485 )

Accumulated other comprehensive income (loss) (Note 17)

Accumulated other comprehensive income (Note 17)

Total deficit ( 80 ) ( 116 )

2 unchanged sentences

GARRETT MOTION INC.

CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS (Unaudited)

Nine Months Ended September 30,

CONSOLIDATED INTERIM STATEMENTS OF CASH FLOWS

Three Months Ended March 31,

(Dollars in millions) 2023 2022

Cash flows from operating activities:

Adjustments to reconcile net income to net cash provided by (used for) operating activities

Reorganization items, net — ( 423 )

Adjustments to reconcile net income to net cash provided by operating activities

Deferred income taxes 3 13

2 unchanged sentences

Interest payments, net of debt discount accretion — ( 6 )

Loss on extinguishment of debt 5 —

Foreign exchange loss

Stock compensation expense 3 2

Pension expense

Change in fair value of derivatives 10 ( 17 )

6 unchanged sentences

Accrued liabilities 20 ( 2 )

Obligations payable to Honeywell — ( 375 )

Other liabilities 5 ( 7 )

Net cash provided by (used for) operating activities

$ 238 $ ( 446 )

Net cash provided by operating activities

Cash flows from investing activities:

3 unchanged sentences

Cash flows from financing activities:

Proceeds from issuance of Series A Preferred Stock — 1,301

Proceeds from issuance of long-term debt, net of deferred financing costs — 1,221

Payments of long-term debt ( 2 ) ( 2 )

Payments of revolving credit facility — ( 370 )

Payments of debtor-in-possession financing — ( 200 )

Redemption of Series B Preferred stock — ( 186 )

Payments for Cash-Out election — ( 69 )

Payments for share repurchases — ( 2 )

1 unchanged sentence

Debt financing costs — ( 6 )

Net cash (used for) provided by financing activities

Net cash used for financing activities

$ ( 44 ) $ ( 196 )

Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash 4 8

Net decrease in cash, cash equivalents and restricted cash

( 303 ) ( 159 )

Net increase (decrease) in cash, cash equivalents and restricted cash

Cash, cash equivalents and restricted cash at beginning of the period 248 464

3 unchanged sentences

Interest paid 10 21

Reorganization items paid 4 342

Supplemental disclosure of non-cash investing and financing activities:

Issuance of Series B Preferred Stock — 577

The Notes to the Consolidated Interim Financial Statements are an integral part of this statement

10 unchanged sentences

246 $ — 64 $ — $ 1,333 $ ( 1,485 ) $ 36 $ ( 116 )

Net loss — — — — — ( 105 ) — ( 105 )

Other comprehensive income, net of tax — — — — — — 111 111

Stock-based compensation — — — — 2 — — 2

Balance at March 31, 2021

— — — — — 81 — 81

Net income — — — — — 409 — 409

Cash-out election — — ( 11 ) — — ( 69 ) — ( 69 )

Issuance of Series A Preferred Stock 248 — — — 1,301 — — 1,301

Other comprehensive loss, net of tax

Stock-based compensation — — — — 1 — — 1

Balance at June 30, 2021

— — — — — — ( 6 ) ( 6 )

Net income — — — — — 63 — 63

Other comprehensive income, net of tax — — — — — — 8 8

Dividends — — — — — ( 42 ) — ( 42 )

Stock-based compensation — — — — 3 — — 3

Balance at September 30, 2021

Balance at March 31, 2023

246 — 64 — $ 1,336 $ ( 1,446 ) $ 30 $ ( 80 )

8 unchanged sentences

246 $ — 64 $ — $ 1,326 $ ( 1,790 ) $ ( 4 ) $ ( 468 )

— — — — — 88 — 88

Net income — — — — — 88 — 88

Share repurchases — — — — ( 1 ) ( 1 ) — ( 2 )

Other comprehensive income, net of tax — — — — — — 23 23

— — — — — — 23 23

Stock-based compensation — — — — 2 — — 2

1 unchanged sentence

246 — 64 — $ 1,327 $ ( 1,703 ) $ 19 $ ( 357 )

— — — — — — — — — 85 — 85

Share repurchases — — — — ( 1 ) — — ( 1 )

Other comprehensive income, net of tax

— — — — — — 39 39

Stock-based compensation — — — — 3 — — 3

Balance at June 30, 2022

246 $ — 64 $ — $ 1,329 $ ( 1,618 ) $ 58 $ ( 231 )

— — — — — 105 — 105

Share repurchases — — — — ( 1 ) — — ( 1 )

Other comprehensive income, net of tax

— — — — — — 64 64

Dividends declared — — — — — ( 42 ) — ( 42 )

Stock-based compensation — — — — 3 — — 3

Balance at September 30, 2022

246 $ — 64 $ — $ 1,331 $ ( 1,555 ) $ 122 $ ( 102 )

The Notes to the Consolidated Interim Financial Statements are an integral part of this statement.

11 unchanged sentences

The unaudited Consolidated Interim Financial Statements should therefore be read in conjunction with the Consolidated Financial Statements and accompanying notes for the year ended December 31, 2022 included in our Annual Report on Form 10-K, as filed with the Securities and Exchange Commission on February 14, 2023 (our “2022 Form 10-K”).

The results of operations for the three and nine months ended September 30, 2022 and cash flows for the nine months ended September 30, 2022 should not necessarily be taken as indicative of the entire year.

The results of operations and cash flows for the three months ended March 31, 2023 should not necessarily be taken as indicative of the entire year.

All amounts presented are in millions, except per share amounts.

2 unchanged sentences

It has been our practice to establish actual quarterly closing dates using a predetermined fiscal calendar, which requires our businesses to close their books on a Saturday to minimize the potentially disruptive effects of quarterly closing on our business processes.

For differences in actual closing dates that are material to year-over-year comparisons of quarterly or year-to-date results have been adjusted for the three months ended September 30, 2022.

Our actual closing dates for the three months ended September 30, 2022 and 2021 were October 1, 2022 and October 2, 2021 , respectively.

For differences in actual closing dates that are material to year-over-year comparisons of quarterly or year-to-date results have been adjusted for the three months ended March 31, 2023.

Our actual closing dates for the three months ended March 31, 2023 and 2022 were April 1, 2023 and April 2, 2022 , respectively.

We evaluate segment reporting in accordance with ASC 280, Segment Reporting .

2 unchanged sentences

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

Management bases these estimates on assumptions that it believes to be reasonable under the circumstances, including considerations for the impact of the outbreak of the COVID-19 pandemic on the Company's business due to various global macroeconomic, operational and supply-chain risks as a result of COVID-19.

Management bases these estimates on assumptions that it believes to be reasonable under the circumstances.

Actual results could differ from the original estimates, requiring adjustments to these balances in future periods.

Voluntary Filing Under Chapter 11

On September 20, 2020 (the “Petition Date”), the Company and certain of its subsidiaries (collectively, the “Debtors”) each filed a voluntary petition for relief under chapter 11 of title 11 of the United States Code in the United States Bankruptcy Court for the Southern District of New York (the “Bankruptcy Court”).

The Debtors’ chapter 11 cases (the “Chapter 11 Cases”) were jointly administered under the caption “In re:

Garrett Motion Inc., 20-12212.” On April 20, 2021, the Debtors filed the Revised Amended Plan of Reorganization (the “Plan”).

On April 26, 2021, the Bankruptcy Court entered an order among other things, confirming the Plan.

On April 30, 2021 (the “Effective Date”), the conditions to the effectiveness of the Plan were satisfied or waived and the Company emerged from bankruptcy (“Emergence”).

Emergence from Chapter 11

Upon Emergence or shortly thereafter, amounts recorded as liabilities subject to compromise were either settled, or such amounts have been reinstated to current or non-current liabilities in the Consolidated Interim Balance Sheet, based upon management’s judgment as to the timing for settlement of such claims.

Reorganization items, net represent amounts incurred after the Petition Date as a direct result of the Chapter 11 Cases and are comprised of the following for the three and nine months ended September 30, 2022 and 2021, respectively:

Three Months Ended

September 30,

Nine Months Ended

September 30,

2022 2021 2022 2021

(Dollars in millions)

Gain on settlement of Honeywell claims (1)

$ — $ — $ — $ ( 502 )

Advisor fees — ( 8 ) — 172

Bid termination and expense reimbursement — — — 79

Director’s and officers insurance — — — 39

Expenses related to Senior Notes (2)

Write off pre-petition debt issuance cost — — — 25

Employee stock cash out — — — 13

Debtor in Possession ("DIP") financing fees — — — 1

Other — ( 1 ) 2 15

Total reorganization items, net $ — $ ( 9 ) $ 2 $ ( 130 )

(1) The gain on settlement of Honeywell claims of $ 502 million is comprised of the pre-emergence Honeywell claims of $ 1,459 million, less the $ 375 million payment to Honeywell, less the Series B Preferred Stock issued to Honeywell which was recorded at $ 577 million, less a currency translation adjustment of $ 5 million.

(2) Includes $ 15 million in connection with a complaint in the Bankruptcy Court against the trustee of the indenture governing the Company's previously-issued 5.125 % senior notes due 2026, and $ 13 million related to post-petition interest thereon.

The obligations of the Debtors under the indenture were canceled at Emergence.

Summary of Significant Accounting Policies

1 unchanged sentence

Recently Adopted Accounting Pronouncements

In November 2021, the Financial Accounting Standards Board (“FASB”) issued accounting standards update ("ASU") 2021-10, Government Assistance (Topic 832):

Disclosures by Business Entities about Government Assistance .

The amendments in this update increase the transparency surrounding government assistance by requiring disclosure of 1) the types of assistance received, 2) an entity’s accounting for the assistance, and 3) the effect of the assistance on the entity’s financial statements.

The update is effective for annual periods beginning after December 15, 2021.

The Company adopted the new guidance as of January 1, 2022.

The adoption did not have a material impact on our Consolidated Interim Financial Statements;

however, the Company expects to increase its disclosures with respect to government assistance beginning with our Annual Report on Form 10-K for the year ended December 31, 2022.

Recently Issued Accounting Pronouncements

In September 2022, the FASB issued ASU 2022-04, Disclosure of Supplier Finance Program Obligations (Topic 405-50):

1 unchanged sentence

The amendment in this update requires companies to disclose key terms of supplier financing programs used in connection with the purchase of goods and services, along with information about their obligations under these programs including a rollforward of those obligations.

The guidance is effective for fiscal years beginning after December 15, 2022 on a retrospective basis, including interim periods within those fiscal years, except for the requirement to disclose rollforward information, which is effective on a prospective basis for

fiscal years beginning after December 15, 2023.

Early adoption is permitted.

The Company is currently evaluating the guidance to determine the impact on its disclosures.

The Company adopted the new guidance as of January 1, 2023.

See Note 10, Supplier Financing for disclosure related to the Company's supplier financing program obligations.

Revenue Recognition and Contracts with Customers

1 unchanged sentence

Net sales by region (determined based on country of shipment) and channel are as follows:

Three Months Ended September 30, 2022

Three Months Ended September 30, 2021

OEM Aftermarket Other Total OEM Aftermarket Other Total

(Dollars in millions)

United States $ 134 $ 54 $ 1 $ 189 $ 92 $ 49 $ 2 $ 143

Europe 381 41 6 428 348 40 5 393

Asia 288 14 6 308 271 12 6 289

Other 14 6 — 20 8 6 — 14

$ 817 $ 115 $ 13 $ 945 $ 719 $ 107 $ 13 $ 839

Nine Months Ended September 30, 2022

Nine Months Ended September 30, 2021

Three Months Ended March 31, 2023

Three Months Ended March 31, 2022

OEM Aftermarket Other Total OEM Aftermarket Other Total

9 unchanged sentences

Contract assets—January 1 $ 46 $ 63

Contract assets—September 30

Contract assets—March 31

Change in contract assets—(Decrease)/Increase $ 20 $ ( 3 )

Contract liabilities—January 1 $ ( 8 ) $ ( 5 )

Contract liabilities—September 30

Contract liabilities—March 31

Change in contract liabilities—(Increase)/Decrease $ ( 2 ) $ ( 4 )

5 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

2022 2021 2022 2021

(Dollars in millions)

1 unchanged sentence

Engineering-related expenses (1)

$ 42 $ 38 $ 125 $ 115

(1) Engineering-related expenses include customer reimbursements of $ 11 million and $ 3 million for the three months ended March 31, 2023 and 2022, respectively.

Three Months Ended

September 30,

Nine Months Ended

September 30,

2022 2021 2022 2021

(Dollars in millions)

1 unchanged sentence

Effective tax rate 25.0 % 29.6 %

The effective tax rate for the three months ended September 30, 2022 is lower than the effective tax rate for the three months ended September 30, 2021 primarily related to lower nondeductible expenses in addition to a decrease in withholding taxes on undistributed earnings.

The effective tax rate for the nine months ended September 30, 2022 is higher than the effective rate for the nine months ended September 30, 2021 primarily related to the nontaxable gain recognized in 2021 on the settlement of the Honeywell claims partially offset by nondeductible expenses recorded in the prior period and a decrease in withholding taxes on undistributed earnings.

The effective tax rate for the three months ended September 30, 2022 was lower than the U.S.

federal statutory rate of 21% primarily due to a decrease in the withholding taxes on undistributed earnings.

The effective tax rate for the nine months ended September 30, 2022 is higher than the U.S.

federal statutory rate of 21% primarily due to tax reserves, partially offset by lower taxes on non-U.S.

earnings and the previously mentioned decrease in withholding taxes on undistributed earnings.

The effective tax rates for the three months ended March 31, 2023 and 2022 were 25.0 % and 29.6 %, respectively.

The change in the effective tax rate for the three months ended March 31, 2023 compared to the prior period is primarily related to a decrease in tax reserve true ups and additional global research and development benefits.

The effective tax rate for the three months ended March 31, 2023 was higher than the U.S.

federal statutory rate of 21% primarily because of U.S.

taxes on international operations and withholding taxes, partially offset by lower taxes on non-U.S.

earnings and global research and development benefits.

The effective tax rate can vary from quarter to quarter due to changes in the Company’s global mix of earnings, the resolution of income tax audits, changes in tax laws (including updated guidance on U.S.

1 unchanged sentence

Accounts, Notes and Other Receivables—Net

September 30,

2023 December 31,

4 unchanged sentences

Less—Allowance for expected credit losses

Trade receivables include $ 51 million and $ 63 million of unbilled customer contract asset balances as of September 30, 2022 and December 31, 2021, respectively.

Trade receivables include $ 66 million and $ 46 million of unbilled customer contract asset balances as of March 31, 2023 and December 31, 2022, respectively.

These amounts are billed in accordance with the terms of customer contracts to which they relate.

8 unchanged sentences

Bank notes sold to third-party financial institutions without recourse are likewise accounted for as true sales.

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

2022 2021 2022 2021

Three Months Ended March 31,

(Dollars in millions)

1 unchanged sentence

Guaranteed bank notes sold without recourse — 28

The expenses related to the sale of trade receivables and guaranteed bank notes are recognized within Other expense, net in the consolidated interim statements of operations, and were immaterial for the three and nine months ended September 30, 2022.

September 30,

The expenses related to the sale of trade receivables and guaranteed bank notes are recognized within Other expense, net in the Consolidated Interim Statements of Operations, and were immaterial for the three months ended March 31, 2023 and 2022.

2023 December 31,

2 unchanged sentences

Guaranteed bank notes sold but not yet collected by the bank from the customer — —

As of September 30, 2022 the Company has no guaranteed bank notes pledged as collateral and at December 31, 2021, the Company has pledged as collateral $ 5 million of guaranteed bank notes, which have not been sold in order to be able to issue bank notes as payment to certain suppliers.

Such pledged amounts are included as Notes receivable in our Consolidated Interim Balance Sheet.

As of March 31, 2023 and December 31, 2022, the Company has no guaranteed bank notes pledged as collateral .

Inventories—Net

September 30,

2023 December 31,

4 unchanged sentences

Less—Reserves ( 36 ) ( 31 )

September 30,

2023 December 31,

6 unchanged sentences

Designated and undesignated derivatives 69 76

Supplier Financing

The Company has supplier financing arrangements with two third-party financial institutions under which certain suppliers may factor their receivables from Garrett.

The Company also enters into arrangements with banking institutions to issue bankers acceptance drafts in settlement of accounts payables, primarily in the Asia Pacific region.

The bankers acceptance drafts, or guaranteed bank notes, have a contractual maturity of six months or less, and may be held by suppliers until maturity, transferred to their suppliers, or discounted with financial institutions in exchange for cash.

supplier financing obligations and guaranteed bank notes outstanding are recorded within Accounts payable in our Consolidated Interim Balance Sheet.

2023 December 31,

(Dollars in millions)

Supplier financing obligations outstanding with financial institutions $ 60 $ 33

Guaranteed bank notes outstanding 218 171

Accrued Liabilities

September 30,

2023 December 31,

12 unchanged sentences

Other (primarily operating expenses) (2)

(1) Customer advances and deferred income include $ 9 million and $ 5 million of contract liabilities as of September 30, 2022 and December 31, 2021, respectively.

(1) Customer advances and deferred inco me include $ 10 million and $ 8 million of contract liabilities as of March 31, 2023 and December 31, 2022, respectively.

See Note 3, Revenue Recognition and Contracts with Customers .

(2) Includes $ 4 million and $ 3 million of environmental liabilities as of September 30, 2022 and December 31, 2021, respectively.

(2) Includes $ 4 million and $ 3 million of environmental liabilities as of March 31, 2023 and December 31, 2022, respectively.

The Company accrues repositioning costs related to projects to optimize its product costs and right-size our organizational structure.

Expenses related to the repositioning accruals are included in Cost of goods sold and Selling, general and administrative expenses in our Consolidated Interim Statements of Operations.

Severance Costs Exit Costs

Severance Costs Other Costs

(Dollars in millions)

Balance at December 31, 2022

$ 10 $ — $ 10

Charges 5 2 7

Usage—cash ( 2 ) — ( 2 )

Balance at September 30, 2022

Severance Costs Exit Costs

Non-cash asset write-offs — ( 2 ) ( 2 )

Balance at March 31, 2023

$ 12 $ — $ 12

Severance Costs Other Costs

(Dollars in millions)

Balance at December 31, 2021

$ 10 $ — $ 10

Charges 1 — 1

Usage—cash ( 3 ) — ( 3 )

Balance at September 30, 2021

$ 14 $ — $ 14

Balance at March 31, 2022

Other Liabilities

September 30,

2023 December 31,

6 unchanged sentences

Environmental remediation – long term 14 14

Long-term accounts payable 8 8

We have operating leases that primarily consist of real estate, machinery and equipment.

2 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

2022 2021 2022 2021

(Dollars in millions)

2 unchanged sentences

Three Months Ended

September 30,

Nine Months Ended

September 30,

2022 2021 2022 2021

(Dollars in millions)

1 unchanged sentence

Operating cash outflows from operating leases

$ 3 $ 3 $ 9 $ 9

Right-of-use assets obtained in exchange for lease obligations:

1 unchanged sentence

Supplemental balance sheet information related to operating leases is as follows:

September 30,

2023 December 31,

3 unchanged sentences

Other liabilities 36 36

September 30,

2023 December 31, 2022

1 unchanged sentence

Weighted-average discount rate 5.59 % 5.61 %

Maturities of operating lease liabilities as of September 30, 2022 were as follows:

Maturities of operating lease liabilities as of March 31, 2023 were as follows:

(Dollars in millions)

3 unchanged sentences

Long-term Debt and Credit Agreements

The principal outstanding and carrying amounts of our long-term debt as of September 30, 2022 are as follows:

Due Interest Rate September 30, 2022

Dollar Facility 4/30/2028 LIBOR plus 325 bps $ 708

Euro Facility 4/30/2028 EURIBOR plus 350 bps 438

The principal outstanding and carrying amounts of our long-term debt as of March 31, 2023 and December 31, 2022 are as follows:

Due Interest Rate March 31,

2023 December 31,

Dollar Term Facility 4/30/2028 LIBOR plus 325 bps $ 704 $ 706

Euro Term Facility 4/30/2028 EURIBOR plus 350 bps 489 480

Total principal outstanding 1,193 1,186

3 unchanged sentences

Credit Facilities

On the Effective Date, in accordance with the Plan, the Company entered into a credit agreement (as amended from time to time, the "Credit Agreement") providing for senior secured financing, consisting of a seven-year secured first-lien U.S.

Dollar term loan facility initially in the amount of $ 715 million (the “Dollar Term Facility”), a seven-year secured first-lien Euro term loan facility initially in the amount of € 450 million (the “Euro Term Facility,” and together with the Dollar Facility, the “Term Loan Facilities”);

and a five-year senior secured first-lien revolving credit facility initially in the amount of $ 300 million providing for multi-currency revolving loans, (the “Revolving Facility,” and together with the Term Loan Facilities, the “Credit Facilities”) .

On January 11, 2022 and March 22, 2022, the Company amended the Credit Agreement, increasing the maximum amount of borrowings available under the Revolving Facility from $ 300 million to approximately $ 475 million.

The maturity date of the Revolving Facility remains unchanged at April 30, 2026, with certain extension rights at the discretion of each lender.

Under the first amendment, London Inter-bank Offered Rate ("LIBOR") was replaced as an available rate at which borrowings under the Revolving Facility could accrue with, for loans borrowed in U.S.

Dollars, the daily overnight secured financing rate (“SOFR”) published by the Federal Reserve Bank of New York and for loans borrowed in Australian Dollars, the average bid reference rate administered by ASX Benchmarks Pty Limited.

The Term Loan Facilities under the Credit Agreement continue to be able to accrue interest under the LIBOR, but will switch to an alternative benchmark rate upon the cessation of LIBOR after June 30, 2023.

The Euro Facilities under the Credit Agreement continue to accrue interest under the Euro Interbank Offered Rate (“EURIBOR”).

The second amendment also removed the requirement that payments made in cash for the benefit of holders of shares of the Company's Series A Preferred Stock, par value $ 0.001 per share (the "Series A Preferred Stock") on or before December 31, 2022 be made on a ratable basis to the holders of the Common Stock, and made additional clarifying amendments to certain provisions.

The amendments to our Credit Agreement as described above were accounted under ASC 470-50, Debt Modifications and Extinguishments as a debt modification that did not result in an extinguishment or have a material impact on our Consolidated Interim Financial Statements.

Under the Revolving Facility, the Company may use up to $ 125 million for the issuance of letters of credit to the Swiss Borrower or any of its subsidiaries.

On April 30, 2021, the Company entered into a credit agreement (as amended from time to time, the "Credit Agreement") providing for senior secured financing, consisting of a seven-year secured first-lien U.S.

and a five-year senior secured first-lien revolving credit facility initially in the amount of $ 300 million providing for multi-currency re volving loans, (the “Revolving Facility,” and together with the Term Loan Facilities, the “Credit Facilities”).

Following amendments to the Credit Agreement in 2022, the maximum amount of borrowings available under the Revolving Facility is $ 475 million, and the Company may use up to $ 125 million for the issuance of letters of credit to its subsidiaries.

Letters of credit are available for issuance under the Credit Agreement on terms and conditions customary for financings of this kind, which issuances reduce availability under the Revolving Facility.

As of September 30, 2022 the Company had no loans outstanding under the Revolving Facility, no outstanding letters of credit, and available borrowing capacity of approximately $ 475 million.

The Revolving Facility matures on April 30, 2026, with certain extension rights at the discretion of each lender.

As of March 31, 2023 the Company had no loans outstanding under the Revolving Facility, no outstanding letters of credit, and available borrowing capacity of approximately $ 475 million.

Separate from the Revolving Facility, the Company has a bilateral letter of credit facility, which also matures on April 30, 2026.

1 unchanged sentence

The maturity date and other terms of the amended agreement remained the same.

As of September 30, 2022, the Company had $ 12 million utilized and $ 3 million of remaining available capacity under such facility.

As of March 31, 2023, the Company had $ 12 million utilized and $ 3 million of remaining available capacity under such facility.

Interest Rate and Fees

each case, plus an applicable margin equal to 3.25 % in the case of LIBOR loans and 2.25 % in the case of ABR loans.

The Dollar Term Facility is subject to an interest rate, at our option, of either (a) an alternate base rate (“ABR”) (which shall not be less than 1.50 %) or (b) an adjusted LIBOR rate (“LIBOR”) (which shall not be less than 0.50 %), in each case, plus an applicable margin equal to 3.25 % in the case of LIBOR loans and 2.25 % in the case of ABR loans.

The Euro Term Facility is subject to an interest rate equal to an adjusted EURIBOR rate (which shall not be less than zero ) plus an applicable margin equal to 3.50 %.

2 unchanged sentences

In addition to paying interest on outstanding borrowings under the Revolving Facility, we are also required to pay a quarterly commitment fee based on the average daily unused portion of the Revolving Facility during such quarter, which is determined by our leverage ratio and ranges from 0.25 % to 0.50 % per annum.

The Credit Agreement also contains certain mandatory prepayment provisions in the event that we incur certain types of indebtedness, receive net cash proceeds from certain non-ordinary course asset sales or other dispositions of property or, starting with the fiscal year ending on December 31, 2022, have excess cash flow (calculated on an annual basis with the required prepayment equal to 50 %, 25 % or 0 % of such excess cash flow, subject to compliance with certain leverage ratios), in each case subject to terms and conditions customary for financings of this kind.

The Credit Agreement also contains certain mandatory prepayment provisions in the event that we incur certain types of indebtedness, receive net cash proceeds from certain non-ordinary course asset sales or other dispositions of property, or have excess cash flow (calculated on an annual basis with the required prepayment equal to 50 %, 25 % or 0 % of such excess cash flow, subject to compliance with certain leverage ratios), in each case subject to terms and conditions customary for financings of this kind.

Certain Covenants

1 unchanged sentence

The Revolving Facility also contains a financial covenant requiring the maintenance of a consolidated total leverage ratio of not greater than 4.7 times as of the end of each fiscal quarter if, on the last day of any such fiscal quarter, the aggregate amount of loans and letters of credit (excluding backstopped or cash collateralized letters of credit and other letters of credit with an aggregate face amount not exceeding $ 30 million) outstanding under the Revolving Facility exceeds 35 % of the aggregate commitments in effect thereunder on such date.

As of September 30, 2022, the Company was in compliance with all covenants.

The Credit Agreement also contained certain restrictions on the Company’s ability to pay cash dividends on or to redeem or otherwise acquire for cash the Series A Preferred Stock unless a ratable payment (on an as-converted basis) was made to holders of our common equity and such payments would otherwise be permitted under the terms of the Credit Agreement.

These restrictions were removed as part of the credit amendments noted above.

The Company's ability to pay cash dividends on shares of Common Stock is also subject to conditions set forth in the Certificate of Designations for the Series A Cumulative Convertible Preferred Stock (the "Series A Certificate of Designations") as described in Note 21, Equity , of the Consolidated Financial Statements and accompanying notes for the year ended December 31, 2021 included in our 2021 Form 10-K.

On March 3, 2022, the terms of the Series A Certificate of Designations were further amended to (i) expand the scope of permitted Distributions on Dividend Junior Stock (each as defined in the Series A Certificate of Designations) to include purchases by the Company of shares of Dividend Junior Stock in individually negotiated transactions, (ii) remove the requirement that dividends or Distributions on Dividend Junior Stock must occur on or prior to December 31, 2022, and (iii) expressly permit the purchase, redemption or other acquisition for cash by the Company of shares of Dividend Junior Stock without requiring ratable participation by holders of Series A Preferred Stock.

As of March 31, 2023, the Company was in compliance with all covenants.

Series A Preferred Stock

On September 8, 2022, the Disinterested Directors Committee of the board of directors (the "Board") of the Company declared a cash divide nd of $ 0.17 per share on the Company's Series A Preferred Stock.

As of the record date of September 23, 2022, a total of 245,413,317 shares of Series A Preferred Stock were outstanding, resulting in an aggregate dividend amount of $ 42 million.

Cash was transferred on Septe mber 28, 2022, to the transfer agent for the Series A Preferred Stock in the amount of $ 42 million for the settlement of the dividend which occurred on October 3, 2022.

As of September 30,

2022, a dividend payable of $ 42 million was recorded within Accrued liabilities, and the cash held by the transfer agent was recorded within Other Current Assets.

As of September 30, 2022, the remaining unpaid cumulative dividends not yet declared on the shares of Series A Preferred Stock outstanding as of that date was $ 172 million.

Mandatorily Redeemable Series B Preferred Stock

On June 28, 2022, the Company completed the early redemption of its remaining outstanding Series B Preferred Stock.

Under this final early redemption, the Company redeemed 271,628,259 shares of its Series B Preferred Stock for an aggregate price of $ 212 million.

The Company recognized a loss on extinguishment of debt of $ 5 million within the Condensed Interim Statement of Operations related to the early redemption.

On March 8, 2023, the Disinterested Directors Committee of the Board of Directors (the "Board") of the Company declared a cash divide nd of $ 0.17 per share on the Company's Series A Preferred Stock.

As of the record date of March 22, 2023, a total of 245,045,431 shares of Series A Preferred Stock were outstanding, resulting in an aggregate dividend amount of $ 42 million.

Cash was transferred on March 29, 2023 to the transfer agent for the Series A Preferred Stock in the amount of $ 42 million for the settlement of the dividend which occurred on April 3, 2023.

As of March 31, 2023, a dividend payable of $ 42 million was recorded within Accrued liabilities, and the cash held by the transfer agent was recorded within Other current assets.

As of March 31, 2023, the remaining unpaid cumulative dividends not yet declared on the shares of Series A Preferred Stock outstanding as of that date was $ 169 million .

Financial Instruments and Fair Value Measures

Our credit, market and foreign currency risk management policies are described in Note 19, Financial Instruments and Fair Value Measures , to the Consolidated Financial Statements for the year ended December 31, 2022 included in our 2022 Form 10-K.

As of September 30, 2022 and December 31, 2021, we had contracts with aggregate gross notional amounts of $ 2,451 million and $ 2,788 million, respectively, to hedge interest rates and foreign currencies, principally the U.S.

As of March 31, 2023 and December 31, 2022, we had contracts with aggregate gross notional amounts of $ 2,734 million and $ 2,621 million, respectively, to hedge interest rates and foreign currencies, principally the U.S.

Dollar, Swiss Franc, British Pound, Euro, Chinese Yuan, Japanese Yen, Mexican Peso, New Romanian Leu, Czech Koruna, Australian Dollar and Korean Won.

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Financial and nonfinancial assets and liabilities are classified in their entirety based on the lowest level of input that is significant to the fair value measurement.

The following table sets forth the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of September 30, 2022 and December 31, 2021:

The following table sets forth the Company’s financial assets and liabilities that were accounted for at fair value on a recurring basis as of March 31, 2023 and December 31, 2022:

Notional Amounts Assets Liabilities

September 30,

2023 December 31, 2022

September 30,

2023 December 31, 2022

September 30,

2023 December 31, 2022

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As of September 30, 2022, the Company had outstanding interest rate swaps with an aggregate notional amount of € 830 million, with maturities of April 2023, April 2024, April 2025, April 2026 and April 2027.

As of March 31, 2023, the Company had outstanding interest rate swaps with an aggregate notional amount of € 960 million, with maturities of April 2023, April 2024, April 2025, April 2026, April 2027 and April 2028.

The Company uses interest rate swaps specifically to mitigate variable interest risk exposure on its long-term debt portfolio and has not designated them as hedging instruments for accounting purposes.

The cross-currency swaps have been designated as net investment hedges of its Euro-denominated operations.

As of September 30, 2022, an aggregate notional amount of € 606 million was designated as net investment hedges of the Company’s investment in Euro-denominated operations.

The cross-currency swaps’ fair values were net assets of $ 131 million at September 30, 2022.

Our Consolidated Interim Statements of Comprehensive Income include Changes in fair value of net investment hedges, net of tax, of $ 45 million and $ 87 million, during the three and nine months ended September 30, 2022, respectively, related to these net investment hedges.

As of March 31, 2023, an aggregate notional amount of € 606 million was designated as net investment hedges of the Company’s investment in Euro-denominated operations.

The cross-currency swaps’ fair values were net assets of $ 60 million at March 31, 2023.

Our Consolidated Interim Statements of Comprehensive Income include Changes in fair value of net investment hedges, net of tax, of $( 5 ) million and $ 13 million, during the three months ended March 31, 2023 and 2022, respectively, related to these net investment hedges.

No ineffectiveness has been recorded on the net investment hedges.

The Company's forward currency exchange contracts under our cash flow hedging program are assessed as highly effective and are designated as cash flow hedges.

Gains and losses on derivatives qualifying as cash flow hedges are recorded in Accumulated other comprehensive income (loss) until the underlying transactions are recognized in earnings.

Gains and losses on derivatives qualifying as cash flow hedges are recorded in Accumulated other comprehensive income until the underlying transactions are recognized in earnings.

The foreign currency exchange, interest rate swap and cross-currency swap contracts are valued using market observable inputs.

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The following table sets forth the Company’s financial assets and liabilities that were not carried at fair value:

September 30, 2022

March 31, 2023

December 31, 2022

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As such, the fair value of the long-term debt and related current maturities is considered Level 2.

Accumulated Other Comprehensive Income (Loss)

The changes in Accumulated Other Comprehensive Income (Loss) by component are set forth below:

Accumulated Other Comprehensive Income

The changes in Accumulated Other Comprehensive Income by component are set forth below:

Fair Value of

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Comprehensive

Income (Loss)

(Dollars in millions)

2 unchanged sentences

Other comprehensive income before reclassifications

2 5 ( 5 ) — 2

Amounts reclassified from accumulated other comprehensive income

— ( 8 ) — — ( 8 )

Net current period other comprehensive income 2 ( 3 ) ( 5 ) — ( 6 )

Balance at September 30, 2021

Balance at March 31, 2023

$ ( 42 ) $ 10 $ 80 $ ( 18 ) $ 30

4 unchanged sentences

Comprehensive

Income (Loss)

(Dollars in millions)

2 unchanged sentences

Other comprehensive income before reclassifications

13 43 87 — 143

Amounts reclassified from accumulated other comprehensive income

1 unchanged sentence

Net current period other comprehensive income 2 8 13 — 23

Balance at September 30, 2022

Balance at March 31, 2022

$ ( 41 ) $ 15 $ 54 $ ( 9 ) $ 19

Earnings Per Share

Earnings per share ("EPS") is calculated using the two-class method pursuant to the issuance of our Series A Preferred Stock on the Effective Date.

Earnings per share ("EPS") is calculated using the two-class method pursuant to the issuance of our Series A Preferred Stock.

Our Series A Preferred Stock is considered a participating security because holders of the Series A Preferred Stock will also be entitled to such dividends paid to holders of Common Stock to the same extent on an as-converted basis.

The two-class method requires an allocation of earnings to all securities that participate in dividends with common shares, such as our Series A Preferred Stock, to the extent that each security may share in the entity’s earnings.

Basic earnings per share are then calculated by dividing undistributed earnings allocated to common stock by the weighted average number of common shares outstanding for the period.

Basic earnings per share are then calculated by dividing undistributed earnings allocated to common stock by the weighted

average number of common shares outstanding for the period.

The Series A Preferred Stock is not included in the computation of basic earnings per share in periods in which we have a net loss, as the Series A Preferred Stock is not contractually obligated to share in our net losses.

Diluted earnings per share for the three and nine months ended September 30, 2022 and 2021 is calculated using the more dilutive of the two-class or if-converted methods.

Diluted earnings per share for the three months ended March 31, 2023 and 2022 is calculated using the more dilutive of the two-class or if-converted methods.

The two-class method uses net income available to common shareholders and assumes conversion of all potential shares other than the participating securities.

The if-converted method uses net income and assumes conversion of all potential shares including the participating securities.

As previously disclosed in our 2021 Form 10-K, the basic and diluted earnings per share for the three and nine months ended September 30, 2021 have been restated in the table below as compared to the previously filed Quarterly Report on Form 10-Q for the corresponding period to correct for the calculation using the two-class and if-converted methods.

The details of the EPS calculations for the three and nine months ended September 30, 2022 and 2021 are as follows:

The details of the EPS calculations for the three months ended March 31, 2023 and 2022 are as follows:

Three Months Ended

September 30, Nine Months Ended

September 30,

2022 2021 2022 2021

(Dollars in millions except per share)

Basic earnings per share:

$ 105 $ 63 $ 278 $ 367

Net income $ 81 $ 88

preferred stock dividend ( 40 ) ( 38 )

Net income available for distribution

65 27 161 307

earnings allocated to participating securities ( 32 ) ( 40 )

Net income available to common shareholders

$ 14 $ 6 $ 34 $ 104

Weighted average common shares outstanding - Basic 64,896,081 64,538,527

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Diluted earnings per share:

Two-class Two-class Two-class If-converted

Two-class Two-class

Weighted average common shares outstanding - Basic 64,896,081 64,538,527

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1,074,642 193,563

Dilutive effect of participating securities — — — 247,768,962

Weighted average common shares outstanding – Diluted 65,970,723 64,732,090

EPS – Diluted $ 0.13 $ 0.15

The diluted earnings per share calculations exclude the effect of stock options when the options’ assumed proceeds exceed the average market price of the common shares during the period.

There were no options outstanding as of or during the three and nine months ended September 30, 2022 or during the three months ended September 30, 2021.

For the nine months ended September 30, 2021, the weighted average number of stock options excluded from the computations was 175,497 .

Related Party Transactions

We lease certain facilities and receive property maintenance services from Honeywell, which was the owner of our Series B Preferred Stock that was fully redeemed by the Company on June 28, 2022, is a holder of our common stock and Series A Preferred Stock and has a director on our board of directors (the “Board”).

We also contract with Honeywell for the occasional purchase of certain goods and services.

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Three Months Ended

September 30, Nine Months Ended

September 30,

2022 2021 2022 2021

(Dollars in millions)

Payments under agreements with Honeywell

$ 2 $ 2 $ 6 $ 6

Our payments under the agreements with Honeywell were included in Cost of goods sold and Selling, general and administrative expenses in our Consolidated Interim Statements of Operations.

Related to the agreements with Honeywell, our Consolidated Interim Balance Sheet at September 30, 2022 and our Consolidated Balance Sheet at December 31, 2021 includes liabilities of $ 9 million and $ 15 million, respectively.

Liability balances are primarily related to lease contracts of $ 6 million and $ 12 million as of September 30, 2022 and December 31, 2021, respectively.

Related to the agreements with Honeywell, our Consolidated Interim Balance Sheet at March 31, 2023 and our Consolidated Balance Sheet at December 31, 2022 includes liabilities of $ 9 million and $ 10 million, respectively.

Liability balances are primarily related to lease contracts of $ 7 million and $ 7 million as of March 31, 2023 and December 31, 2022, respectively.

Commitments and Contingencies

Chapter 11 Cases

On the Effective Date, the conditions to effectiveness of the Plan were satisfied or waived and the Company emerged from bankruptcy.

Since the Effective Date, the reorganized Debtors have been administering and reconciling outstanding proofs of claim and proofs of interest filed against the Debtors.

All of the Chapter 11 Cases other than the main lead Chapter 11 Case of the Company have been closed.

The main Chapter 11 Case of the Company will remain open until all proofs of claim and proofs of interest are fully administered.

Refer to Note 1, Background and Basis of Presentation , for additional information.

Securities Litigation

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The Gabelli Entities were authorized, and on July 22, 2021 filed a second amended complaint to add claims against Garrett Motion Inc.

On August 11, 2021, Garrett Motion Inc., Olivier Rabiller, Alessandro Gili, Peter Bracke, Sean Deason, Russell James, Carlos Cardoso, Maura Clark, Courtney Enghauser, Susan Main, Carsten Reinhardt, and Scott

Tozier filed a motion to dismiss with respect to claims asserted against them.

On the same day, Su Ping Lu, who is represented separately, filed a motion to dismiss with respect to the claims asserted against her.

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On May 2, 2022, the plaintiffs filed a Third Amended Complaint (“TAC”) against all of the foregoing Defendants apart from Alessandro Gili and Su Ping Lu.

On June 24, 2022, defendants moved to dismiss the TAC in its entirety, with prejudice.

On June 24, 2022, defendants moved to dismiss the TAC in its entirety, with

Plaintiffs filed their opposition on August 16, 2022, and defendants filed their reply brief on September 23, 2022.

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Rochon, who was recently appointed.

On March 31, 2023, the action was dismissed with prejudice and the plaintiffs have 30 days to file an appeal.

Brazilian Tax Matter

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The infraction notice results in a loss contingency that may or may not ultimately be incurred by the Company.

The estimated total amount of the contingency as of September 30, 2022 was $ 31 million, including penalties and interest.

The Company appealed the infraction notice on October 23, 2020.

In March 2021, in response to our request, the Brazilian Tax Authorities reconsidered their position for a portion of the $ 31 million mentioned above and allowed Garrett Motion Brazil the right to offset Federal Tax with the Befiex Credits.

The letter does not qualify as a formal decision and requires formal recognition from the Judge and from the Federal Judgement Office in charge of the disputes.

In August 2021, the $ 31 million claim was however suspended until Garrett Motion Brazil receives a final judicial decision.

The estimated total amount of the contingency as of March 31, 2023 was $ 35 million including penalties and interest.

The Company believes, based on management’s assessment and the advice of external legal counsel, that it has meritorious arguments in connection with the infraction notice and any liability for the infraction notice is currently not probable.

7 unchanged sentences

Three Months Ended

September 30, Nine Months Ended

September 30,

2022 2021 2022 2021

(Dollars in millions)

2 unchanged sentences

Settlement of warranty/guarantee claims

( 2 ) ( 5 ) ( 10 ) ( 14 )

Amounts reclassified from Liabilities subject to compromise

Foreign currency translation ( 2 ) — ( 3 ) —

Warranty and product performance guarantees at end of period

$ 29 $ 32 $ 29 $ 32

Other Commitments and Contingencies

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We expect to make contributions of cash and/or marketable securities of approximately $ 7 million to our non-U.S.

pension plans to satisfy regulatory funding standards in 2022, of which $ 5 million has been contributed as of September 30, 2022.

pension plans to satisfy regulatory funding standards in 2023, of which $ 1 million has been contributed as of March 31, 2023.

Net periodic benefit costs for our significant defined benefit plans include the following components:

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

Plans Non-U.S.

Three Months Ended March 31,

Plans Non-U.S.

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This approach provides a more precise measurement of service and interest costs by improving the correlation between projected cash flows and their corresponding spot rates.

Subsequent Events

On April 12, 2023, the Company entered into separate definitive agreements (the “Agreements”) with each of Centerbridge Partners, L.P.

(“Centerbridge”) and funds managed by Oaktree Capital Management, L.P.

(“Oaktree”) to effect a series of integrated transactions designed to increase the attractiveness of the Company to investors, including by simplifying the Company’s capital stock by converting all outstanding Series A Preferred Stock into a single class of Common Stock, on or about July 3, 2023, subject to certain conditions.

Pursuant to the Agreements and subject to the completion of the debt financing described below, the Company’s Series A Preferred Stock will convert into shares of the Company’s Common Stock in a manner similar to the conversion procedures of an Automatic Conversion Event set forth in the existing Certificate of Designations for the Series A Preferred Stock.

The conversion will occur pursuant to an amendment and restatement of the Certificate of Designations for the Series A Preferred Stock, which has been approved by the Board of Directors and consented to by Centerbridge and Oaktree as the holders of a majority of the Series A Preferred Stock.

The Company will repurchase approximately $ 280 million and $ 290 million of Series A Preferred Stock from Centerbridge and Oaktree, respectively, for a total of $ 570 million, at a cash price of $ 8.10 per share which will be adjusted to equal the volume-weighted average price of the Common Stock for the fifteen trading days following the announcement of the transactions, subject to a minimum price of $ 7.875 per share and a maximum price of $ 8.50 per share.

In addition, all holders of Series A Preferred Stock will receive an amount equal to:

• $ 0.17 per share, representing the preference dividends that will accrue on the Series A Preferred Stock from April 1, 2023 through June 30, 2023;

• Approximately $ 0.6835 per share, representing other accrued and unpaid preference dividends on the Series A Preferred Stock;

• $ 0.144375 per share, representing the preference dividends that would have accrued on the Series A Preferred Stock from July 1, 2023 through September 30, 2023.

Other than the preference dividend that would have accrued through September 30, 2023, which will be paid in cash, these amounts may be paid to all holders in cash, stock, or a combination of cash and stock, at the election of the Company, and any stock issued will be valued at the adjusted purchase price paid to Centerbridge and Oaktree.

The repurchases will be funded with approximately $ 700 million of new debt, which is expected to be in the form of a new term loan B under the Company’s existing credit agreement, subject to certain modifications related to the transaction, and is expected to be consummated in Q2 2023.

The repurchase of the shares of Series A Preferred Stock from Centerbridge and Oaktree pursuant to the Agreements is subject to the completion of the debt financing, the effectiveness of the amended and restated Certificate of Designations for the Series A Preferred Stock, and certain other customary conditions.

The conversion of the Series A Preferred Stock

into shares of Common Stock pursuant to the amended and restated Certificate of Designations for the Series A Preferred Stock is subject to the completion of the repurchases of the shares of Series A Preferred Stock from Centerbridge and Oaktree.

The Company has also announced an increase in its share repurchase authorization to $ 250 million.

Under the share repurchase program, the Company may repurchase shares of Series A Preferred Stock or Common Stock in open market transactions, privately negotiated purchases and other transactions from time to time.

As part of the Agreements, Centerbridge and Oaktree have also agreed with the Company to certain changes to their governance rights under the Company’s governance documents, including a reduction of their existing board nomination rights, as well as lock-up restrictions on their equity securities of the Company for up to twelve months , and certain limits on their ability to purchase additional equity securities of the Company and to voting limitations, in each case for a period of up to eighteen months .

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