Item 1. Financial Statements
Item 1. Financial Statements
NN, Inc.
Condensed Consolidated Statements of Operations and Comprehensive Income (Loss)
(Unaudited)
Three Months Ended
September 30, Nine Months Ended
September 30,
(in thousands, except per share data) 2025 2024 2025 2024
Net sales $ 103,882 $ 113,587 $ 317,492 $ 357,777
Cost of sales (exclusive of depreciation and amortization shown separately below) 86,410 97,131 267,755 299,474
Selling, general, and administrative expense 11,059 10,257 34,325 37,116
Depreciation and amortization 9,064 10,844 26,756 35,152
Other operating income, net ( 404 ) ( 895 ) ( 2,843 ) ( 3,285 )
Loss from operations ( 2,247 ) ( 3,750 ) ( 8,501 ) ( 10,680 )
Interest expense 5,666 5,404 16,517 16,643
Loss on extinguishment of debt — — 3,007 —
Other income, net ( 70 ) ( 5,315 ) ( 2,858 ) ( 4,623 )
Loss before provision for income taxes and share of net income from joint venture ( 7,843 ) ( 3,839 ) ( 25,167 ) ( 22,700 )
Provision for income taxes ( 815 ) ( 903 ) ( 2,898 ) ( 1,194 )
Share of net income from joint venture 1,979 2,185 6,599 6,597
Net loss $ ( 6,679 ) $ ( 2,557 ) $ ( 21,466 ) $ ( 17,297 )
Other comprehensive income (loss):
Foreign currency translation gain (loss) $ 806 $ 3,970 $ 8,385 $ ( 1,763 )
Reclassification adjustments from the interest rate swap included in net loss, net of tax — ( 109 ) — ( 1,007 )
Other comprehensive income (loss) $ 806 $ 3,861 $ 8,385 $ ( 2,770 )
Comprehensive income (loss) $ ( 5,873 ) $ 1,304 $ ( 13,081 ) $ ( 20,067 )
Basic and diluted net loss per share $ ( 0.23 ) $ ( 0.13 ) $ ( 0.72 ) $ ( 0.59 )
Shares used to calculate basic and diluted net loss per share 49,605 48,997 49,373 48,522
See notes to condensed consolidated financial statements (unaudited).
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NN, Inc.
Condensed Consolidated Balance Sheets
(Unaudited)
(in thousands, except per share data) September 30,
2025 December 31,
2024
Assets
Current assets:
Cash and cash equivalents $ 12,215 $ 18,128
Accounts receivable, net of allowances of $ 1,630 and $ 1,515 at September 30, 2025 and December 31, 2024
63,037 61,549
Inventories 63,486 61,877
Income tax receivable 13,152 12,634
Prepaid assets 3,938 2,855
Other current assets 14,111 10,519
Total current assets 169,939 167,562
Property, plant and equipment, net of accumulated depreciation of $ 259,229 and $ 240,532 at September 30, 2025 and December 31, 2024
161,887 162,034
Operating lease right-of-use assets 36,197 39,317
Intangible assets, net 34,194 44,410
Investment in joint venture 39,485 34,971
Deferred tax assets 1,329 1,329
Other non-current assets 7,931 7,270
Total assets $ 450,962 $ 456,893
Liabilities, Preferred Stock, and Stockholders’ Equity
Current liabilities:
Accounts payable $ 46,728 $ 38,879
Accrued salaries, wages and benefits 14,797 19,915
Income tax payable 449 659
Current maturities of long-term debt 5,487 5,039
Current portion of operating lease liabilities 6,158 6,038
Other current liabilities 17,292 13,382
Total current liabilities 90,911 83,912
Deferred tax liabilities 4,407 4,969
Long-term debt, net of current maturities 149,376 143,591
Operating lease liabilities, net of current portion 38,380 42,291
Other non-current liabilities 10,969 14,111
Total liabilities 294,043 288,874
Commitments and contingencies (Note 11)
Series D perpetual preferred stock - $ 0.01 par value per share, 65 shares authorized, issued and outstanding at September 30, 2025 and December 31, 2024
107,350 93,497
Stockholders’ equity:
Common stock - $ 0.01 par value per share, 90,000 shares authorized, 50,196 and 49,908 shares issued and outstanding at September 30, 2025 and December 31, 2024
502 499
Additional paid-in capital 443,936 455,811
Accumulated deficit ( 355,087 ) ( 333,621 )
Accumulated other comprehensive loss ( 39,782 ) ( 48,167 )
Total stockholders’ equity 49,569 74,522
Total liabilities, preferred stock, and stockholders’ equity $ 450,962 $ 456,893
See notes to condensed consolidated financial statements (unaudited).
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NN, Inc.
Condensed Consolidated Statements of Cash Flows (Unaudited)
Nine Months Ended
September 30,
(in thousands) 2025 2024
Cash flows from operating activities
Net loss $ ( 21,466 ) $ ( 17,297 )
Adjustments to reconcile net loss to net cash provided by operating activities:
Depreciation and amortization 26,756 35,152
Amortization of debt issuance costs and discount 1,255 1,718
Paid-in-kind interest 2,148 2,064
Loss on extinguishment of debt 3,007 —
Total derivative loss (gain), net of cash settlements ( 2,109 ) 582
Share of net income from joint venture, net of cash dividends received ( 3,551 ) ( 6,597 )
Gain on sale of business — ( 7,154 )
Share-based compensation expense 2,377 2,347
Deferred income taxes ( 481 ) ( 477 )
Other ( 363 ) ( 658 )
Changes in operating assets and liabilities:
Accounts receivable 506 ( 3,957 )
Inventories 533 ( 1,916 )
Other operating assets ( 3,171 ) ( 2,873 )
Income taxes receivable and payable, net ( 690 ) ( 1,078 )
Accounts payable 7,629 1,794
Other operating liabilities ( 5,256 ) 2,739
Net cash provided by operating activities 7,124 4,389
Cash flows from investing activities
Acquisition of property, plant and equipment ( 11,058 ) ( 15,352 )
Proceeds from sale of property, plant, and equipment 1,837 266
Proceeds received from sale of business — 17,000
Net cash provided by (used in) investing activities ( 9,221 ) 1,914
Cash flows from financing activities
Proceeds from asset backed credit facilities 37,000 38,000
Repayments of asset backed credit facilities ( 42,400 ) ( 38,000 )
Proceeds from term loans and other long-term debt 119,234 —
Repayments of term loans and other long-term debt ( 116,583 ) ( 37,320 )
Cash paid for debt issuance costs ( 3,553 ) ( 746 )
Proceeds from sale-leaseback of equipment 989 8,324
Proceeds from sale-leaseback of land and buildings 4,300 16,863
Repayments of financing obligations ( 913 ) ( 492 )
Other ( 3,351 ) ( 2,262 )
Net cash used in financing activities ( 5,277 ) ( 15,633 )
Effect of exchange rate changes on cash flows 1,461 ( 124 )
Net change in cash and cash equivalents ( 5,913 ) ( 9,454 )
Cash and cash equivalents at beginning of period 18,128 21,903
Cash and cash equivalents at end of period $ 12,215 $ 12,449
See notes to condensed consolidated financial statements (unaudited).
NN, Inc.
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Nine Months Ended
September 30,
(in thousands) 2025 2024
Supplemental schedule of non-cash activities:
Non-cash additions to property, plant and equipment $ 3,266 $ 2,425
Non-cash additions to financing obligations 1,304 —
See notes to condensed consolidated financial statements (unaudited).
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NN, Inc.
Condensed Consolidated Statements of Changes in Stockholders’ Equity
Three Months Ended September 30, 2025 and 2024
(Unaudited)
Common Stock Additional
paid-in
capital Accumulated deficit Accumulated other comprehensive loss Total
(in thousands) Number of shares Par
value
Balance as of June 30, 2025 50,287 $ 503 $ 448,033 $ ( 348,408 ) $ ( 40,588 ) $ 59,540
Net loss — — — ( 6,679 ) — ( 6,679 )
Dividends accrued for preferred stock — — ( 4,832 ) — — ( 4,832 )
Shares forfeited under stock incentive plans ( 89 ) ( 1 ) 1 — — —
Share-based compensation expense — — 737 — — 737
Restricted shares surrendered for tax withholdings under stock incentive plans ( 2 ) — ( 3 ) — — ( 3 )
Other comprehensive income — — — — 806 806
Balance as of September 30, 2025 50,196 $ 502 $ 443,936 $ ( 355,087 ) $ ( 39,782 ) $ 49,569
Common Stock Additional
paid-in
capital Accumulated deficit Accumulated other comprehensive loss Total
(in thousands) Number of shares Par
value
Balance as of June 30, 2024 50,032 $ 500 $ 462,410 $ ( 310,088 ) $ ( 44,386 ) $ 108,436
Net loss — — — ( 2,557 ) — ( 2,557 )
Dividends accrued for preferred stock — — ( 3,977 ) — — ( 3,977 )
Shares issued under stock incentive plans, net of forfeitures ( 82 ) ( 1 ) 1 — — —
Share-based compensation expense — — 811 — — 811
Other comprehensive income — — — — 3,861 3,861
Balance as of September 30, 2024 49,950 $ 499 $ 459,245 $ ( 312,645 ) $ ( 40,525 ) $ 106,574
See notes to condensed consolidated financial statements (unaudited).
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NN, Inc.
Condensed Consolidated Statements of Changes in Stockholders’ Equity
Nine Months Ended September 30, 2025 and 2024
(Unaudited)
Common Stock Additional
paid-in
capital Accumulated deficit Accumulated other comprehensive loss Total
(in thousands) Number of shares Par
value
Balance as of December 31, 2024 49,908 $ 499 $ 455,811 $ ( 333,621 ) $ ( 48,167 ) $ 74,522
Net loss — — ( 21,466 ) — ( 21,466 )
Dividends accrued for preferred stock — — ( 13,853 ) — — ( 13,853 )
Shares issued under stock incentive plans, net of forfeitures and tax withholdings 484 5 ( 6 ) — — ( 1 )
Share-based compensation expense — — 2,377 — — 2,377
Restricted shares surrendered for tax withholdings under stock incentive plans ( 196 ) ( 2 ) ( 393 ) — — ( 395 )
Other comprehensive income — — — — 8,385 8,385
Balance as of September 30, 2025 50,196 $ 502 $ 443,936 $ ( 355,087 ) $ ( 39,782 ) $ 49,569
Common Stock Additional
paid-in
capital Accumulated deficit Accumulated other comprehensive loss Total
(in thousands) Number of shares Par
value
Balance as of December 31, 2023 47,269 $ 473 $ 457,632 $ ( 295,348 ) $ ( 37,755 ) $ 125,002
Net loss — — — ( 17,297 ) — ( 17,297 )
Dividends accrued for preferred stock — — ( 11,490 ) — — ( 11,490 )
Shares issued for warrants exercised 2,395 24 11,352 — — 11,376
Shares issued under stock incentive plans, net of forfeitures 439 4 ( 4 ) — — —
Share-based compensation expense — — 2,347 — — 2,347
Restricted shares surrendered for tax withholdings under stock incentive plans ( 153 ) ( 2 ) ( 592 ) — — ( 594 )
Other comprehensive loss — — — — ( 2,770 ) ( 2,770 )
Balance as of September 30, 2024 49,950 $ 499 $ 459,245 $ ( 312,645 ) $ ( 40,525 ) $ 106,574
See notes to condensed consolidated financial statements (unaudited).
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NN, Inc.
Notes to Condensed Consolidated Financial Statements
September 30, 2025
(Unaudited)
Note 1. Interim Financial Statements
Nature of Business
NN, Inc., a Delaware corporation, is a diversified industrial company that combines advanced engineering and production capabilities with in-depth materials science expertise to design and manufacture high-precision components and assemblies for a variety of end markets on a global basis. As of September 30, 2025, we had 24 facilities in North America, South America, Europe and China. As used in this Quarterly Report on Form 10-Q (this “Quarterly Report”), the terms “NN,” the “Company,” “we,” “our,” or “us” refer to NN, Inc. and its subsidiaries.
Basis of Presentation
The accompanying condensed consolidated financial statements have not been audited. The Condensed Consolidated Balance Sheet as of December 31, 2024, was derived from the audited consolidated financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2024 (the “2024 Annual Report”), which we filed with the U.S. Securities and Exchange Commission (the “SEC”) on March 6, 2025. In management’s opinion, the accompanying unaudited condensed consolidated financial statements reflect all adjustments necessary to fairly state our results of operations for the three and nine months ended September 30, 2025 and 2024; financial position as of September 30, 2025 and December 31, 2024; and cash flows for the nine months ended September 30, 2025 and 2024, on a basis consistent with our audited consolidated financial statements. These adjustments are of a normal recurring nature and are, in the opinion of management, necessary to state fairly our financial position and operating results for the interim periods. Certain prior period amounts have been reclassified to conform to the current year’s presentation.
Certain information and footnote disclosures normally included in the consolidated financial statements prepared in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”) have been condensed or omitted from the unaudited condensed consolidated financial statements presented in this Quarterly Report. These unaudited condensed consolidated financial statements should be read in conjunction with our audited consolidated financial statements and accompanying notes included in the 2024 Annual Report. The results for the three and nine months ended September 30, 2025, are not necessarily indicative of results for the year ending December 31, 2025, or any other future periods.
Except for per share data or as otherwise indicated, all U.S. dollar amounts and share counts presented in the tables in these Notes to Condensed Consolidated Financial Statements are in thousands.
Accounting Standards Recently Adopted
In November 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update 2023-07, Segment Reporting (Topic 832): Improvements to Reportable Segment Disclosures (“ASU 2023-07”), which requires additional disclosures related to reportable segments, including significant segment expenses and other segment items. ASU 2023-07 also requires quarterly disclosure of certain information that had only been required annually. We adopted ASU 2023-07 for the year ended December 31, 2024 and have presented the required interim disclosures on a retrospective basis in this September 30, 2025 Form 10-Q.
Accounting Standards Not Yet Adopted
In December 2023, the FASB issued ASU 2023-09, “ Income Taxes (Topic 740): Improvements to Income Tax Disclosures ” (“ASU 2023-09”), which requires additional annual income tax disclosures. These include a tabular rate reconciliation comprised of eight specific categories, the disaggregation of income taxes paid between federal, state, and foreign jurisdictions, and to disaggregate income from continuing operations before income tax expense and income tax expense from continuing operations between domestic and foreign. ASU 2023-09 eliminates the disclosure of the nature and estimate of reasonably possible changes to unrecognized tax benefits in the next 12 months or that an estimated range cannot be made. ASU 2023-09 is effective for fiscal years beginning on or after December 15, 2024, with early adoption permitted, and can be applied on a prospective or retrospective basis. We plan to adopt ASU 2023-09 in our Form 10-K for the year ended December 31, 2025 and are in the process of assessing the impact on our disclosures.
In November 2024, the FASB issued ASU 2024-03, “ Expense Disaggregation Disclosures (Subtopic 220-40): Disaggregation of Income Statement Expenses ” (“ASU 2024-03”), which requires disaggregated disclosures of certain categories of expenses that are included in income statement line items. ASU 2024-03 is effective for fiscal years beginning on or after December 15, 2026, and interim periods within fiscal years beginning after December 15, 2027. Companies may early adopt and can apply the guidance prospectively or retrospectively. The Company is in the process of assessing the potential impact of adopting this standard.
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Assets Held for Sale
During the three months ended March 31, 2025, we ceased production activity at our Mobile Solutions plant in Dowagiac, Michigan. The assets, which we own, have been classified as held for sale as of September 30, 2025 as we are actively marketing the property and equipment for sale. During the three months ended September 30, 2025, we sold a bu ilding and machinery and equipment for $ 1.7 million resulting in a loss of $ 0.4 million , and the net book value of remaining assets held for sale of $ 1.0 million is included in “Other current assets” on the Condensed Consolidated Balance Sheets as of September 30, 2025.
Note 2. Segment Information
Our business is aggregated into the following two reportable segments:
• Mobile Solutions, which is focused on growth in the automotive, general industrial, and medical end markets; and
• Power Solutions, which is focused on growth in the electrical, general industrial, automotive, and medical end markets.
These components are operating segments as each has engaged in business activities for which it earns revenues and incurs expenses, discrete financial information is available for each, and this is the level at which the chief operating decision maker (“CODM”) reviews discrete financial information for purposes of allocating resources and assessing performance. The CODM, who is our President and Chief Executive Officer, uses segment income (loss) from operations to evaluate the performance of our segments each quarter and for annual forecasting purposes. Income (loss) from operations is used to make key operating decisions, such as the amount and timing of capital expenditures, plant optimization actions, and allocation of management resources. In addition to our two reportable segments, we report a Corporate category, which includes corporate costs and unallocated expenses.
The following tables reconcile segment revenues to consolidated loss before provision for income taxes and share of net income from joint venture.
Three Months Ended September 30, 2025 Mobile
Solutions Power
Solutions Corporate and Eliminations Total
Net sales $ 59,117 $ 44,948 ( 183 ) $ 103,882
Cost of sales 52,286 34,318 ( 194 ) 86,410
Selling, general, and administrative expense 3,830 2,586 4,643 11,059
Depreciation expense 4,451 818 390 5,659
Other segment items (1) 1,404 1,794 ( 197 ) 3,001
Segment income (loss) from operations $ ( 2,854 ) $ 5,432 $ ( 4,825 ) $ ( 2,247 )
Interest expense 5,666
Other income, net ( 70 )
Loss before provision for income taxes and share of net income from joint venture $ ( 7,843 )
Three Months Ended September 30, 2024 Mobile
Solutions Power
Solutions Corporate and Eliminations Total
Net sales $ 70,678 $ 42,935 ( 26 ) $ 113,587
Cost of sales 62,072 35,093 ( 34 ) 97,131
Selling, general, and administrative expense 3,080 2,522 4,655 10,257
Depreciation expense 6,049 1,027 363 7,439
Other segment items (1) 918 1,788 ( 196 ) 2,510
Segment income (loss) from operations $ ( 1,441 ) $ 2,505 $ ( 4,814 ) $ ( 3,750 )
Interest expense 5,404
Other income, net ( 5,315 )
Loss before provision for income taxes and share of net income from joint venture $ ( 3,839 )
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Nine Months Ended September 30, 2025 Mobile
Solutions Power
Solutions Corporate and Eliminations Total
Net sales $ 184,752 $ 133,096 ( 356 ) $ 317,492
Cost of sales 164,553 103,583 ( 381 ) 267,755
Selling, general, and administrative expense 11,153 7,654 15,518 34,325
Depreciation expense 12,954 2,402 1,183 16,539
Other segment items (1) 2,743 5,220 ( 589 ) 7,374
Segment income (loss) from operations $ ( 6,651 ) $ 14,237 $ ( 16,087 ) $ ( 8,501 )
Interest expense 16,517
Loss on extinguishment of debt 3,007
Other income, net ( 2,858 )
Loss before provision for income taxes and share of net income from joint venture $ ( 25,167 )
Nine Months Ended September 30, 2024 Mobile
Solutions Power
Solutions Corporate and Eliminations Total
Net sales $ 216,593 $ 141,324 ( 140 ) $ 357,777
Cost of sales 188,128 111,512 ( 166 ) 299,474
Selling, general, and administrative expense 11,055 9,385 16,676 37,116
Depreciation expense 20,491 3,154 1,190 24,835
Other segment items (1) 2,133 5,469 ( 570 ) 7,032
Segment income (loss) from operations $ ( 5,214 ) $ 11,804 $ ( 17,270 ) $ ( 10,680 )
Interest expense 16,643
Other income, net ( 4,623 )
Loss before provision for income taxes and share of net income from joint venture $ ( 22,700 )
_______________________________
(1) Other segment items includes amortization expense and other operating expenses and income.
The following table presents capital expenditures and depreciation and amortization by reportable segment.
Three Months Ended
September 30, Nine Months Ended
September 30,
2025 2024 2025 2024
Capital expenditures:
Mobile Solutions $ 2,377 $ 5,245 $ 7,907 $ 11,427
Power Solutions 844 507 2,057 2,543
Corporate 207 548 1,094 1,382
Total $ 3,428 $ 6,300 $ 11,058 $ 15,352
Depreciation and amortization:
Mobile Solutions $ 5,290 $ 6,887 $ 15,469 $ 23,006
Power Solutions 3,385 3,594 10,103 10,956
Corporate 389 363 1,184 1,190
Total $ 9,064 $ 10,844 $ 26,756 $ 35,152
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The following table summarizes total assets by reportable segment.
September 30, 2025 December 31, 2024
Mobile Solutions (1) $ 292,003 $ 294,204
Power Solutions 128,374 124,460
Corporate 30,585 38,229
Total $ 450,962 $ 456,893
_______________________________
(1) Total assets in Mobile Solutions includes $ 39.5 million and $ 35.0 million as of September 30, 2025 and December 31, 2024, respectively, related to our investment in a joint venture (see Note 7).
Note 3. Revenue from Contracts with Customers
Revenue is recognized when control of the good or service is transferred to the customer either at a point in time or, in limited circumstances, as our services are rendered over time. Revenue is measured as the amount of consideration we expect to receive in exchange for transferring goods or services.
The following tables summarize revenue by customer industry. Our products in the automotive and commercial vehicle industry include high-precision components and assemblies for electric power steering systems, electric braking, electric motors, fuel systems, emissions control, transmissions, stampings, sensors, and electrical contacts. Our products in the general industrial industry include high-precision metal components for a variety of industrial applications including diesel industrial motors, heating and cooling systems, fluid power systems, power tools, and more. While many of the industries we serve include electrical components, our products in the residential/commercial electrical industry category in the following tables include components used in smart meters, charging stations, circuit breakers, transformers, electrical contact assemblies, precision stampings, welded contact assemblies, specification plating, and surface finishing. The other category includes products sold in aerospace, defense, medical, and other industries.
Three Months Ended September 30, 2025 Mobile
Solutions Power
Solutions Intersegment
Sales
Eliminations Total
Automotive and Commercial Vehicle $ 52,654 $ 7,937 $ — $ 60,591
General Industrial 1,061 12,688 — 13,749
Residential/Commercial Electrical — 17,680 — 17,680
Other 5,402 6,643 ( 183 ) 11,862
Total net sales $ 59,117 $ 44,948 $ ( 183 ) $ 103,882
Three Months Ended September 30, 2024 Mobile
Solutions Power
Solutions Intersegment
Sales
Eliminations Total
Automotive and Commercial Vehicle $ 48,062 $ 7,063 $ — $ 55,125
General Industrial 17,351 10,121 — 27,472
Residential/Commercial Electrical — 20,301 — 20,301
Other 5,265 5,450 ( 26 ) 10,689
Total net sales $ 70,678 $ 42,935 $ ( 26 ) $ 113,587
Nine Months Ended September 30, 2025 Mobile
Solutions Power
Solutions Intersegment
Sales
Eliminations Total
Automotive and Commercial Vehicle $ 163,313 $ 23,014 $ — $ 186,327
General Industrial 6,431 33,510 — 39,941
Residential/Commercial Electrical — 56,656 — 56,656
Other 15,008 19,916 ( 356 ) 34,568
Total net sales $ 184,752 $ 133,096 $ ( 356 ) $ 317,492
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Nine Months Ended September 30, 2024 Mobile
Solutions Power
Solutions Intersegment
Sales
Eliminations Total
Automotive and Commercial Vehicle $ 147,254 $ 23,385 $ — $ 170,639
General Industrial 53,598 36,928 — 90,526
Residential/Commercial Electrical — 62,019 — 62,019
Other 15,741 18,992 ( 140 ) 34,593
Total net sales $ 216,593 $ 141,324 $ ( 140 ) $ 357,777
Sales Concentration
During the nine months ended September 30, 2025, a customer in our Mobile Solutions segment represented 11 % of consolidated revenue.
Deferred Revenue
Deferred revenue relates to payments received in advance of performance under the contract and recognized as revenue as (or when) we perform under the contract. The balance of deferred revenue was $ 0.2 million and $ 0.2 million as of September 30, 2025 and December 31, 2024, respectively. Revenue recognized for performance obligations satisfied or partially satisfied during the nine months ended September 30, 2025 included $ 0.2 million that was included in deferred revenue as of December 31, 2024. The balance of deferred revenue was $ 0.2 million and $ 0.4 million as of September 30, 2024 and December 31, 2023, respectively. Revenue recognized for performance obligations satisfied during the nine months ended September 30, 2024 included $ 0.4 million that was included in deferred revenue as of December 31, 2023.
Transaction Price Allocated to Future Performance Obligations
We are required to disclose the aggregate amount of transaction price that is allocated to performance obligations that have not yet been satisfied as of September 30, 2025, unless our contracts meet one of the practical expedients. Our contracts met the practical expedient for a performance obligation that is part of a contract that has an original expected duration of one year or less.
Note 4. Accounts Receivable
The balance of trade accounts receivable was $ 64.4 million and $ 65.5 million as of September 30, 2024 and December 31, 2023, respectively. The following table presents changes in the allowance for credit losses.
Nine Months Ended
September 30, 2025 September 30, 2024
Balance at beginning of year 1,515 $ 1,241
Additions 258 843
Write-offs and other ( 180 ) ( 172 )
Currency impact 37 1
Balance at end of period $ 1,630 $ 1,913
We participate in programs that allow us to sell certain receivables from customers on a non-recourse basis to third-party financial institutions. During the nine months ended September 30, 2025 and 2024, we incurred fees of $ 0.4 million and $ 0.9 million, respectively, related to the sale of receivables, which is recorded in the “Other income, net” line item on the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).
As of September 30, 2025 there were no customers that represented 10% of consolidated accounts receivable and as of December 31, 2024, one customer represented 11 % of consolidated accounts receivable. Amounts due from this customer are primarily related to Mobile Solutions.
Note 5. Inventories
Inventories are comprised of the following amounts:
September 30, 2025 December 31, 2024
Raw materials $ 23,109 $ 20,664
Work in process 20,844 22,139
Finished goods 19,533 19,074
Total inventories $ 63,486 $ 61,877
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Note 6. Intangible Assets
The following table shows changes in the carrying amount of intangible assets, net, by reportable segment.
Mobile
Solutions Power
Solutions Total
Balance as of December 31, 2024 $ 15,649 $ 28,761 $ 44,410
Amortization ( 2,515 ) ( 7,701 ) ( 10,216 )
Balance as of September 30, 2025 $ 13,134 $ 21,060 $ 34,194
Intangible assets are reviewed for impairment when changes in circumstances indicate the carrying value of those assets may not be recoverable. There were no impairment charges for the nine months ended September 30, 2025 and 2024.
Note 7. Investment in Joint Venture
We own a 49 % investment in Wuxi Weifu Autocam Precision Machinery Company, Ltd. (the “JV”), a joint venture located in Wuxi, China. The JV is jointly controlled and managed, and we account for it under the equity method, with the share of net income from the joint venture recorded in the Mobile Solutions segment.
The following table shows changes in our investment in the JV.
Balance as of December 31, 2024 $ 34,971
Share of earnings 6,599
Dividends paid by joint venture ( 3,048 )
Foreign currency translation gain 963
Balance as of September 30, 2025 $ 39,485
Note 8. Debt
The following table presents amounts outstanding on our debt facilities .
September 30, 2025 December 31, 2024
Term loan facilities $ 119,795 $ 114,397
ABL Facility — 5,400
Financing obligations from sale-leaseback transactions 30,244 24,496
International loans 8,554 8,485
Unamortized debt issuance costs and discount (1) ( 3,730 ) ( 4,148 )
Total debt $ 154,863 $ 148,630
_______________________________
(1) In addition to this amount, costs of $ 0.9 million and $ 1.2 million related to the ABL Facility were recorded in other non-current assets as of September 30, 2025 and December 31, 2024, respectively.
We capitalized interest costs of $ 0.6 million and $ 1.0 million in the nine months ended September 30, 2025 and 2024, respectively, related to construction in progress.
Term Loan Facility
On April 16, 2025 (the “Closing Date”), we entered into a Term Loan Credit Agreement by and among the Company, the lenders from time to time party thereto (collectively, the “Lenders”) and Alter Domus (US) LLC, as administrative agent (the “Term Loan Agent”) for the Lenders (the “Term Loan Credit Agreement”). The Term Loan Credit Agreement establishes a new $ 128.0 million senior secured Term Loan Facility (the “Term Loan Facility”) consisting of (i) a $ 118.0 million of term loan funded in full on the Closing Date (the “Closing Date Term Loans”) and (ii) $ 10.0 million of delayed draw term loan commitments (any delayed draw term loans funded thereunder, the “Delayed Draw Term Loans”, and together, with the Closing Date Term Loans, the “Term Loans”). The Term Loans mature on April 16, 2030 . We used the proceeds from the Closing Date Term Loan to repay all of our outstanding obligations under our previously outstanding term loan facility ( see ‘2021 Term Loan’ section below ).
Under the Term Loan Credit Agreement, interest rates on the Term Loans are determined based on the type of Term Loan, the length of the interest period, our Consolidated Net Leverage Ratio (as defined in the Term Loan Credit Agreement) and whether we have borrowed any Delayed Draw Term Loans. The Term Loans currently bear interest at either: 1) one-month, three-month, or six-month term secured overnight finance rate (“SOFR”) with a duration adjustment, subject to a 2.00 % floor, plus an applicable margin of 9.25 % (“Adjusted Term SOFR Rate Loans”); or 2) the greater of various benchmark rates, with certain adjustments, plus an applicable margin of 8.25 % (“Base Rate Loans”). For interest payments due before April 16, 2027, we
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may elect to pay a portion of interest in-kind (“PIK Election”), subject to a minimum cash interest of 5.25 % for Adjusted Term SOFR Rate Loans and 4.25 % for Base Rate Loans. The applicable margin increases by 0.50 % on borrowings to which the PIK Election is made. At September 30, 2025, the Term Loans bore interest, including amounts we have elected to pay as PIK interest, based on one-month Adjusted Term SOFR, at 13.51 %.
Subject to satisfying certain conditions, Delayed Draw Term Loans are available until October 16, 2026. If we borrow Delayed Draw Term Loans, the applicable margin for all Term Loans increases by 0.50 %. Through October 16, 2026, we incur a 1.00 % commitment fee on undrawn amounts under the Delayed Draw, payable quarterly in arrears.
Subject to certain exceptions, we are required to make principal payments (i) annually that are calculated as a percentage, based on our Consolidated Net Leverage Ratio, of our Excess Cash Flow (as defined in the Term Loan Credit Agreement), (ii) Net Cash Proceeds (as defined in the Term Loan Credit Agreement) of certain non-ordinary course Dispositions (as defined in the Term Loan Credit Agreement) within 10 business days of receipt thereof, and (iii) Net Cash Proceeds from certain insurance events. We may voluntarily prepay the Term Loans, in whole or part without premium or penalty following April 16, 2027. If we voluntarily prepay borrowings prior to April 16, 2026, we are subject to a prepayment premium equal to the present value at the prepayment date of (i) 2.00% of the outstanding principal amount of the Term Loans to be prepaid, plus (ii) all remaining scheduled interest payments due on such Term Loans through April 16, 2026 (excluding accrued but unpaid interest to, but not including, the prepayment date), computed using a discount rate equal to the Treasury Rate (determined as of the Business Day prior to such date of prepayment) plus 50 basis points. If we voluntarily prepay borrowings following April 16, 2026 and prior to April 16, 2027, we are subject to a prepayment premium equal to 2.00% of the principal amount prepaid.
The Term Loan Credit Agreement includes customary representations, warranties and covenants, including, but not limited to, certain financial covenants, such as maximum Consolidated Net Leverage Ratio and minimum Domestic Liquidity (as defined in the Term Loan Credit Agreement), subject, in the case of the Consolidated Net Leverage Ratio covenant, to certain equity cure rights. We were in compliance with the financial covenants of the Term Loan Facility as of September 30, 2025.
Our obligations under the Term Loan Credit Agreement are guaranteed by certain of our subsidiaries and are required to be guaranteed by certain of our later formed or acquired subsidiaries (collectively, the “Guarantors”). Our obligations under the Term Loan Credit Agreement are collateralized by substantially all of our and the Guarantors’ assets. The Term Loan Agent, for itself and on behalf of the Lenders, has a first lien on all domestic assets, other than accounts receivable and inventory, and certain foreign assets and has a second lien on domestic accounts receivable and inventory.
The Term Loan Facility was issued at a $ 2.5 million discount and we capitalized an additional $ 0.7 million in debt issuance costs. These costs are recorded as a direct reduction to the carrying amount of the associated long-term debt and amortized over the term of the debt.
2021 Term Loan
On March 22, 2021, we entered into a $ 150.0 million term loan facility (as amended from time to time, the “2021 Term Loan Facility”) which required principal payments of $ 0.4 million with the remaining unpaid principal amount due at the original loan maturity date of September 22, 2026 . On April 16, 2025, we repaid all of our outstanding obligations under the 2021 Term Loan Facility with the proceeds from the Closing Date Term Loans. The 2021 Term Loan Facility was collateralized by all of our assets and had a first lien on all domestic assets, other than accounts receivable and inventory and had a second lien on domestic accounts receivable and inventory.
Outstanding borrowings on the 2021 Term Loan bore interest at either: 1) one-month, three-month, or six-month term secured overnight finance rate (“SOFR”) with a duration adjustment (“Adjusted Term SOFR”), subject to a 1.000 % floor, plus an applicable margin of 6.875 %, or 2) the greater of various benchmark rates plus an applicable margin of 5.875 %. Beginning in the second quarter of 2023, interest was increased on a paid-in-kind basis at a rate between 1.00 % and 2.00 % (“PIK interest”), dependent on our net leverage ratio for the most recently reported fiscal quarter and subject to reduction upon the occurrence of certain conditions as set forth in the credit agreement governing the 2021 Term Loan Facility. At April 16, 2025, the 2021 Term Loan Facility bore interest, including PIK interest, based on one-month Adjusted Term SOFR, at 12.300 %.
The 2021 Term Loan Facility was issued at a $ 3.8 million discount and we capitalized an additional $ 5.5 million in debt issuance costs which were amortized over the term of the debt. During the nine months ended September 30, 2025, we recognized a $ 3.0 million loss on extinguishment of debt in connection with the termination of the 2021 Term Loan Facility.
ABL Facility
On December 30, 2024, we entered into a new asset backed credit facility (the “ABL Facility”) which provides for a senior secured revolving credit facility in the amount of $ 50.0 million, of which $ 15.0 million is available in the form of letters of credit and $ 5.0 million is available for the issuance of short-term swingline loans. The availability of credit under the ABL Facility is limited by a borrowing base calculation derived from accounts receivable and inventory held in the United States. Outstanding borrowings under the ABL Facility bear interest at either: 1) the one, three or six month SOFR plus 1.50 %, plus an adjustment of 0.10% (“Term SOFR Rate”); or 2) the highest of the base commercial lending rate of the lender or various
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benchmark rates plus an applicable margin of 0.50 % or 1.00 %, depending on the benchmark (“Alternative Base Rate”). For the nine months ended September 30, 2025, based on the Alternative Base Rate, the average interest rate paid on outstanding borrowings under the ABL Facility was 6.13 % . We incur a commitment fee of 0.25 % for unused capacity under the ABL Facility and a 1.85 % fee on the amount of letters of credit outstanding. The final maturity date of the ABL Facility is the earlier of: 1) December 30, 2029; or 2) 91 days prior to the loan maturity date of the Term Loan Facility. We capitalized a total of $1.2 million in new debt issuance costs related to the ABL Facility.
As of September 30, 2025, there were no outstanding borrowings under the ABL Facility, $ 10.4 million of outstanding letters of credit, and $ 29.3 million available for future borrowings under the ABL Facility. The ABL Facility is secured by a perfected lien over substantially all of the Company’s assets. We were in compliance with the financial covenants of the ABL Facility as of September 30, 2025.
Sale-Leaseback Transactions
In March 2024, we sold three of our properties for an aggregate sales price of $ 16.9 million and concurrent with the sale, we entered into a 20-year lease agreement with the purchaser for these properties. In May 2025, we sold an additional property for a sales price of $ 4.3 million and concurrent with the sale, entered into a 19-year lease agreement with the purchaser for the property.
Since these lease agreements allow for us to exercise renewal options that extend for substantially all of the remaining economic life, we have the ability to maintain the risks and rewards of ownership. Because the transactions did not transfer control of the assets, they cannot be accounted for as sales under ASC 606. As a result, the properties remain on our Condensed Consolidated Balance Sheets and the non-land assets will continue to be depreciated over their remaining useful lives. The $ 21.2 million of total gross proceeds from these transactions were recognized as financing obligations as a component of long-term debt. The monthly lease payments, which increase 3.00% each year, are being amortized as principal payments and interest expense through 2044 based on a weighted average effective interest rate of 9.500 %. We incurred $ 0.9 million in debt issuance costs related to these transactions, which is being amortized over the term of the debt.
In March 2024, we sold multiple pieces of manufacturing equipment for an aggregate sales price of $ 4.9 million. Concurrent with the sale, we entered into a 5-year lease agreement with the purchaser that includes a repurchase option for this equipment. In May 2024, we sold additional pieces of manufacturing equipment for an aggregate sales price of $ 3.4 million and entered into 5-year and 6-year lease agreements with the purchaser for the equipment. In June 2025, we sold additional pieces of manufacturing equipment for an aggregate sales price of $ 2.3 million and entered into 5-year lease agreements with the purchaser for the equipment. Since these lease agreements allow for us to exercise a purchase option, we have the ability to maintain the risks and rewards of ownership. Since the transactions did not transfer control of the assets, they cannot be accounted for as sales under ASC 606. As a result, the assets remain on our Condensed Consolidated Balance Sheets and will continue to be depreciated over their remaining useful lives. The $ 10.6 million of total gross proceeds from these transactions were recognized as a financing obligation as a component of long-term debt. The monthly lease payments are being amortized as principal payments and interest expense on a weighted average effective interest rate of 9.100 %.
International Loans
We have fixed rate debt with various financial institutions in France, Poland and China, with maturity dates between 2026 and 2033. These loans, which were obtained to fund working capital and equipment purchases, had a weighted average interest rate of 2.24 % at September 30, 2025.
Note 9. Preferred Stock
On March 22, 2021, we completed a private placement of 65,000 shares of newly designated Series D Perpetual Preferred Stock, with a par value of $ 0.01 per share (the “Series D Preferred Stock”), at a price of $ 1,000 per share. The Series D Preferred Stock has an initial liquidation preference of $ 1,000 per share and is redeemable at our option in cash at a redemption price equal to the liquidation preference then in effect. Series D Preferred Stock shares earn cash dividends at a rate of 10.0 % per year, payable quarterly in arrears, accruing whether or not earned or declared. If no cash dividend is paid, then the liquidation preference per share effective on the dividend date increases by 12.0 % per year. On March 22, 2026, the cash dividend rate and in-kind dividend rate will increase by 2.5 %, and each year thereafter. Cash dividends are required beginning on September 30, 2027 and are limited based on terms and conditions of the Company’s outstanding credit agreements.
The Series D Preferred Stock is classified as mezzanine equity, between liabilities and stockholders’ equity, because certain features of the Series D Preferred Stock could require redemption of the Series D Preferred Stock upon a change of control event that is considered not solely within our control. For initial recognition, the Series D Preferred Stock was recognized at a discounted value, net of issuance costs and allocation to warrants and a bifurcated embedded derivative. The aggregate discount is amortized as a deemed dividend through March 22, 2026, which is the date the dividend rate begins to increase by 2.5 % per year. Deemed dividends adjust additional paid-in capital due to the absence of retained earnings.
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In accordance with ASC 815-15, Derivatives and Hedging - Embedded Derivatives, certain features of the Series D Preferred Stock were bifurcated and accounted for as derivatives separately. Note 16 discusses the accounting for these features.
As of September 30, 2025, the carrying value of the Series D Preferred Stock shares was $ 107.4 million, which included $ 60.7 million of accumulated unpaid and deemed dividends. The following table presents the change in the Series D Preferred Stock carrying value during the nine months ended September 30, 2025.
Balance as of December 31, 2024 $ 93,497
Accrual of in-kind dividends 9,439
Amortization 4,414
Balance as of September 30, 2025 $ 107,350
Note 10. Leases
The following table contains supplemental cash flow information related to leases.
Nine Months Ended
September 30,
2025 2024
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows used in operating leases $ 6,484 $ 6,381
Operating cash flows used in finance leases 385 241
Financing cash flows used in finance leases 2,954 1,671
Right-of-use assets obtained in exchange for new operating lease liabilities — 692
Right-of-use assets obtained in exchange for new finance lease liabilities 1,755 1,482
We recognized sublease income of $ 2.9 million and $ 2.9 million in the nine months ended September 30, 2025 and 2024, respectively, which is recognized in the “Other operating income, net” line in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).
The following table presents finance lease-related assets and liabilities recorded on the balance sheet.
Financial Statement Line Item September 30, 2025 December 31, 2024
Finance lease assets Property, plant and equipment, net 18,093 16,579
Finance lease current liabilities Other current liabilities 3,977 3,565
Finance lease non-current liabilities Other non-current liabilities 4,317 5,469
Total finance lease liabilities $ 8,294 $ 9,034
Note 11. Commitments and Contingencies
Brazil ICMS Tax Matter
Prior to the acquisition of Autocam Corporation (“Autocam”) in 2014, Autocam’s Brazilian subsidiary (“Autocam Brazil”) received notification from the Brazilian tax authority regarding ICMS (state value added tax) tax credits claimed on intermediary materials (e.g., tooling and perishable items) used in the manufacturing process. The Brazilian tax authority notification disallowed state ICMS tax credits claimed on intermediary materials based on the argument that these items are not intrinsically related to the manufacturing processes. Autocam Brazil filed an administrative defense with the Brazilian tax authority arguing, among other matters, that it should qualify for an ICMS tax credit, contending that the intermediary materials are directly related to the manufacturing process.
We believe that we have substantial legal and factual defenses, and we plan to defend our interests in this matter vigorously. The matter encompasses several lawsuits filed with the Brazilian courts requesting declaratory actions that no tax is due or seeking a stay of execution on the collection of the tax. We have obtained multiple favorable decisions and one unfavorable decision. Although we anticipate a favorable resolution to the remaining matters, we can provide no assurances that we will be successful in achieving dismissal of all pending cases. The U.S. dollar amount that would be owed in the event of an unfavorable decision is subject to interest, penalties, and currency impacts and therefore is dependent on the timing of the decision. For the remaining open lawsuits, we currently believe the cumulative potential liability in the event of unfavorable decisions on all matters will be less than $ 2.0 million, inclusive of interest and penalties.
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We are entitled to indemnification from the former shareholders of Autocam, subject to the limitations and procedures set forth in the agreement and plan of merger relating to the Autocam acquisition. Accordingly, we do not expect such losses, if any, to have a material impact on our business, operations or financial results.
Other Legal Matters
All other legal proceedings are of an ordinary and routine nature and are incidental to our operations. Management believes that such proceedings should not, individually or in the aggregate, have a material adverse effect on our business, financial condition, results of operations, or cash flows. In making that determination, we analyze the facts and circumstances of each case at least quarterly in consultation with our attorneys and determine a range of reasonably possible outcomes.
Note 12. Income Taxes
Our effective tax rate was ( 10.4 )% and ( 11.5 )% for the three and nine months ended September 30, 2025, respectively, and ( 23.5 )% and ( 5.3 )% for the three and nine months ended September 30, 2024, respectively. The effective tax rate for the three and nine months ended September 30, 2025 differs from the U.S. federal statutory tax rate of 21 % primarily due to the accrual of tax on non-permanently reinvested unremitted earnings of foreign subsidiaries and by limitation of the amount of tax benefit recorded for losses in certain jurisdictions where we believe it is more likely than not that a future tax benefit may not be realized.
On July 4, 2025, H.R.1, the One Big Beautiful Bill Act (“OBBBA”) was signed into law, which impacts various provisions of the U.S. federal tax code, including but not limited to 100% bonus depreciation, immediate expensing of domestic research and development costs, modifications to the limitation on business interest expense and changes to the international tax regime. Most provisions are effective for tax years beginning after December 31, 2024, with certain transition rules and exceptions. The impact of OBBBA is not material to our consolidated financial statements and will not have a significant impact on the Company’s effective tax rate due to the full valuation allowance in the U.S. We continue to monitor additional guidance issued relation to OBBBA.
Note 13. Net Loss Per Common Share
The following table summarizes the computation of basic and diluted net loss per common share.
Three Months Ended
September 30, Nine Months Ended
September 30,
2025 2024 2025 2024
Numerator:
Net loss $ ( 6,679 ) $ ( 2,557 ) $ ( 21,466 ) $ ( 17,297 )
Adjustment for preferred stock cumulative dividends and deemed dividends ( 4,832 ) ( 3,977 ) ( 13,853 ) ( 11,490 )
Numerator for basic and diluted net loss per common share $ ( 11,511 ) $ ( 6,534 ) $ ( 35,319 ) $ ( 28,787 )
Denominator:
Weighted average common shares outstanding 50,272 50,000 50,222 49,478
Adjustment for participating securities ( 2,125 ) ( 2,464 ) ( 2,308 ) ( 2,845 )
Adjustment for warrants outstanding (1) 1,458 1,461 1,459 1,889
Shares used to calculate basic and diluted net loss per share 49,605 48,997 49,373 48,522
Basic and diluted net loss per common share $ ( 0.23 ) $ ( 0.13 ) $ ( 0.72 ) $ ( 0.59 )
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(1) Outstanding warrants that are exercisable at an exercise price of $ 0.01 per share are included in shares outstanding for calculation of basic earnings per share (see Note 16).
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The following table presents securities that could be potentially dilutive in the future that were excluded from the calculation of diluted net loss per common share because they had an anti-dilutive effect.
Three Months Ended
September 30, Nine Months Ended
September 30,
2025 2024 2025 2024
Stock options 81 205 128 223
Warrants 1,500 1,500 1,500 1,500
Performance share units 820 820 820 795
Total antidilutive securities 2,401 2,525 2,448 2,518
Stock options excluded from the calculations of diluted net loss per share have a per share exercise price ranging from $ 7.93 to $ 25.16 for the nine months ended September 30, 2025. Warrants excluded from the calculation of diluted net loss per share have a per share exercise price of $ 11.03 (see Note 16). Performance share units are potentially dilutive when the related performance criterion has been met.
Note 14. Share-Based Compensation
The following table lists the components of share-based compensation expense by type of award, which is recognized in the “Selling, general, and administrative expense” line in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).
Three Months Ended
September 30, Nine Months Ended
September 30,
2025 2024 2025 2024
Restricted stock $ 464 $ 507 $ 1,484 $ 1,626
Performance share units 273 304 893 721
Share-based compensation expense $ 737 $ 811 $ 2,377 $ 2,347
Restricted Stock
The following table presents the status of unvested restricted stock awards as of September 30, 2025, and activity during the nine months then ended.
Nonvested
Restricted
Shares Weighted Average Grant-Date
Fair Value
Unvested at January 1, 2025 2,326 $ 2.18
Granted 682 2.54
Vested ( 772 ) 2.65
Forfeited ( 209 ) 2.58
Unvested at September 30, 2025 2,027 $ 2.08
During the nine months ended September 30, 2025, we granted 682,000 shares of restricted stock to non-executive directors, officers and certain other employees. The shares of these restricted stock awards vest pro-rata generally over three years for employees and over one year for non-executive directors. Total grant date fair value of restricted stock that vested in the nine months ended September 30, 2025, was $ 2.0 million.
Performance Share Units
Performance Share Units (“PSUs”) are a form of long-term incentive compensation awarded to executive officers and certain other key employees designed to directly align the interests of employees to the interests of our stockholders, and to create long-term stockholder value. The following table presents the status of unvested PSUs as of September 30, 2025, and activity during the nine months then ended.
Nonvested PSU Awards Weighted Average Grant-Date
Fair Value
Nonvested at January 1, 2025 3,671 $ 1.45
Granted 266 2.22
Vested ( 12 ) 2.53
Forfeited ( 60 ) 3.25
Nonvested at September 30, 2025 3,865 $ 1.48
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During the nine months ended September 30, 2025, we granted 266,000 PSUs to certain executive officers, which vest, if at all, upon our achieving a specified relative total shareholder return, which will be measured against the total shareholder return of a specified index during the three-year performance period that ends December 31, 2027.
We estimated the grant date fair value of the PSU awards using the Monte Carlo simulation model, as the total shareholder return metric and changes in stock price are considered market conditions under ASC Topic 718, Compensation – stock compensation .
Note 15. Accumulated Other Comprehensive Income
The following tables present the components of accumulated other comprehensive income (loss) (“AOCI”).
Foreign Currency Translation Interest rate swap Total
Balance as of June 30, 2025 $ ( 40,588 ) $ — $ ( 40,588 )
Other comprehensive income (loss) before reclassifications 806 — 806
Net other comprehensive income (loss) 806 — 806
Balance as of September 30, 2025 $ ( 39,782 ) $ — $ ( 39,782 )
Balance as of June 30, 2024 $ ( 44,495 ) $ 109 $ ( 44,386 )
Other comprehensive income (loss) before reclassifications 3,970 — 3,970
Amounts reclassified from AOCI to interest expense (1) — ( 109 ) ( 109 )
Net other comprehensive income (loss) 3,970 ( 109 ) 3,861
Balance as of September 30, 2024 $ ( 40,525 ) $ — $ ( 40,525 )
Foreign Currency Translation Interest rate swap Total
Balance as of December 31, 2024 $ ( 48,167 ) $ — $ ( 48,167 )
Other comprehensive income (loss) before reclassifications 8,385 — 8,385
Net other comprehensive income (loss) 8,385 — 8,385
Balance as of September 30, 2025 $ ( 39,782 ) $ — $ ( 39,782 )
Balance as of December 31, 2023 $ ( 38,762 ) $ 1,007 $ ( 37,755 )
Other comprehensive income (loss) before reclassifications ( 1,763 ) — ( 1,763 )
Amounts reclassified from AOCI to interest expense (1) — ( 1,007 ) ( 1,007 )
Net other comprehensive income (loss) ( 1,763 ) ( 1,007 ) ( 2,770 )
Balance as of September 30, 2024 $ ( 40,525 ) $ — $ ( 40,525 )
______________________
(1) Represents gain recognized in interest expense on effective interest rate swap.
Note 16. Fair Value Measurements
Fair value is an exit price representing the expected amount that an entity would receive to sell an asset or pay to transfer a liability in an orderly transaction with market participants at the measurement date. We followed consistent methods and assumptions to estimate fair values as more fully described in the 2024 Annual Report.
Embedded Derivatives
In accordance with ASC 815-15, Derivatives and Hedging - Embedded Derivatives , certain features of our preferred stock and long-term debt were bifurcated and accounted for as derivatives separately.
In conjunction with an amendment to our 2021 Term Loan in 2023, we issued warrants to purchase up to 2.0 million shares of our common stock at an exercise price of $ 0.01 per share (the “2023 Warrants”). The 2023 Warrants are exercisable, in full or in part, at any time prior to June 30, 2033. The 2023 Warrants include anti-dilution adjustments in the event of certain future equity issuances, stock splits, stock dividends, combinations or similar events. During the three months ended June 30, 2024,
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500,000 of the 2023 Warrants were exercised on a cashless basis, resulting in the issuance of 499,000 shares of common stock. As of September 30, 2025, 1.5 million of the 2023 Warrants remain outstanding.
In conjunction with our placement of the Series D Preferred Stock in 2021, we issued warrants to purchase up to 1.9 million shares of our common stock (the “2021 Warrants”). The 2021 Warrants were exercisable, in full or in part, at an exercise price of $ 0.01 per share, subject to anti-dilution adjustments in the event of certain future equity issuances, stock splits, stock dividends, combinations or similar events. During the three months ended March 31, 2024, all of the 2021 Warrants were exercised on a cashless basis, resulting in the issuance of 1,896,000 shares of common stock.
In conjunction with our placement of Series B Preferred Stock in 2019, we issued detachable warrants to purchase up to 1.5 million shares of our common stock (the “2019 Warrants”). The 2019 Warrants, are exercisable, in full or in part, at any time prior to December 11, 2026, at an exercise price of $ 11.03 per share, and are subject to anti-dilution adjustments in the event of future below market issuances, stock splits, stock dividends, combinations or similar events.
The following table presents the change in the liability balance of the embedded derivatives during the nine months ended September 30, 2025.
Balance as of December 31, 2024 $ 5,192
Change in fair value (1) ( 2,109 )
Balance as of September 30, 2025 $ 3,083
_______________________________
(1) Changes in the fair value are recognized in the “Other income, net” line in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).
The following tables show the fair values of the embedded derivatives within the fair value hierarchy.
September 30, 2025 Quoted Prices in Active Markets for Identical Assets
(Level 1) Significant Other Observable Inputs
(Level 2) Significant Unobservable Inputs
(Level 3)
Derivative liability - other non-current liabilities $ 3,004 $ — $ 79
December 31, 2024 Quoted Prices in Active Markets for Identical Assets
(Level 1) Significant Other Observable Inputs
(Level 2) Significant Unobservable Inputs
(Level 3)
Derivative liability - other non-current liabilities $ 4,776 $ — $ 416
The fair value of the 2023 Warrants and 2021 Warrants is determined using the observable market price of a share of our common stock, less the $ 0.01 per share exercise price (Level 1).
The fair value of the 2019 Warrants is determined using a valuation model that utilizes unobservable inputs to determine the probability that the 2019 Warrants will remain outstanding for future periods (Level 3). The probabilities resulted in a weighted average term of 1.8 years and 2.0 years as of September 30, 2025 and December 31, 2024, respectively.
Interest Rate Swap
On July 22, 2021, we entered into a fixed-rate interest rate swap agreement to change the LIBOR-based component of the interest rate on a portion of our variable rate debt to a fixed rate of 1.291 % (the “2021 Swap”). The 2021 Swap had a notional amount of $ 60.0 million and a maturity date of July 31, 2024. We designated the 2021 Swap as a cash flow hedge at inception with cash settlements recognized in interest expense. During the first quarter of 2023, we terminated the 2021 Swap and received cash proceeds of $ 2.5 million, which was the then fair value of the 2021 Swap. Since the 2021 Swap was an effective cash flow hedge and the forecasted interest payments remain probable of occurring, the gain was recognized as a reduction to interest expense through the original maturity date of July 31, 2024.
During the three and nine months ended September 30, 2024, we recognized an interest benefit of $ 0.2 million and $ 1.0 million, respectively, from gains recognized in interest expense on the effective interest rate swap in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).
Fair Value Disclosures
Our financial instruments that are subject to fair value disclosure consist of cash and cash equivalents, accounts receivable, accounts payable, and debt. As of September 30, 2025 and December 31, 2024, the carrying values of these financial instruments, except for debt, approximated fair value. The fair value of our debt was $ 153.9 million and $ 147.8 million, with a carrying amount of $ 154.9 million and $ 148.6 million, as of September 30, 2025 and December 31, 2024, respectively. The
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fair value of debt was calculated by discounting the future cash flows to its present value using prevailing market interest rates for debt with similar creditworthiness, terms and maturities (Level 3).
Note 17. Plant Optimization Activities
During the second half of 2024, we took specific steps to consolidate our footprint by identifying two manufacturing facilities to close due to volume rationalization which will reduce costs and improve operational efficiency. In January 2025, we ceased production activities at our Mobile Solutions plant in Juarez, Mexico, and in March 2025 we ended production activity at our Mobile Solutions plant in Dowagiac, Michigan. In addition, we implemented operational and cost optimization actions to reduce indirect and overhead costs.
As of June 30, 2025, we substantially completed the facility closures and organizational changes. We estimate incurring $ 13.6 million in charges and once fully implemented, we expect to recognize annual benefits of approximately $ 5.4 million. We have recognized cumulative costs of $ 13.4 million, with $ 5.5 million recognized in the “Cost of sales” line, $ 1.4 million in the “Selling, general, and administrative expense” line, and $ 6.5 million in the “Other expense (income), net” line in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss). All costs incurred have been recognized in the Mobile Solutions segment.
The following is a summary of costs incurred and amounts accrued during the nine months ended September 30, 2025.
Severance and employee related Impairment of property and equipment Costs associated with exit or disposal activities Total
Balance as of December 31, 2023 $ — $ — $ — $ —
Restructuring costs 3,267 6,546 2,787 12,600
Amounts paid ( 581 ) — ( 257 ) ( 838 )
Charges against assets — ( 6,546 ) ( 2,530 ) ( 9,076 )
Balance as of December 31, 2024 $ 2,686 $ — $ — $ 2,686
Restructuring costs 380 — 401 781
Amounts paid ( 2,361 ) — ( 401 ) ( 2,762 )
Balance as of September 30, 2025 $ 705 $ — $ — $ 705
Voluntary Early Retirement Program
During the nine months ended September 30, 2025, we recognized $ 0.4 million related to an early retirement incentive program (“ERIP”) that was open to certain U.S. employees that met specified age and service requirements, and who terminated employment in 2025. The estimated total cost of the ERIP, including costs recognized in 2024, is $ 1.6 million with all benefit payments expected to be made in 2025.
Note 18. Divestiture
On July 2, 2024, we completed the sale of our Lubbock operations, known as Industrial Molding Corporation (“IMC”), for $ 17.0 million in cash, subject to customary purchase price adjustments. We received net proceeds of $ 15.4 million after paying certain transaction costs, which was used to repay a portion of the outstanding borrowings under the Term Loan Facility. We determined that the sale of IMC did not represent a strategic shift that will have a major effect on the consolidated results of operations, therefore the results of this business will continue to be reported within our Power Solutions segment. The gain on sale of business is recognized in the “Other income, net” line in the Condensed Consolidated Statements of Operations and Comprehensive Income (Loss).
The following is a summary of the net gain recognized in connection with the divestiture:
Net proceeds $ 17,000
Net assets disposed 8,281
Direct costs to sell 1,565
Gain on sale of business $ 7,154
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