Item 1. Financial Statements
Item 1. Financial Statements
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Park-Ohio Holdings Corp. and Subsidiaries
Condensed Consolidated Balance Sheets
(Unaudited)
June 30,
2022 December 31,
2021
(In millions)
ASSETS
Current assets:
Cash and cash equivalents $ 61.1 $ 54.1
Accounts receivable, net 294.8 255.3
Inventories, net 413.1 382.9
Prepaid and other current assets 81.7 83.2
Total current assets 850.7 775.5
Property, plant and equipment, net 224.8 229.1
Operating lease right-of-use assets 59.7 63.4
Goodwill 102.4 106.0
Intangible assets, net 75.5 81.7
Other long-term assets 105.2 104.3
Total assets $ 1,418.3 $ 1,360.0
LIABILITIES AND SHAREHOLDERS' EQUITY
Current liabilities:
Trade accounts payable $ 226.0 $ 194.0
Current portion of long-term debt and short-term debt 10.3 10.7
Current portion of operating lease liabilities 12.2 12.8
Accrued expenses and other 111.0 131.5
Total current liabilities 359.5 349.0
Long-term liabilities, less current portion:
Long-term debt 655.6 591.5
Long-term operating lease liabilities 47.6 50.7
Other long-term liabilities 41.8 44.0
Total long-term liabilities 745.0 686.2
Park-Ohio Holdings Corp. and Subsidiaries shareholders' equity 302.4 314.1
Noncontrolling interests 11.4 10.7
Total equity 313.8 324.8
Total liabilities and shareholders' equity $ 1,418.3 $ 1,360.0
Refer to the accompanying notes to these unaudited condensed consolidated financial statements.
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Park-Ohio Holdings Corp. and Subsidiaries
Condensed Consolidated Statements of Operations (Unaudited)
Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
(In millions, except per share data)
Net sales $ 428.6 $ 350.0 $ 847.0 $ 709.6
Cost of sales 378.8 310.1 743.5 617.7
Gross profit 49.8 39.9 103.5 91.9
Selling, general and administrative expenses 45.0 43.3 90.8 83.0
Gain on sale of assets ( 2.9 ) — ( 2.9 ) —
Operating income (loss) 7.7 ( 3.4 ) 15.6 8.9
Other components of pension income and other postretirement benefits expense, net
2.8 2.5 5.6 4.9
Interest expense, net ( 8.3 ) ( 7.4 ) ( 16.1 ) ( 14.8 )
Income (loss) before income taxes 2.2 ( 8.3 ) 5.1 ( 1.0 )
Income tax (expense) benefit ( 0.7 ) 2.8 2.7 0.9
Net income (loss) 1.5 ( 5.5 ) 7.8 ( 0.1 )
Net (income) loss attributable to noncontrolling interests ( 0.5 ) 0.2 ( 0.7 ) 0.3
Net income (loss) attributable to Park-Ohio Holdings Corp. common shareholders $ 1.0 $ ( 5.3 ) $ 7.1 $ 0.2
Income (loss) per common share attributable to Park-Ohio Holdings Corp. common shareholders:
Basic $ 0.08 $ ( 0.44 ) $ 0.59 $ 0.02
Diluted $ 0.08 $ ( 0.44 ) $ 0.58 $ 0.02
Weighted-average shares used to compute income (loss) per share:
Basic 12.1 12.0 12.1 12.0
Diluted 12.2 12.0 12.2 12.3
Refer to the accompanying notes to these unaudited condensed consolidated financial statements.
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Park-Ohio Holdings Corp. and Subsidiaries
Condensed Consolidated Statements of Comprehensive Income (Loss) (Unaudited)
Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
(In millions)
Net income (loss) $ 1.5 $ ( 5.5 ) $ 7.8 $ ( 0.1 )
Other comprehensive (loss) income, net of tax:
Currency translation ( 14.6 ) 1.6 ( 18.5 ) ( 2.7 )
Foreign currency forward contracts ( 0.2 ) — 0.5 —
Pension and other postretirement benefits — 0.2 0.1 0.4
Total other comprehensive (loss) income ( 14.8 ) 1.8 ( 17.9 ) ( 2.3 )
Total comprehensive loss, net of tax ( 13.3 ) ( 3.7 ) ( 10.1 ) ( 2.4 )
Comprehensive (income) loss attributable to noncontrolling interests ( 0.5 ) 0.2 ( 0.7 ) 0.3
Comprehensive loss attributable to Park-Ohio Holdings Corp. common shareholders $ ( 13.8 ) $ ( 3.5 ) $ ( 10.8 ) $ ( 2.1 )
Refer to the accompanying notes to these unaudited condensed consolidated financial statements.
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Park-Ohio Holdings Corp. and Subsidiaries
Condensed Consolidated Statements of Shareholders' Equity (Unaudited)
Common Stock
Shares Amount Additional
Paid-In
Capital Retained
Earnings Treasury Stock Accumulated
Other
Comprehensive Loss Noncontrolling Interests Total
(In whole shares) (In millions)
Balance at January 1, 2022 16,339,722 $ 16.3 $ 142.9 $ 259.4 $ ( 85.3 ) $ ( 19.2 ) $ 10.7 $ 324.8
Other comprehensive
income (loss) — — — 6.1 — ( 3.1 ) 0.2 3.2
Stock-based compensation expense — — 1.6 — — — — 1.6
Stock-based compensation activity ( 5,502 ) — — — — — — —
Dividends — — — ( 1.6 ) — — — ( 1.6 )
Payments of withholding taxes on share awards
— — — — ( 0.1 ) — — ( 0.1 )
Balance at March 31, 2022 16,334,220 16.3 144.5 263.9 ( 85.4 ) ( 22.3 ) 10.9 327.9
Other comprehensive income (loss) — — — 1.0 — ( 14.8 ) 0.5 ( 13.3 )
Stock-based compensation expense — — 1.8 — — — — 1.8
Stock-based compensation activity 308,621 0.3 ( 0.3 ) — — — — —
Dividends — — — ( 1.6 ) — — — ( 1.6 )
Payments of withholding taxes on share awards
— — — — ( 1.0 ) — — ( 1.0 )
Balance at June 30, 2022 16,642,841 $ 16.6 $ 146.0 $ 263.3 $ ( 86.4 ) $ ( 37.1 ) $ 11.4 $ 313.8
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Common Stock
Shares Amount Additional
Paid-In
Capital Retained
Earnings Treasury Stock Accumulated
Other
Comprehensive Loss Noncontrolling Interests Total
(In whole shares) (In millions)
Balance at January 1, 2021 16,148,791 $ 16.1 $ 135.5 $ 290.5 $ ( 79.8 ) $ ( 18.1 ) $ 13.7 $ 357.9
Other comprehensive
income (loss) — — — 5.5 — ( 4.1 ) ( 0.1 ) 1.3
Stock-based compensation expense — — 1.6 — — — — 1.6
Stock-based compensation activity ( 6,667 ) — — — — — — —
Dividends — — — ( 1.6 ) — — — ( 1.6 )
Increase in Park-Ohio ownership interest — — 1.1 — — — ( 1.1 ) —
Payments of withholding taxes on share awards
— — — — ( 0.1 ) — — ( 0.1 )
Balance at March 31, 2021 16,142,124 16.1 138.2 294.4 ( 79.9 ) ( 22.2 ) 12.5 359.1
Other comprehensive (loss) income — — — ( 5.3 ) — 1.8 ( 0.2 ) ( 3.7 )
Stock-based compensation expense — — 1.4 — — — — 1.4
Stock-based compensation activity 174,746 0.2 ( 0.2 ) — — — — —
Dividends — — — ( 1.5 ) — — — ( 1.5 )
Payments of withholding taxes on share awards
— — — — ( 2.1 ) — — ( 2.1 )
Balance at June 30, 2021 16,316,870 $ 16.3 $ 139.4 $ 287.6 $ ( 82.0 ) $ ( 20.4 ) $ 12.3 $ 353.2
Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
Dividends per common share $ 0.125 $ 0.125 $ 0.250 $ 0.250
Refer to the accompanying notes to these unaudited condensed consolidated financial statements.
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Park-Ohio Holdings Corp. and Subsidiaries
Condensed Consolidated Statements of Cash Flows (Unaudited)
Six Months Ended June 30,
2022 2021
(In millions)
OPERATING ACTIVITIES
Net income (loss) $ 7.8 $ ( 0.1 )
Adjustments to reconcile net income to net cash (used) provided by operating activities:
Depreciation and amortization 18.9 19.3
Stock-based compensation expense 3.4 3.0
Gain on sale of assets ( 2.9 ) —
Changes in operating assets and liabilities:
Accounts receivable ( 45.3 ) 4.9
Inventories ( 35.9 ) ( 50.5 )
Prepaid and other current assets ( 2.3 ) ( 3.8 )
Accounts payable and accrued expenses 19.1 9.2
Other ( 1.0 ) ( 5.3 )
Net cash used in operating activities ( 38.2 ) ( 23.3 )
INVESTING ACTIVITIES
Purchases of property, plant and equipment ( 15.5 ) ( 14.4 )
Proceeds from sale of assets 4.0 —
Business acquisition, net of cash acquired — ( 5.4 )
Net cash used in investing activities ( 11.5 ) ( 19.8 )
FINANCING ACTIVITIES
Proceeds from revolving credit facility, net 67.9 55.0
Payments on other debt ( 1.3 ) ( 4.5 )
Proceeds from other debt 1.3 1.8
Payments on finance lease facilities, net ( 3.0 ) ( 3.3 )
Dividends ( 3.2 ) ( 3.1 )
Payments of withholding taxes on share awards ( 1.1 ) ( 2.2 )
Net cash provided by financing activities 60.6 43.7
Effect of exchange rate changes on cash ( 3.9 ) ( 0.3 )
Increase in cash and cash equivalents 7.0 0.3
Cash and cash equivalents at beginning of period 54.1 55.0
Cash and cash equivalents at end of period $ 61.1 $ 55.3
Interest paid $ 15.4 $ 14.3
Income taxes paid $ 2.7 $ 6.4
Refer to the accompanying notes to these unaudited condensed consolidated financial statements.
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Park-Ohio Holdings Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
June 30, 2022
NOTE 1 — Basis of Presentation
The condensed consolidated financial statements include the accounts of Park-Ohio Holdings Corp. and its subsidiaries (collectively, “we,” “our” or the “Company”). All intercompany accounts and transactions have been eliminated in consolidation.
The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with accounting principles generally accepted for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all of the information and footnotes required by generally accepted accounting principles in the United States (“U.S. GAAP”) for complete financial statements. In the opinion of management, all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation have been included. Operating results for the three- and six-month periods ended June 30, 2022 are not necessarily indicative of the results that may be expected for the year ending December 31, 2022. The balance sheet at December 31, 2021 has been derived from the audited financial statements at that date but does not include all of the information and footnotes required by generally accepted accounting principles for complete financial statements. For further information, refer to the consolidated financial statements and footnotes thereto included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.
The preparation of financial statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, 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. Actual results could differ from those estimates.
NOTE 2 — New Accounting Pronouncements
Recent Accounting Pronouncements Not Yet Adopted
In March 2020, the FASB issued ASU 2020-04, “Reference Rate Reform (Topic 848): Facilitation of the Effects of Reference Rate Reform on Financial Reporting,” which was issued in response to concerns about structural risks of interbank offered rates, and, particularly, the risk of cessation of the London Interbank Offered Rate. The guidance is effective upon issuance and may be adopted on any date on or after March 12, 2020. However, the relief is temporary and generally cannot be applied to contract modifications that occur after December 31, 2022 or hedging relationships entered into or evaluated after that date. This standard is not expected to have a material impact once adopted.
No other recently-issued ASUs are expected to have a material impact on our results of operations, financial condition or liquidity.
NOTE 3 - Revenue
We disaggregate our revenue by product line and geographic region of our customer as we believe these metrics best depict how the nature, amount, timing and uncertainty of our revenues and cash flows are affected by economic factors. See details in the tables below.
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Park-Ohio Holdings Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
June 30, 2022
Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
(In millions)
PRODUCT LINE
Supply Technologies $ 154.2 $ 135.2 $ 300.4 $ 271.7
Engineered specialty fasteners and other products 21.6 19.8 44.2 41.0
Supply Technologies Segment 175.8 155.0 344.6 312.7
Fuel, rubber and plastic products 94.9 75.0 193.2 157.4
Aluminum products 59.3 34.5 119.6 78.1
Assembly Components Segment 154.2 109.5 312.8 235.5
Industrial equipment 69.5 62.6 133.8 117.9
Forged and machined products 29.1 22.9 55.8 43.5
Engineered Products Segment 98.6 85.5 189.6 161.4
Total revenues $ 428.6 $ 350.0 $ 847.0 $ 709.6
Supply Technologies Segment Assembly Components Segment Engineered Products Segment Total Revenues
(In millions)
Three Months Ended June 30, 2022
GEOGRAPHIC REGION
United States $ 108.0 $ 111.7 $ 58.6 $ 278.3
Europe 30.7 4.7 14.4 49.8
Asia 16.9 4.2 12.3 33.4
Mexico 16.5 14.2 3.9 34.6
Canada 3.1 18.7 5.5 27.3
Other 0.6 0.7 3.9 5.2
Total $ 175.8 $ 154.2 $ 98.6 $ 428.6
Three Months Ended June 30, 2021
GEOGRAPHIC REGION
United States $ 91.8 $ 76.3 $ 42.2 $ 210.3
Europe 27.9 3.5 18.1 49.5
Asia 16.6 5.6 13.3 35.5
Mexico 15.9 10.1 4.5 30.5
Canada 2.8 13.6 5.3 21.7
Other — 0.4 2.1 2.5
Total $ 155.0 $ 109.5 $ 85.5 $ 350.0
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Park-Ohio Holdings Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
June 30, 2022
Supply Technologies Segment Assembly Components Segment Engineered Products Segment Total Revenues
(In millions)
Six Months Ended June 30, 2022
GEOGRAPHIC REGION
United States $ 209.6 $ 224.1 $ 110.8 $ 544.5
Europe 62.6 9.0 30.5 102.1
Asia 31.8 9.4 25.0 66.2
Mexico 32.7 28.8 8.0 69.5
Canada 6.1 40.3 10.1 56.5
Other 1.8 1.2 5.2 8.2
Total $ 344.6 $ 312.8 $ 189.6 $ 847.0
Six Months Ended June 30, 2021
GEOGRAPHIC REGION
United States $ 188.9 $ 163.9 $ 80.3 $ 433.1
Europe 56.8 7.3 31.5 95.6
Asia 27.7 12.4 26.5 66.6
Mexico 32.6 20.8 8.4 61.8
Canada 5.7 30.2 9.0 44.9
Other 1.0 0.9 5.7 7.6
Total $ 312.7 $ 235.5 $ 161.4 $ 709.6
For over time arrangements, contract liabilities primarily relate to advances or deposits received from the Company’s customers before revenue is recognized. These amounts, which totaled $ 43.3 million and $ 51.7 million at June 30, 2022 and December 31, 2021, respectively, are recorded in Accrued expenses and other in the Condensed Consolidated Balance Sheets.
For over time arrangements, contract assets primarily relate to revenue recognized in advance of billings to customers under long-term contracts accounted for under percentage of completion. These amounts, which totaled $ 51.3 million and $ 55.0 million at June 30, 2022 and December 31, 2021, respectively, are recorded in Prepaid and other current assets in the Condensed Consolidated Balance Sheets.
NOTE 4 — Segments
Our operating segments are defined as components of the enterprise for which separate financial information is available and evaluated on a regular basis by our chief operating decision maker to allocate resources and assess performance.
For purposes of measuring business segment performance, the Company utilizes segment operating income, which is defined as revenues less expenses identifiable to the product lines within each segment. The Company does not allocate items that are non-operating; unusual in nature; or corporate costs, which include but are not limited to executive and share-based compensation and corporate office costs. Segment operating income reconciles to consolidated income before income taxes by deducting corporate costs; Other components of pension income and other postretirement benefits expense, net; and interest expense, net.
Results by business segment were as follows:
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Park-Ohio Holdings Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
June 30, 2022
Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
(In millions)
Net sales:
Supply Technologies $ 175.8 $ 155.0 $ 344.6 $ 312.7
Assembly Components 154.2 109.5 312.8 235.5
Engineered Products 98.6 85.5 189.6 161.4
$ 428.6 $ 350.0 $ 847.0 $ 709.6
Segment operating income (loss):
Supply Technologies $ 12.7 $ 10.2 $ 24.7 $ 22.5
Assembly Components ( 7.5 ) ( 6.1 ) ( 5.5 ) 0.3
Engineered Products 7.1 ( 0.7 ) 8.9 ( 1.9 )
Total segment operating income 12.3 3.4 28.1 20.9
Corporate costs ( 7.5 ) ( 6.8 ) ( 15.4 ) ( 12.0 )
Gain on sale of assets 2.9 — 2.9 —
Operating income (loss) 7.7 ( 3.4 ) 15.6 8.9
Other components of pension income and other postretirement benefits expense, net
2.8 2.5 5.6 4.9
Interest expense, net ( 8.3 ) ( 7.4 ) ( 16.1 ) ( 14.8 )
Income (loss) before income taxes $ 2.2 $ ( 8.3 ) $ 5.1 $ ( 1.0 )
NOTE 5 — Plant Closure and Consolidation
In the three and six months ended June 30, 2022 , the Company recorded expenses totaling $ 4.2 million and $ 6.2 million, respectively, in its Assembly Components segment in connection with its plant closure and consolidation and other activities. For the three months ended June 30, 2022, e xpenses of $ 4.1 million were included in Cost of sales and $ 0.1 million were included in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations. For the six months ended June 30, 2022, e xpenses of $ 5.9 million were included in Cost of sales and $ 0.3 million were included in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations. The Company expects to incur additional restructuring costs of approximately $ 1.0 million in this segment in the remainder of 2022.
In the three and six months ended June 30, 2022 , the Company recorded expenses totaling $ 0.8 million and $ 1.4 million, respectively, in its Engineered Products segment in connection with plant closure and consolidation activities. The expenses are included in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations, and consisted of severance of $ 0.1 million and $ 0.2 million, respectively, and other restructuring activities of $ 0.8 million and $ 1.2 million, respectively. The Company expects to incur additional costs of approximately $ 5.0 million related to the initiatives in this segment in the remainder of 2022.
In the three and six months ended June 30, 2021 , the Company recorded expenses totaling $ 0.8 million and $ 1.3 million, respectively, in its Assembly Components segment in connection with actions taken to close and consolidate its extrusion operations in Tennessee and its fuel operations in Michigan, and to complete other cost-reduction actions in this segment. The expenses, which were included in Cost of sales in the Condensed Consolidated Statements of Operations, were comprised of severance of $ 0.1 million and $ 0.3 million, respectively, and other facility-related costs of $ 0.7 million and $ 1.0 million, respectively.
In the three and six months ended June 30, 2021 , the Company recorded expenses totaling $ 0.6 million and $ 1.3 million, respectively, in its Engineered Products segment in connection with plant closure and consolidation activities. The expenses are included in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations.
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Park-Ohio Holdings Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
June 30, 2022
NOTE 6 — Inventories
Inventories, net consist of the following:
June 30, 2022 December 31, 2021
(In millions)
Raw materials and supplies $ 134.1 $ 114.2
Work-in-process 52.1 49.6
Finished goods 226.9 219.1
Inventories, net $ 413.1 $ 382.9
NOTE 7 — Accrued Warranty Costs
The Company estimates warranty claims that may be incurred based on current and historical data of products sold. Actual warranty expense could differ from the estimates made by the Company based on product performance. The following table presents changes in the Company’s product warranty liability for the three and six months ended June 30, 2022 and 2021:
Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
(In millions)
Beginning balance $ 6.7 $ 6.5 $ 7.2 $ 6.4
Claims paid ( 0.2 ) ( 0.9 ) ( 0.9 ) ( 1.2 )
Warranty expense 0.5 2.0 0.7 2.4
Ending balance $ 7.0 $ 7.6 $ 7.0 $ 7.6
NOTE 8 — Income Taxes
The Company’s tax provision for interim periods is determined using an estimate of its annual effective rate, adjusted for discrete items, if any, in each period.
In the three months ended June 30, 2022, income tax expense was $ 0.7 million, representing an effective income tax rate of 32 %. This rate is higher than the U.S. statutory rate of 21% primarily due to the unfavorable impact of stock compensation deduction. In the three months ended June 30, 2021, income tax benefit was $ 2.8 million, representing an effective income tax rate of 34 %. This rate is higher than the U.S. statutory rate of 21% primarily due to the additional benefit recorded as result of the net operating loss carryback claim under the Coronavirus Aid, Relief, and Economic Security ("CARES") Act and amended returns filed during the quarter.
In the six months ended June 30, 2022, income tax benefit was $ 2.7 million on pre-tax income of $ 5.1 million. The benefit included a discrete tax benefit of $ 4.1 million related to a federal research and development credit. In the six months ended June 30, 2021, income tax benefit was $ 0.9 million, representing an effective income tax rate of 90 %. This rate is higher than the U.S. statutory rate of 21% primarily due to the additional benefit recorded as result of the net operating loss carryback claim under the CARES Act and the composition of earnings.
NOTE 9 — Financing Arrangements
Debt consists of the following:
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Park-Ohio Holdings Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
June 30, 2022
Carrying Value at
Maturity Date Interest Rate at
June 30, 2022 June 30, 2022 December 31, 2021
(In millions)
Senior Notes April 15, 2027 6.625 % $ 350.0 $ 350.0
Revolving credit facility November 26, 2024 2.34 % 288.4 221.1
Finance Leases Various Various 14.5 17.5
Other Various Various 16.5 17.5
Total debt 669.4 606.1
Less current portion of long-term debt and short-term debt ( 10.3 ) ( 10.7 )
Less unamortized debt issuance costs ( 3.5 ) ( 3.9 )
Total long-term debt, net $ 655.6 $ 591.5
Park-Ohio's Seventh Amended and Restated Credit Agreement (the “Credit Agreement”) provides for a revolving credit facility in the amount of $ 405.0 million, including a $ 40.0 million Canadian revolving subcommitment and a European revolving subcommitment in the amount of $ 30.0 million. Pursuant to the Credit Agreement, the Company has the option to increase the availability under the revolving credit facility by an aggregate incremental amount up to $ 70.0 million. The Credit Agreement matures on November 26, 2024. As of June 30, 2022, we had borrowing availability of $ 101.5 million under the Credit Agreement.
We had outstanding bank guarantees and letters of credit under the Credit Agreement of approximately $ 45.2 million at June 30, 2022 and $ 39.7 million at December 31, 2021.
In 2017, Park-Ohio completed the issuance, in a private placement, of $ 350.0 million aggregate principal amount of 6.625 % Senior Notes due 2027 (the “Notes”). The Notes are unsecured senior obligations of Park-Ohio and are guaranteed on an unsecured senior basis by the 100 % owned material domestic subsidiaries of Park-Ohio.
In 2015, the Company entered into a finance lease agreement (the “Lease Agreement”). The Lease Agreement provides the Company up to $ 50.0 million for finance leases. Finance lease obligations of $ 14.5 million were borrowed under the Lease Agreement to acquire machinery and equipment as of June 30, 2022.
In 2015, the Company, through its Southwest Steel Processing LLC subsidiary, entered into a financing agreement with the Arkansas Development Finance Authority, which matures in September 2025. The financing agreement provides the Company the ability to borrow up to $ 11.0 million for expansion of its manufacturing facility in Arkansas. The Company had $ 5.0 million of borrowings outstanding under this agreement as of June 30, 2022, which is included in Other above.
The following table represents fair value information of the Notes, classified as Level 1 using estimated quoted market prices.
June 30, 2022 December 31, 2021
(In millions)
Carrying amount $ 350.0 $ 350.0
Fair value $ 276.5 $ 337.6
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Park-Ohio Holdings Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
June 30, 2022
NOTE 10 — Stock-Based Compensation
A summary of restricted share activity for the six months ended June 30, 2022 is as follows:
2022
Time-Based Performance-Based
Number of Shares Weighted Average
Grant Date
Fair Value Number of Shares Weighted Average
Grant Date
Fair Value
(In whole shares) (In whole shares)
Outstanding - beginning of year 655,093 $ 24.62 50,000 $ 32.55
Granted (a)
325,765 16.03 — —
Vested ( 173,035 ) 25.38 — —
Canceled or expired ( 10,246 ) 23.39 — —
Outstanding - end of period 797,577 $ 20.96 50,000 $ 32.55
(a) - Included in this amount are 12,500 restricted share units.
Stock-based compensation is included in Selling, general and administrative expenses in the Condensed Consolidated Statements of Operations. Total stock-based compensation expense was $ 1.8 million and $ 1.4 million for the three months ended June 30, 2022 and 2021, respectively. Total stock-based compensation expense was $ 3.4 million and $ 3.0 million for the six months ended June 30, 2022 and 2021, respectively. As of June 30, 2022, there was $ 11.6 million of unrecognized compensation cost related to non-vested stock-based compensation, which cost is expected to be recognized over a weighted-average period of 2.0 years.
NOTE 11 — Commitments and Contingencies
The Company is subject to a variety of claims, suits, investigations and administrative proceedings with respect to commercial, premises liability, product liability, employment, personal injury and environmental matters arising from the ordinary course of business. The Company records a liability for loss contingencies in the consolidated financial statements when a loss is known or considered probable and the amount can be reasonably estimated. Our provisions are based on historical experience, current information and legal advice, and they may be adjusted in the future based on new developments. Estimating probable losses requires the analysis of multiple forecasted factors that often depend on judgments and potential actions by third parties. Although it is not possible to predict with certainty the ultimate outcome or cost of these matters, the Company believes they will not have a material adverse effect on our consolidated financial statements.
Our subsidiaries are involved in a number of contractual and warranty-related disputes. We believe that appropriate liabilities for these contingencies have been recorded; however, actual results may differ materially from our estimates.
In addition to the routine lawsuits and asserted claims noted above, we are also a co-defendant in 99 cases asserting claims on behalf of 161 plaintiffs alleging personal injury as a result of exposure to asbestos. In every asbestos case in which we are named as a party, the complaints are filed against multiple named defendants. Historically, we have been dismissed from asbestos cases. We intend to vigorously defend these cases and believe we will continue to be successful in being dismissed from such cases.
While it is not possible to predict the ultimate outcome of asbestos-related lawsuits, claims and proceedings due to the unpredictable nature of personal injury litigation, and although our results of operations and cash flows for a particular period could be adversely affected by asbestos-related lawsuits, claims and proceedings, management believes that the ultimate resolution of these matters will not have a material adverse effect on our financial condition, liquidity or results of operations.
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Park-Ohio Holdings Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
June 30, 2022
NOTE 12 — Pension and Postretirement Benefits
The components of net periodic benefit (income) expense costs recognized for the three and six months ended June 30, 2022 and 2021 were as follows:
Pension Benefits Postretirement Benefits
Three Months Ended June 30, Six Months Ended June 30, Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021 2022 2021 2022 2021
(In millions)
Service costs $ 1.1 $ 1.1 $ 2.2 $ 2.2 $ — $ — $ — $ —
Interest costs 0.5 0.4 0.9 0.7 0.1 0.1 0.1 0.1
Expected return on plan assets ( 3.3 ) ( 3.1 ) ( 6.5 ) ( 6.2 ) ( 0.1 ) — ( 0.2 ) —
Recognized net actuarial loss — 0.2 — 0.4 — 0.1 0.1 0.2
Net periodic benefit (income) expense $ ( 1.7 ) $ ( 1.4 ) $ ( 3.4 ) $ ( 2.9 ) $ — $ 0.2 $ — $ 0.3
NOTE 13 — Accumulated Other Comprehensive Loss
The components of and changes in accumulated other comprehensive loss for the three and six months ended June 30, 2022 and 2021 were as follows:
Cumulative Translation Adjustment Cash Flow Hedges Pension and Postretirement Benefits Total Cumulative Translation Adjustment Cash Flow Hedges Pension and Postretirement Benefits Total
(In millions)
Three Months Ended June 30, 2022 Three Months Ended June 30, 2021
Beginning balance $ ( 22.2 ) $ 0.7 $ ( 0.8 ) $ ( 22.3 ) $ ( 12.6 ) $ — $ ( 9.6 ) $ ( 22.2 )
Currency translation (a)
( 14.6 ) — — ( 14.6 ) 1.6 — — 1.6
Foreign currency forward contracts — ( 0.2 ) — ( 0.2 ) — — — —
Pension and OPEB activity, net of tax — — — — — — 0.2 0.2
Ending balance $ ( 36.8 ) $ 0.5 $ ( 0.8 ) $ ( 37.1 ) $ ( 11.0 ) $ — $ ( 9.4 ) $ ( 20.4 )
Six Months Ended June 30, 2022 Six Months Ended June 30, 2021
Beginning balance $ ( 18.3 ) $ — $ ( 0.9 ) $ ( 19.2 ) $ ( 8.3 ) $ — $ ( 9.8 ) $ ( 18.1 )
Currency translation (a)
( 18.5 ) — — ( 18.5 ) ( 2.7 ) — — ( 2.7 )
Foreign currency forward contracts — 0.5 — 0.5 — — — —
Pension and OPEB activity, net of tax — — 0.1 0.1 — — 0.4 0.4
Ending balance $ ( 36.8 ) $ 0.5 $ ( 0.8 ) $ ( 37.1 ) $ ( 11.0 ) $ — $ ( 9.4 ) $ ( 20.4 )
(a) No income taxes were provided on currency translation as foreign earnings are considered permanently reinvested.
NOTE 14 — Weighted-Average Number of Shares Used in Computing Earnings Per Share
The following table sets forth the weighted-average number of shares used in the computation of earnings per share:
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Park-Ohio Holdings Corp. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
June 30, 2022
Three Months Ended June 30, Six Months Ended June 30,
2022 2021 2022 2021
(In millions)
Weighted-average basic shares outstanding 12.1 12.0 12.1 12.0
Plus: Dilutive impact of employee stock awards 0.1 — 0.1 0.3
Weighted-average diluted shares outstanding 12.2 12.0 12.2 12.3
Certain restricted stock awards are anti-dilutive and therefore excluded from the computation of diluted earnings per share. Anti-dilutive shares were 0.3 million and 0.4 million for the three months ended June 30, 2022 and 2021, respectively, and 0.3 million and 0.0 million for the six months ended June 30, 2022 and 2021, respectively.
NOTE 15 — Subsequent Events
On July 22, 2022, the Company's Board of Directors declared a quarterly dividend of $ 0.125 per common share. The dividend will be paid on August 19, 2022 to shareholders of record as of the close of business on August 5, 2022 and will result in a cash outlay of approximately $ 1.6 million.
Effective August 2, 2022, the Company acquired Southern Fasteners & Supply, Inc. (“Southern Fasteners”) for approximately $ 17 million in cash and $ 2 million of notes payable to the sellers. Southern Fasteners, which will be included in our Supply Technologies segment, is headquartered in Winston-Salem, North Carolina and has annual revenues of approximately $ 25 million. Southern Fasteners provides commercial fasteners and industrial supplies to a diverse base of MRO and OEM customers throughout the United States and specializes in the design of customized inventory programs for its customers. Southern Fasteners complements Supply Technologies’ continued efforts to grow the initiatives centered around industrial supply and MRO products to our global OEM customer base.
In addition, the Company finalized the acquisition of Charter Automotive (Changzhou) Co. Ltd. (“Charter”) for approximately $ 11 million of notes payable to the seller. Charter, which will also be included in our Supply Technologies segment, is headquartered in Changzhou, China and has annual revenues of approximately $ 15 million. Charter is strategic to our existing fastener manufacturing business and will accelerate the global growth of its proprietary products to Electric Vehicle and other auto-related platforms.
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Text extracted from the filing as submitted to EDGAR. Formatting, tables and exhibits are simplified for reading; the original document is authoritative for anything you rely on.