CNC Customize Parts Professional Solution & Processing Provider

trimas corporation (trs)

by:QY Precision      2019-10-09
Washington D. Securities and Exchange Commission. C. 20549FORM10-Q(MarkOne)
Quarterly reports submitted under section 13or15 (d)
According to section 13or15, the Securities Trading Act of March 31, 2014 for the quarter ended 1934 (d)
Securities Trading Act from 1934 to the transition period.
Commission file number 001-
10716 TRIMAS (
The exact name of the registrant specified in the articles of association)Delaware(
State or other jurisdiction of company or organization)38-2687639(
IRS employee ID number)
39400 Woodward Avenue, Suite 48304 Bloomfield Hill, Michigan (
Address of main administrative office including postal code)(248)631-5450(
Registrant phone number, including area code)
Indicate by check mark whether the registrant (1)
All reports requested in Section 13 or 15 have been submitted (d)
Securities Trading Act of 1934 within the first 12 months (
Or a short period of time required for the registrant to submit such reports), and (2)
This filing requirement has been bound for the last 90 days. YesxNoo.
Indicate by check mark whether the registrant has electronically submitted and posted on his company\'s website (if any), each Interactive Data File submitted and posted as required by regulation rule 05 05 --
12 months before T (
Or in such a short time that the registrant is required to submit and publish these documents). YesxNoo.
Indicate by check mark whether the registrant is a large accelerated file manager, a non-accelerated file manager
A smaller reporting company.
See the definition of \"large accelerated file manager\", \"accelerated file manager\" and \"small Reporting Company\" in rule 12b
2 of the Trading Act. (Check one)
: Largeaccelatedfilerxaccelatedfileronon-
Reporting Company o (
Do not check asmaller report Company)
Indicate whether the registrant is a shell company by check mark (
Defined in Rule 12b-
2 parts of the transaction law).
YesoNox as of April 29, 2014, the number of outstanding shares of the registrant\'s common stock was $0.
The face value is 227,584 shares.
Company index table for ContentsTriMas.
Financial information-
Find StatementsItem1.
Consolidated Financial Statements Consolidated income statement for the three months ended March 31, 2014 and December 31, 2013 consolidated balance sheet for the three months ended March 31, 2014 and 2013 consolidated income statement for the three months ended March 31, 2014 and 2013 cash flow statement as of March 31 consolidated Statement of 2014 and 2013 Shareholders\' equity for three months ending March 31, 2014
Management Discussion and Analysis of the financial status and results of the operating website.
Quantitative and qualitative disclosure of market risks.
Control and procedures.
Other information 1.
Legal proceedings.
Risk factor 2
Unregistered sales of equity securities and use of proceedsitem3.
Default of senior securities.
Information disclosure of Mine Safety 5.
Other Information 6.
1 catalogue signed by exhibitors-
The report contains forward-looking statements.
Look at the instructions (
Because the term is defined by federal securities law)
About the results of our financial position, operations and business.
You can find many of these statements by looking for words such as \"may\", \"will\", \"recct\", \"anticipate\", \"believe, \"estimates\" and similar words used in this report. These forward-
Forward-looking statements are influenced by many assumptions, risks and uncertainties.
Due to the risk and uncertainty of the statements, the actual results may differ materially from the results expressed or implied in the forward
Look at the report.
We remind readers not to rely too much on these statements, which were not made until the date of this report.
The above warning statement shall be considered in connection with any subsequent forwarding in writing or orally --
We or those who act on our behalf may make forward-looking statements.
We have no obligation to review or confirm the analyst\'s expectations or estimates, nor to publicly publish any revisions to any forward --
Looking for statements to reflect events or circumstances after the date of this report, or to reflect the occurrence of an accident.
You should carefully consider the factors discussed in the first part of our Annual Report on form 10 \"Risk Factors\"
2013 may have a significant impact on our business, financial position or future performance.
The risks described in our Annual Report on Form10
The risks facing our company are not just K.
Additional risks and uncertainties that we do not currently know or that we currently consider irrelevant may also have a significant adverse effect on our business, financial position and operational or cash flow results.
We have revealed some important factors, these factors may lead to significant differences between our actual results and our expectations under Part II, \"Management\'s Discussion and Analysis of Financial Position and operational results\" other in this report place.
These alert statements are eligible for all forwarding
Forward-looking statements of people who belong to us or act on our behalf.
When we indicate that an event, condition, or environment may or will have an adverse effect on us, we mean to include an impact on our business, financial and other conditions, results of operations, prospects and capabilities for debt repayment.
2 tables for ContentsPART I.
Financial information 1.
Consolidated Financial Statements Consolidated balance sheet of the company (Unaudited—
Thousands of dollars)
March31, 204december31 2013 AssetsCurrent Assets: $31,820 $27,000 Cash and cash equivalents for collection, net reserves of about $ month.
$7 million and $3.
6 million as of March 31, 2014, December 31, 2013, respectively226, 380180,210 ventories269 900270,690 Deferred revenue taxes18, 34018,340, prepaid and other existing assets19, 78018,770 total current assets566, 220515,010 equipment, net208, 360206,150 Goodwill310, intangible assets such as 700309,660, net214, 760219,530 other assets48 91050,430 Total assets $1,348,950 $1,300,780 liabilities and equity Current liabilities of shareholders: due within the year, Long
Fixed-term debt $14,000 $10,290 accounts can be paid 15 9,460166, 090 Accrued liabilities 80, 2485, 130 Total current liabilities 25 3,700261, 510Long-
Long term debt384, 190295,450 Deferred income tax 53,92064, 940 Other long term-
Term Liabilities 27099,990 Total liabilities 080721,890 redeemable non-holding rights-
29,480 preferred shares, $0.
01: authorized 100,000,000 shares;
Issued and unreleased: None-—
Common stock, $0.
01: authorized 400,000,000 shares;
Release and highlight: 45,227,584 shares in March 31, 2014 and 45,003,214 shares in December31, 203450. 0paid-
Capital800 accumulated losses of 970816,450 (276,750)(295,320)
Accumulated other comprehensive income of 20027,830, total shareholder equity of 870549,410, total liabilities of 1,348,950, shareholder equity of 1,300 US dollars, US dollars. The accompanying notes are an integral part of these financial statements.
3 Consolidated income statement of Enterprises (Unaudited—
Thousands of Dollars, except per share)
Three months endedMarch, sales of $367,740 $337,780 at cost (271,160)(254,380)
Sales, general and administrative expenses (58083,400)63,990)(59,660)
Operating profit 32, other expenses 59023,740, net: Interest Expenditure (3,470)(5,210)
Other fees, net (1,020)(2,230)
Other fees, net (4,490)(7,440)
Income expenditure 28 and 10016,300 Income tax expenses before income tax (8,720)(2,260)
Net income 19, minus 38014,040: net income of $18,570 attributable to non-controlling equity of TriMas Corporation attributable to basic earnings per share of TriMas Corporation $13,180: Net income per share of $0. 41$0.
34 weighted average of common stock
Basic 44, 768,59439, 234,780 Diluted earnings per share attributable to TriMas Corporation: Net income per share of $0. 41$0.
Weighted average of 33 ordinary shares
Diluted45, 186,11439, 790,524 The note is an integral part of The financial statements.
4 comprehensive income statement of Enterprises (Unaudited—
Thousands of dollars)
Three-month endedMarch, consolidated income of $19,380 $14,040 in income from 201813net: deferred pension plan installment loss (
For the three months ended March 31, 2014 and 80,000, net taxes were $100,000 and $2013, respectively)(Note 15)
180200 translation of foreign currency 1, 880 (2,140)
Net changes in unrealized benefits of derivatives (
For the three months ended March 31, 2014 and 110,000, net taxes were $430,000 and $2013, respectively)(Note10)
310680 Total Other Consolidated income (loss)2,370(1,260)
Total consolidated income 21, less 75012,780: Net income attributable to non-holding equity s8 10860 Consolidated Income attributable to TriMas Corporation amounted to $20,940 11,920. The attached note is
5 Statement of Consolidated Cash Flow Statement of ContentsTriMas company (Unaudited—
Thousands of dollars)
Cash flow generated from operating activities within three months: net income of $19,380, $14,040, Adjusted to reconcile net income with net cash used for operating activities, excluding acquisition impact: loss of Property and equipment disposal 70 10 Depreciation 8, amortization of intangible assets 0307,050, amortization of debt issues 4805,080, deferred income tax (2,820)(1,640)Non-
Cash compensation expenditure 2802,680 excess tax incentives for stock compensation (760)(910)
Increase in accounts receivable (44,960)(38,280)(Increase)
800 reduction in inventory (3,690)(Increase)
Reduction in prepaid and other assets3,560)
Reduction in accounts payable and accrued liabilities (13,910)(18,710)Other, net160(440)
Net cash for operating activities, net acquisition impact (24,670)(37,930)
Cash flow of investment activities: Capital expenditure (9,030)(13,950)
Acquisition business, net cash acquired-(28,230)
Net cash for investment activities (8,790)(41,660)
Cash flow of financing activities: Income from loans borrowed by regular lending institutions 46 and 75054,110 repayment of loans borrowed by regular lending institutions (46,340)(48,840)
Income from Revolving credit loans and accounts receivable business 3. 31. 120268, 800 Repayment of revolving credit and accounts receivable business loans (239,900)(190,800)
Distribution of non-holding rights (580)(550)
Payment of non-controlling equity (51,000)—
In granting options and restricted stock awards to pay tax obligations, the stock waives (2,670)(3,530)
Exercise income of stock options 28080,270 excess tax offers from stock-based compensation 00020 Net cash provided by financing activities 38, 760910 Cash and cash equivalents: period 4, 820680 5 80 ending $31,820 $21,260 Supplementary disclosure cash flow information: Cash for payment of interest $3,010 $3,900 cash for payment of taxes $2,660 7, the accompanying notes are an integral part of these financial statements.
6 Consolidated Statement of shareholders equity companies for the three months ended March 31, 2014 (Unaudited—
Thousands of dollars)Ordinary stocks
Total consolidated income for December 31, 2013 was $450 and $816,450 (295,320)
Net income attributable to TriMas Corporation $27,830 $549-—18,570—
18,570 other consolidated income-——
2,3702, 370 shares surrender when granting options and restricted stock awards to pay tax obligations(2,670)——(2,670)
Stock options and restricted stock investment140——
140 excess tax incentives for stock compensation760——760Non-
Cash compensation fee-2,280——
2,280 acquisition of the remaining 30% interest in Arminak & Associates, LLC (
Deduct the $8 tax. 4 million)(Note 5)—(15,990)——(15,990)
March 31, 2014 balance 450 dollar 800,970 dollars (276,750)
The attached notes are an integral part of these financial statements valued at $30,200 and $554.
7 Notes to ContentsTRIMAS company for Consolidated Financial Statements (unaudited)1.
According to PresentationTriMas
\"TriMas\" or \"Company \")
It is a global product manufacturer and distributor for commercial, industrial and consumer markets.
The company is mainly engaged in the following report-able market segments with different products and market channels: packaging, energy, aerospace and defense, engineering components, Cequent Asia Pacific Europe Africa (\"Cequent APEA\")
And American countries.
For more information about each of the companies that can report market segments, see Note 12, \"market segment information \".
The accompanying consolidated financial statements include the accounts of the company and its subsidiaries, and the management believes that it contains all adjustments, including normal and recurring adjustments, necessary to fairly state the financial position and results of operations.
The results of the operations during the interim period do not necessarily indicate the results of the year.
The accompanying consolidated financial statements and their notes shall be read in conjunction with the company\'s next annual report on form 10K. 2.
The new accounting statement of March 31, 2014, the company has not yet passed any recently issued accounting statements that will have a significant impact on the company\'s operating results or financial position. 3.
On November 2012, the company announced plans to close its manufacturing plant in Goshen, Indiana, to move production from Goshen to a lower location.
Cost manufacturing facilities for the period 2013.
In the fourth quarter of 2013, the company completed the relocation and stopped operating in Goshen.
During the period from 2013, the Company recorded approximately $4 in expenses, mainly due to severance payments obtained for the involuntary dismissal of some 350 union hourly workers.
It\'s about $3.
8 million recorded for the three months ended March 31, 2013 and included in the accompanying consolidated income statement in the cost of sales.
In addition, during the period from 2012, the company recorded the expenses, mainly as part of the closure of approximately $1, severance pay for the laid-off salaried employee. 2 million.
The company paid about $5 through £ 2014.
The total hourly and paid severance pay is 0 million and the remainder is expected to be paid in the medium term2014.
In addition, in the three months ended March 31, 2013, the Company incurred a fee of approximately $0.
Pre-300 milliontax non-
Cash expenses are related to accelerated depreciation expenses, as they shorten the life expectancy of certain machinery, equipment and leased assets that the company no longer uses after the facility is closed. 4.
In the three months ended March 31, 2014, no acquisitions were made.
In the first three months of 2013, the company completed a total acquisition of about $28 million, excluding cash from the acquisition.
The most important of these acquisitions is Martin Nick engineering. (\"Martinic\")
The aerospace and defense Reporting Division of the company is a high
Engineering, precision machining, complex parts for commercial and military aerospace applications, including auxiliary power units and electrical, American-based hydraulic and pneumatic systems generated about $13 million in revenue over the 12 months ended December 31, 2012.
Wurun professional fasteners Co. , Ltd (\"Wulfrun\")
In the company\'s energy reporting department, it is the manufacturer and distributor of professional bolts and CNC machining parts for key oil and gas, pipeline and power generation applications in the United Kingdom, during the 12 months ended December 31, 2012, some $10 million had been generated.
The operating results of the above acquisition are not significant compared with the overall operating results of the company.
8 Notes to ContentsTRIMAS company for Consolidated Financial Statements (Continued)(unaudited)5.
Arminak & Associates acquired Arminak & Associates, LLC in 2012 (\"Arminak\")
The purchase price is about $67.
7 million, included in the packaging report section of the company.
The original purchase agreement provides the company with the option to purchase, and Arminak\'s previous owners offer the option to sell, depending on the multiples of future earnings as defined in the purchase agreement, the remaining 30% non-controlling interest on the future specified date.
Put options and call options can be exercised in the first quarter of 2014, 2015 and 2016, and the original combination of non-holding rights and redemption functions results in redeemable non-controlling equity, this is classified as a permanent equity on the enclosed consolidated balance sheet.
On March 11, 2014, instead of the put option and call option in the original purchase agreement, the Company entered into a new agreement to purchase Arminak\'s full 30% non-holding interest at a cash purchase price of $51. 0 million.
The purchase agreement also includes an additional or cost of up to $7.
0 million, based on certain levels of achievements in financial performance in 2015 to earn the amount.
To estimate or have a fair value at a cost, the company uses the Monte Carlo valuation method, given certain important assumptions (including expected revenue and revenue growth, change volatility and risk using expected future payments.
Since these assumptions are not observable in the market, the calculation represents a three-level fair value measurement.
As at March 31, 2014, the Company recorded an estimated or consideration expenditure of $3. 1 million.
It is expected that the final or cost will be paid in 2016.
As part of the purchase of the remaining Member equity, the company completed the calculation of redeemable non-holding equity on March 11, 2014.
The changes in the book amount of redeemable non-holding rights are summarized as follows: Non-holding rights (
Thousands of dollars)
The opening balance allocated to non-holding equity in December 31, 2013 was $29,480 (580)
Net income attributable to non-holding equity s8 10 final balance, March 11, 2014, $29,710 as of March 11, 2014, the difference between the purchase price of cash and the final redeemable non-holding interest is recorded as a real deduction of taxes, included in the accompanying consolidated statement of shareholders\' equity. 6.
Changes in the book amount of goodwill and other intangible assets for the three months ended March 31, 2014 are outlined below: packaged energy aerospace and defense engineering components
Thousands of dollars)
Balance, $158,060 $75,920 $61,080 $7,420-December 31, 2013-
Foreign currency translation $7,180 $309,660-——
2901,040 a balance March 31, 2014 $158,190 $76,540 $61,080 $7,420 $-
Notes to Consolidated Financial Statements of $7,470 and $310,700 (Continued)(unaudited)
The following is an overview of the general ledger amount and cumulative Amortization of other intangible assets of the company, such as march31, 2014 and december31, 2013.
The company amortized the assets over m1 to 30 years.
As at March 31, 2014, as at December 31, 2013, intangible categories by useful life
Thousands of dollars)Finite-
Living Intangible assets: customer relationship, $105,500 for 5-12 years (38,500)$105,090$(36,260)
Customer relationship 610 in 15-25 years (96,250)154,610(94,200)
Total customer relationship s260, 110 (134,750)259,700(130,460)
Technology, etc. , 39, 010 (1-15 years (29,680)38,980(28,940)
17-30 years 44, 020 (technology and others)25,870)43,990(25,310)
Total technology, etc. 83, 030 (55,550)82,970(54,250)Indefinite-
Living Intangible assets: Trademark/trade name 920-61,570—
Total Other intangible assets of $405,060 (190,300)$404,240$(184,710)
The amortization expenses included in the accompanying consolidated income statement related to intangible assets are summarized as follows
Thousands of dollars)
Technical and Other expenses included in the cost of sales $1,230 $1,210 customer relationship, including in sales, general and administrative expenses 4, total amortized expenses $2503,870 $5,480 5,0
Ventoriesventories consists of the following: March31, 2018december31, 2013 (
Thousands of dollars)
Finished Products $169,200 $173,140 process31, 46031, 880 raw materials 69, 24065,670 total inventory $269,900 $270,690 10 notes to consolidated financial statements of ContentsTRIMAS (Continued)(unaudited)8.
Property and equipment, network Property and equipment are composed of the following components: March31, 2018december31, 2013 (
Thousands of dollars)
Land and land improvement $5,530 $5,520 building s62, 52061,960 machinery and equipment 359,720351, 960427, minus 770419,440: accumulated depreciation 219,2016213, 290 The Net Depreciation fee of $208,360, $206,150 included in the enclosed consolidated income statement, is as follows: as of the 17 th of March 1 (
Thousands of dollars)
Depreciation expense, including depreciation expense of $6,740 $6,060 in sales cost, including sales, management of expense1, 290990 total 7, 0900 depreciation expense of $8,030. Long-
Long-term debt of the company
The term debt includes the following: March31, 2018december31, 2013 (
Thousands of dollars)
Credit agreement $328,540 $246,130 accounts receivable financing and other 69, 59, 610398, minus 190305,740: long term
Short term debt14, 00010,290 Long-
Long-term debt $384,190 $295,450 credit agreement the company is a party to a $575 credit agreement.
The 0 million senior secured revolving credit loan expires on October 2018 and is interest-bearing at the London interbank lending rate (\"LIBOR\")plus1. 50%, and a$175.
A loan of 0 million senior secured term loan A, which expires on October 2018 and enjoys interest at LIBOR plus 1. 50% (
Collectively, the credit agreement).
Interest rate spreads are based on the leverage ratio as of the recently established date, as defined.
Under the credit agreement, the advanced secured revolving credit mechanism allows borrowing in a specific foreign currency (
Foreign currency loans]
$75 is needed.
Limit of 0 million points.
The credit agreement also provides incremental term loans and/or revolving credit loan commitments of no more than $300.
0 million and after the implementation of such incremental commitments and the occurrence of any other liabilities at the same time as such commitments, the defined net leverage ratio for advanced guarantees is not greater than 2. 50 to 1. 00.
The terms and conditions of any incremental term loan and/or revolving credit loan commitment shall not be more favorable than the existing credit loan.
11 Notes to the consolidated financial statements ContentsTRIMAS company (Continued)(unaudited)
Starting from the fiscal year ending December 31, 2014 (Payable on 2015)
, The company may need to prepay a portion of its term loan, which is equal to the percentage of the company\'s excess cash flow, as defined, which defines such percentage based on the company\'s leverage ratio.
The company can also issue a letter of credit no more than $75.
According to its revolving credit loan commitments, a total of € 0 M.
At 2014 andDecember31, 2013, the company has a letter of credit of approximately $24.
$2 million and $24.
Issued and unreleased are 1 million respectively.
In 2014, the company had $155.
There were 7 million outstanding payments under its revolving credit mechanism, amounting to $395.
1 million may be provided after approximately $24 becomes effective.
2 million of issued and unissued letters of credit.
The company had $71 as of December 31, 2013.
There were 1 million outstanding payments under its revolving credit mechanism, amounting to $479.
8 million, may be provided after implementation of approximately $24.
1 million of issued and unissued letters of credit.
However, after taking into account the leverage restrictions contained in the credit agreement, including availability under accounts receivable financing, the company has $320.
$6 million and $360.
3 million atMarch31, 2014 and december31 are 2013 of the borrowing capacity for general corporate purposes, respectively.
The debt under the Credit Agreement is an obligation of the company and some of its domestic subsidiaries and is secured by almost all assets of these parties.
Borrowing under $75.
The foreign currency limit of $0 million is 575.
0 million senior guarantee revolving credit loan is secured by the pledge of assets of a foreign subsidiary borrower who is a party to the agreement.
The credit agreement also contains a variety of negative and affirmative covenants and other requirements that affect the company and its subsidiaries, including restrictions on debt, liens, mergers, investments, loans, advances, guarantee obligations, acquisition, disposal of assets, Sale
Leaseback transactions, hedging agreements, dividends and other restricted payments, transactions with affiliates, restrictive agreements, and amendments to Articles of Association, articles of association and other important documents.
The terms of the credit agreement also require the company and its subsidiaries to meet certain restrictive financial covenants and Quarterly ratios, including maximum leverage (
Total consolidated liabilities plus outstanding amounts under receivables securitization financing, exceeding the defined consolidated EBITDA)
Minimum Interest expense coverage (
Consolidated EBITDA defined, exceeding the defined cash interest expense).
AtMarch31, 2014, the company complies with the financial and other covenants contained in the credit agreement.
As of march31, 2014 and december31, 2013, the company\'s credit agreement transactions were around 99. 5% and99.
8% of the face value.
The valuation of the term loan is determined based on the level 2 input under the defined level of fair value.
Accounts receivable promotion company is a party to financing Accounts receivable through TSPC, Inc. (\"TSPC\"), a wholly-
Subsidiaries, which sell most of the trade receivables of the company\'s domestic business operations.
Under this financing mechanism, TSPC may, from time to time, sell an undivided partial ownership interest in the receivables pool up to approximately $105.
Millions to third parties
The seller\'s receivables financing company.
The net amount of financing under this loan is lower than the apparent amount of accounts receivable, which is close to the buyer\'s financing cost.
The cost of funds under the facility includes 3-month LIBOR-
Use fee based on rate plus 1.
35% per person for three
The month period is 2014 and 31, and the cost of the unused part of the facility is 0.
40% per person for three
The monthly period is 2014 and 31.
The company has $63.
$7 million and $57.
As of march31, 0 million and december31, 2014 and 16 dollars, the outstanding balance under the facility was 2013 and, respectively.
$6 million and $20.
There were 2 million, respectively, but they were not used.
The total cost incurred under the facility is $0.
Each of the three months ended March 31, 2014 and 31 was GBP 3 million per month and included in the accompanying consolidated income statement for interest payments.
The facility will expire on October 12, 2017.
The cost of funds incurred is determined by calculating the estimated present value of the receivables sold compared to the book amount.
The estimated present value coefficient is based on historical collection experience and based on 3-month LIBOR-
Based on the rate plus the above-mentioned usage fee and calculated in accordance with the terms of the securitization agreement.
As of 2014, the cost of funds under the fund was based on an average liquidation period of approximately one year of the portfolio.
In 7 months, the average discount rate is 1. 8%.
12 Notes to ContentsTRIMAS company for Consolidated Financial Statements (Continued)(unaudited)
The Australian subsidiary of the company is a party to the debt agreement, which expires on April 30, 2014 and is essentially guaranteed by all assets of the subsidiary.
AtMarch31, 2014 andDecember31, 2013, the outstanding balance under this agreement is approximately $4. $4 million and $0.
The average interest rate is 7 million.
6% atMarch31, 2014 andDecember31, 2013. 10.
Derivative foreign exchange rate risk 2014, the company is a party to the forward contract, in the name of the hedging amount of about $15 foreign exchange rate changes. 7 million.
The company uses foreign currency forward contracts to mitigate risks associated with exchange rate fluctuations that affect lower-
Cost manufacturing facilities.
Foreign exchange forward contracts hedge against currency risk between the Mexican peso and the United StatesS.
USD, and expires on the designated monthly settlement date before January 2015.
At the beginning of its establishment, the company designated foreign currency forward contracts as cash flow hedging.
On December 2012, the company signed an interest rate swap agreement to repair LIBOR-
Loans based on the variable portion of the fixed-term loan interest rate.
The swap has fixed LIBOR-
Starting from February 2013, the variable portion based on interest rates totalled $175.
0 million nominal amount at0.
74% and expired on October 11, 2017.
At the beginning of its establishment, the company designated the swap agreement as a cash flow hedge.
Financial statements of March31, 2014 and december31, 2013, the fair value Book amount of derivatives designated by the company as hedging instruments is recorded as follows: Assets /(Liability)
Film CaptionMarch31, 204december31, 2013 (
Thousands of dollars)
Derivative Interest rate swap assets designated as hedging instruments $2,300 $2,080 interest rate swap Accrued liabilities (620)(360)
Foreign currency forward contract assets 370-
Derivatives designated as hedging instruments totaled $2,050, $1,720Continued)(unaudited)
The following table summarizes revenue (loss)
Accumulated other comprehensive income (\"AOCI\")
, The amount reclassified from AOCI as income, and the amount directly recognized as income for the three months ended March 31, 2014: The amount of revenue recognized by AOCI on derivatives (
Effective part of tax deduction)
Amount of income (Loss)
Reclassified from AOCI to the third month of the revenue location in December 31, 2013, asLoss)
Re-classify from AOCI as income (
Effective part)20142013(
Thousands of dollars)(
Thousands of dollars)
Derivatives interest rate swaps designated as hedging instruments are $1,040, $1,060, interest expense dollars (240)$(10)
Foreign exchange forward contract $330-
Sales cost $40-
Over the next 12 months, the company is expected to re-classify about $0.
Pre-600 million
Since the relevant interest payment for the designated interest rate swap is funded by AOCI, it is about $0.
Pre-300 million
When Inter-company inventory purchases are settled, tax deferred proceeds from AOCI to sales costs.
Amount of loss recognized in derivative earnings the location of loss confirmed in derivative earnings ends in three months
Thousands of dollars)
Derivative interest rate swaps interest fee not specified as a hedge tool $-$(80)
Note to ContentsTRIMAS company for Consolidated Financial Statements (Continued)(unaudited)
Fair Value Measurement the fair value of a company\'s derivatives is estimated using an income method based on valuation technology to convert future amounts to a single discounted amount.
Fair value estimates for corporate interest rate swaps and foreign currency forward contracts use observable inputs such as interest rate yield curves and forward currency exchange rates.
The following shows the fair value measurement and fair value grade level of the company\'s assets and liabilities, which are regularly measured at fair value, such as march31, 2014 and december31, 2013
Frequency Assets /(Liability)
Quotation of the same assets in the active market (Level 1)
Important other observable inputs (Level 2)
Important non-observable inputs (Level 3)(
Thousands of dollars)
Interest rate for March 31, 2014 was $1,680$1,680$—
Foreign currency forward contracts that occur frequently $370-$370$—
Interest rate for December 31, 2013 was $1,720$1,720$—11.
2014, the company is a party to 1,082 outstanding cases involving 985 claimants who claim personal injury caused by exposure to asbestos-containing materials previously used for washers (
Package and others)
Manufactured or distributed by certain subsidiaries of the company, mainly for the petrochemical refining and exploration industry.
The following figure summarizes the number of claimants, the number of claims filed, the number of claims rejected, the number of claims resolved, the average settlement amount for each claim, and the total defense costs, does not include the amount reimbursed according to the company\'s basic insurance, on the applicable date and the applicable Time: Claimspending atbegining ofperiodClaims perclaim duringperiodTotal defensests duringperiodFiscal annual December31, 201737,88036022639 $8,294 $2,620,000 three months ended March 31, 2014, 7, 975563511 $5,295 $654,000 In, before the acquisition, the company acquired a number of companies, To distribute its products that have distributed washers from other manufacturers.
In the company\'s view, many of its outstanding cases concerned locations where its washers were not distributed or used.
15 notes to the consolidated financial statements ContentsTRIMAS company (Continued)(unaudited)
The company could suffer a lot of extra asbestos-
Future related claims, the cost of settlement cases that can be carried out for product identification may increase, and the company may be subject to further claims for the pre-activity of its acquired gasket distributors.
The company is unable to make a meaningful statement regarding the monetary claim in the asbestos case, because, among other things, the claim may have initially been made in some jurisdictions, without specifying the amount sought, there is also no simple description of the necessary or maximum allowable monetary relief, which can be modified to change the amount sought
Most claims do not specify the amount requested.
Of the 985 outstanding claims, 2014,140 set out specific amounts of damages (
Except as specified in the statutory minimum or maximum limit).
The following is a breakdown of the amount of the claim for a specific amount: the scope of compensation for compensation and penalty compensation claims (in millions)$0. 0 to $5. 0$5. 0 to $10. 0$10. 0+$0. 0 to $0. 6$0. 6 to $5. 0$5. 0+$0. 0 to $2. 5$2. 5 to $5. 0$5.
0 The number of claims. In addition, relatively few claims have reached the discovery stage, and even fewer claims have exceeded the discovery stage.
Total settlement expenses (
Defense costs are not included)
All asbestos-
Some of the relevant cases filed more than 20 years ago were approximately $6. 7 million.
All relief sought in asbestos cases is of a monetary nature.
To date, about 40% of the company\'s expenses related to asbestos litigation settlement and defense have been paid by its primary insurance.
Since February 14, 2006, the company began to underwrite-in-
Agreement with the first-level excess carrier on the provision of Asbestos insurance to the company
Related claims when basic insurance runs out. The coverage-in-
Place agreement provides the company with asbestos defense costs and compensation insurance, otherwise the carrier may dispute this and provide a way to manage these costs.
Nevertheless, the company believes that, prior to the commencement of insurance under this agreement, after the exhaustion of the company\'s main coverage, there may be a period of time in the next year or two, during which, the company will be solely responsible for defense costs and compensation costs, and its duration will be limited by the damages paid and the scope of compensation.
Based on the settlement reached so far and the number of claims that have been rejected or withdrawn due to lack of product identification, the company considers the relief sought (when specified)
There is no reasonable relationship with its potential responsibility.
Based on the company\'s experience to date, including trends in annual defense and settlement costs incurred to date and other available information (
Availability of additional insurance included)
, The company does not believe that these cases will have a significant adverse effect on the results of its financial position and operations or cash flow.
The company is affected by other claims and litigation in the normal course of business, but does not believe that any such claim or litigation will have a significant adverse impact on its financial position, operating results or cash flow. 12.
Informationinformation trimas divides its business units into reporting units that provide similar products and services.
Each operation department has independent financial information, which is regularly evaluated by the company\'s chief operating decision-makers in determining resource allocation and evaluating performance.
In these reportable segments, no net sales of individual products or product lines account for more than 10% of the Company\'s consolidated net sales.
For more information on the types of products and services available within each report segment, see below: Packaging-highly engineered closure and distribution systems for a range of end markets, including steel and plastic industry and consumer packaging applications.
Energy-metals and non-metals
Metal industrial sealing products and fasteners for petroleum refining, petrochemical and other industrial markets.
Aerospace and Defense-permanent blind bolts for commercial, commercial and military aerospace industries, temporary fasteners, professional fasteners for height engineering and other precision machined parts, as well as military ammunition for the defense industry
16 notes to the consolidated financial statements ContentsTRIMAS company (Continued)(unaudited)
Engineering components-high-
Low pressure-
Pressure cylinders for transport, storage and distribution of compressed gases, as well as natural gas engines, compressors, gas production equipment and chemical pumps designed in the well site of the oil and gas industry.
Cequent APEA & Cequent Americas-custom-
Engineering traction, trailer and electrical products, including trailer coupler, winch, Jack, trailer brake and brake control solution for leisure vehicles, lighting accessories and roof stand, agricultural/utilities, marine, automotive and commercial trailer markets, functional vehicle accessories and cargo management solutions including vehicle connections and receivers, swing control, weight distribution and V-
Wheel hooks, hooks
Accessories and other accessory components installed.
Some activities are as follows: Three months endedMarch 31, 20182013 (
Thousands of dollars)
Net 74 salespackaging $81,430 $350Energy52 78054,920 aviation space and Defense29 54020,970 design Components55 43046,270 cequent APEA39 47032,090 cequent Americas109 090109,180 $367,740 $337,780 of business profit (Loss)
Packaging $18,360 $14,630 energy 2,6005, 870 aerospace and defense 5,1803, 750 engineering parts s7, 8805,700 Cequent APEA2, 5003,180 Cequent Americas5, 710700 company fees9,640)(10,090)
A total of $32,590 $.
Stock rewards the company to maintain the following long-term
Regular equity incentive plan: TriMas company director retention share election plan, 2011 TriMas company comprehensive incentive compensation plan, triMas company 2006 Long-Term Equity Incentive Plan and TriMas company 2002 long-term equity incentive plan (
(Called \"Plan \").
2002 The long-term equity incentive plan expires on 2012 and, therefore, while the existing grant will remain outstanding until it is exercised, vested or canceled, no new shares may be issued under the plan.
For more information about rewards under a plan by type, see below.
17 notes to ContentsTRIMAS company for Consolidated Financial Statements (Continued)(unaudited)
Stock options the company did not grant any stock options within three months of 2014.
For the stock option atMarch31, 2014 is as follows: some stocks optimonsweigted average optimonpriceaverage for the rest of the contract period (Years)
The total outstanding intrinsic value of January 1 was $2014342,448. 92Exercised(9,897)14. 35Cancelled——Expired——
The outstanding amount for March 31, 2014 was $9. 793.
According to the plan, $7,784, 652As ofMarch31, 2014,331,751 stock options are available.
In addition, the company did not have any stock option vests for the three months ended March 31, 2014.
The company did not produce significant stocks.
Compensation expenses related to stock options for the three months ended March 31, 2014 and 31.
During the three months ended March 31, 2014, the company issued 378 shares related to the extension of director fees.
The company allows its non-
Independent directors of employees conduct annual elections to delay all or part of their director fees and receive the deferred amount in cash or equity.
Certain directors of the company choose to postpone all or part of their director fees and receive the amount of the Company\'s common stock on a future date.
The company also granted several restricted stock grants in the first quarter.
First, the company grants 226 restricted common shares to certain employees, as long as the employee remains in the company, the shares are subject only to the conditions of service and are attributable for a period of more than three years.
The company granted 837 restricted ordinary shares to certain employees in the first quarter.
These shares are subject only to the conditions of service and vests on the first anniversary of the award.
The award was awarded to participants in the company\'s short film
Regular incentive compensation plan (\"STI\")
, Where the target annual award exceeds $20,000 for STI participants, after the final determination of the award amount in the first quarter, in the form of restricted stock awards, 80% of the income cash and 20% were received one year later than the previous planned year.
In the first quarter, the company granted 243,124 restricted shares of common stock to key employees of certain companies.
Half of the restricted shares granted are service shares.
Based on restricted stock units.
These awards were awarded over three years.
The other half of the shares are subject to performance conditions and are obtained based on the realization of two performance indicators from January 1, 2014 to the end of December 31, 2016 during the three calendar years.
In this award, 75% of the rewards are obtained according to the company\'s earnings per share (\"EPS\")
Cumulative average growth rate (\"EPS CAGR\")
During the performance.
The remaining 25% grants are based on the company\'s three-
Annual average return on investment capital (\"ROIC\").
ROIC is defined as after-sales service of the company
Tax operating profit publicly reported by the company plus or minus special items that may arise from time to timeto-
Time, divided by the last five of the company-
Quarterly average of investment capital.
Investment capital consists of the company\'s long-term capital
Regular debt plus equity plus Africa
Control interest and reduce cash holdings.
According to the performance of these two indicators, the number of shares obtained can change from 30% of the target reward to 200% of the maximum amount of the target reward of the ROIC indicator and 50% of the target reward of the eps cagr indicator.
However, no reward will be given if these performance metrics are not implemented.
At the end of the three awards, the performance awards are based on the \"cliff\"
Annual performance period.
In addition, the company granted 832 Restricted ordinary shares to its non-shareholders
An employee independent director, as long as the director and/or company does not terminate its services for one year from the date of grant.
18. notes to ContentsTRIMAS company for Consolidated Financial Statements (Continued)(unaudited)
During the period 2012, the company granted restricted shares of common stock to certain principal employees of the company, whose performance wasbased grants.
In this award, 60% of revenue came from EPS growth in 2012, while the remaining 40% came from EPS compound growth rates of 2012 and 2013.
For the 60% shares that only accept the 2012 per share earnings growth indicator, the performance conditions are met to reach 175% of the target.
This resulted in an increase of 72,576 grants in 2013.
2012 of shares subject to 40% shares
The 2013 eps cagr indicator meets the performance conditions and achieves the target.
This resulted in an additional 16, 054 shares granted in first quarter of 2014.
The information related to restricted stocks in 2014 is as follows: the number of unrestricted stocks Weighted average grant date fair value Average Remaining Contract Life (Years)
The total outstanding intrinsic value of January 1 was $2014654,400 26.
00Granted346, 45133. 28Vested(241,439)26. 16Cancelled(2,571)27.
As at March 31, 2014, 38 outstanding payments amounted to $29. 281.
$25,048, $2014, about $16.
4 million of the cost of unconfirmed compensation in relation to unvested restricted stocks is expected to be recorded by weighted
Average cycle of 2. 4 years.
The company has raised about $2. $3 million and $2.
Inventory 7 million-
For the three months ended March 31, 2014 and 31, the underlying compensation costs associated with restricted stocks. The stock-
The base compensation fee is included in the sales, general and administrative expenses in the enclosed consolidated income statement. 14.
Earnings per share is divided by the weighted average number of unissued shares during this period to calculate the basic earnings per share.
The calculation of diluted earnings per share is to make stock options and other stocks effectivebased awards.
The calculation of diluted earnings per share includes 716 shares, 421 shares and restricted shares for the three months ended March 31, 2014 and 31.
The calculation of diluted earnings per share also includes options for the purchase of 804 and 323 ordinary shares in the three months ended March 31, 2014 and 31.
19 notes to the consolidated financial statements ContentsTRIMAS company (Continued)(unaudited)15.
The company\'s fixed benefit pension plan and the fixed benefit plan\'s fixed benefit plan Net term pension and post retirement benefit costs cover certain foreign employees, union hourly employees and salaried employees.
The components of the net periodic pension and post-retirement benefits costs for the three months ended March 31, 2014 and 31 are as follows: pension plans other post-retirement benefits for three months
Thousands of dollars)
Service cost $190 $180-$—
Expected return on planned assets (520)(460)——
Net amortization (gain)/loss280320(20)(20)
Net regular welfare cost for 390 dollars 450 dollars (10)$(10)
The company contributed about $0.
For the three months ended March 31, 2014, 5 million per cent of its fixed-benefit pension plan.
The company is expected to contribute about $2.
3 million of the fixed-benefit pension plan for the year. 16.
For the three months ended March 31, 2014, AOCI summarized the following by other comprehensive changes in the components: total foreign currency translation of fixed benefit program derivatives (
Thousands of dollars)
Balance of December 31, 2013 (10,840)
Net unrealized gains generated during the period $1,060 $37,610
2001,8802, 080 minus: net implementation (losses)
Re-classified as net income (a)(180)(110)—(290)Net current-
Balance of $8802,370 in March 31, 2014 (10,660)
$1,370, $39,490, $30,200a)
A fixed benefit plan that deducts income tax fees of $0. 1 million.
For more details, see Note 15 \"define a benefit plan \".
Derivative, deducted Income tax fee of $0. 1 million.
See Note 10 \"derivatives\" for more details \". 17.
Subsequently, on April 2014, the Company entered into a series of monthly foreign currency forward contracts and purchased a nominal amount of approximately $7 million baht during 2014.
These contracts are intended to match the amount owed by certain forecast inventory purchases to be paid in Thai baht
The cost is in the Thai manufacturing facility in the report section of Cequent APEA.
20 notes to the consolidated financial statements ContentsTRIMAS company (Continued)(unaudited)
Also in April 2014, the company modified its $0. 105 billion receivables financing as a party through TSPC, reducing usage fees for previously outstanding amounts from 1. 20% or1.
35%, according to the amount withdrawn according to the facility, to1. 15%.
The amendment also reduced the cost of the unused portion of the facility from 0 to 0. 40% to0.
35% and extend the due date from October 12, 2017 to October 16, 2018.
Table 21 of content website 2.
Management Discussion and Analysis of financial situation and Operational Results The following discussion and analysis of our financial situation
Statement on industry prospects and our expectations for business performance. These forward-
Forward-looking statements face many risks and uncertainties, including but not limited to the risks and uncertainties described under the heading \"forward-looking\"
\"At the beginning of this report.
Our actual results may differ materially from the results contained or implied in any forwarding --
Look at the report.
You should read the discussion below along with the company\'s report to the Securities and Exchange Commission, including its Annual Report on Form 10 --
The year ending December 31, 2013.
We are a global product manufacturer and distributor for commercial, industrial and consumer markets.
We are mainly engaged in six areas of reporting: packaging, energy, aerospace and defense, engineering components, Cequent APEA and Cequent Americas.
Key factors and risks that affect our reporting results.
Our business and operational results depend on the general economic conditions, and we serve some customers in the cyclical industry who are highly competitive and themselves significantly affected by changes in economic conditions.
In the past 18 to 24 months, the global economic situation, while still somewhat volatile, has stabilized, although overall economic growth has little or no growth at all, especially in the United States.
Based on the implementation of our organic and acquisition growth strategy, we have created a higher yearover-
We can report annual net sales levels in four of our six market segments.
In the last few years, we have passed bolt-
About acquisition (ten in 2013)
And geographic expansion within each of our existing platforms that can report market segments.
We have also carried out footprint integration projects in the market segments that Cequent can report, moving towards more efficient facilities and lower cost national production.
While these growth strategies have greatly contributed to the increase in net sales during this period, our profit margin during the implementation period has declined from historical levels, mainly due to duplication, mobile, acquisition and consolidation costs due to acquisition of businesses with a profit margin lower than our traditional business and TriMas growth in new markets, we make pricing decisions in new markets, but there is no amount of leverage.
While these efforts have had a significant impact on profit margins, we are confident that the profit margins of these businesses will reach historical levels over time (
And on packaging, for example, where two acquisitions have been integrated)
When we integrate them into our business and take advantage of productivity planning and batch efficiency.
Key factors that affect our ability to succeed include: our ability to create organic growth through product development, cross-selling, and scaling products
Our ability to fast and cost
Launch new products effectively;
Our ability to acquire and integrate companies or products that complement existing product lines, increase new distribution channels, expand geographic coverage or better absorb indirect costs;
We are able to manage our cost structure more effectively through supply base management, internal procurement and/or material procurement, selective outsourcing and/or purchase support functions, working capital management, the greater leverage of our administrative functions.
If we are unable to successfully complete any of the above, our financial position and operational results may be materially adversely affected.
Our Cequent can report that there is some seasonality in the segment business, mainly in Cequent Americas, where sales of traction and trailer products are generally stronger in the second and third quarters, as a manufacturer of trailer original equipment (\"OEMs\")
Dealers and retailers buy products during the spring and summer sales seasons.
No other reporting department experienced significant seasonal fluctuations.
We don\'t think the backlog of sales orders is an important factor in our business.
A growing portion of our sales comes from international sources, which puts us at certain risks, including monetary risk.
The demand for some of our products, especially in our two reportable segments, is severely affected by consumer sentiment.
Despite the growth in sales over the past few years, we recognize that, given the continued uncertainty in the level of employment and the supply of consumer credit, consumer sentiment and final market conditions remain unstable, mainly for the Americas, both have had a significant impact on consumer discretionary spending.
We are sensitive to price changes in the raw material supply base.
Our largest sourcing of materials is steel, copper, aluminum, polyethylene and other resins and energy.
Historically, we experienced an increase in steel and resin costs and worked with our suppliers to manage cost pressures and supply disruptions.
We also use the pricing plan to pass on the increased costs of steel, copper, aluminum and resin to our customers.
Although we may encounter delays in implementing the ability to increase prices, we are generally able to recover the costs of this increase.
We may experience supply disruptions in the future and may not be able to pass on the higher costs associated with such disruptions to our customers in the form of price increases.
22 content table we report in the consolidated income statement shipping and processing costs related to our Cequent Americas reportable division distribution network as part of sales, general and administrative costs.
As a result, Cequent Americas can report the gross margin of the market segment may not be able to be included in the cost of sales compared to other reportable market segments where we rely primarily on third-party distributors.
23 content market segmentation information and supplementary analysis table the following table summarizes the financial information for the three months ended March 31, 2014 and March 31, 2014 for the reporting market segments: percentage of net sales for the three months ended
Thousands of dollars)
Net sales of $81,22. 1%$74,35022.
0% Energy52, 78014. 4%54,92016.
3 rospace & Defense 29, 5408. 0%20,9706.
2% engineering components 55, 15. 1%46,27013.
47010. 7. quent apae39. 7%32,0909.
09029 USA, 5. 7%109,18032.
A total of $ 3% 367, 740100. 0%$337,780100.
0% Gross profit package $28, 4034. 6%$24,37032.
8% Energy12, 17023. 1%14,73026.
8 rospace & Defense 9, 37031. 7%6,98033.
3% engineering components 11, 40020. 6%8,92019.
990. 03. quent apea 7. 2%6,99021.
No. 8, 51025, USA. 2%21,41019.
$ 6%. 3%$83,40024.
Sales, general and administrative expenditures of $ 7% and $78012. 0%$9,74013. 1% Energy9, 57018. 1%8,86016.
1 rospace & Defense 4, 19014. 2%3,23015.
4% engineering components s3, 5206. 4%3,2207.
Page 49013. 9%3,81011.
American Airlines 80020. 0%20,71019.
0% company expenses 9, 640N/A10, 090N/ato $63,99017. 4%$59,66017.
Operating profit (7%)Loss)
Packaging $18, Jingdong 22. 5%$14,63019. 7%Energy2,6004. 9%5,87010.
7 rospace & Defense 5, 18017. 5%3,75017.
9% engineering components s7, 88014. 2%5,70012.
5006. 3. quent APEA2. 3%3,1809.
American Airlines 7105. 2%7000.
6% company fees (9,640)N/A(10,090)
$32, 5908. 9%$23,7407.
Accurate and amortized packaging of $4,9906. 1%$4,6406. 2%Energy1,1602. 2%1,1802.
1 rospace & Defense 1, 41048%8404.
0% engineering components s1, 1002. 0%1,0102.
8404. 2. quent APEA1. 7%1,1203.
9402 USA, 5. 7%3,3003.
0% company fees 70n/A40N/attal $13,5103. 7%$12,1303.
6%. the main factors affecting the three-month period of 2014, while the three-month period of 2013, respectively: the impact of each acquisition during 2013 (
See below for the impact of the report section);
In our Cequent Americas report section, we have undertaken a footprint integration and relocation project of about $1.
Compared with $5, the cost was 0 million in 2014.
8 million per cent of such costs in the first quarter of 2013;
Our new credit agreement (
Credit Agreement]
In the fourth quarter of 2013, this reduced the cost of interest.
Three months EndedMarch31, compared with 2014 month EndedMarch31, 2013, net 29 salesincreased about $.
9 million, or about 8. 9%, to$367.
EndedMarch31 of three a month for 7 million for 2014 and 337 dollars.
During these three months, endedMarch31 8 Million, 2013.
In the first quarter, with the exception of energy and Cequent Americas, net sales in all of our reportable market segments increased.
About $28 in sales growth.
1 million is due to our recent acquisition.
Due to our expansion in the international market, the success of new customers, and the impact of sustained economic strength in some of our final markets, sales levels have also improved and reportable components over the course of several years.
These increases were partially offset by a reduction of about $4.
2 million in our Energy Reporting section, the decrease was approximately $4, mainly due to the delay in turnover activities.
1 million related to the Italian ring and leverage business in our report-able packaging section in 2013, about $3.
As a result of our report in the United States, 6 million of the adverse currency exchangeS.
The US dollar has been negatively affected by the stronger US economy. S.
The US dollar is mainly available in our Cequent APEA report section relative to foreign currency.
Gross profit margin (
Gross profit as a percentage of sales)approximated26. 3% and24.
The three months were 7%, 2014 and respectively.
Compared to 2013, the gross profit margin of our Cequent Americas reporting division has increased by about $4.
EndedMarch31, A 8 million incremental fee recorded within 2013 three months in connection with our manufacturing facility footprint integration and relocation project.
Gross margin has also increased due to a more favorable product sales mix, continuous productivity, cost reduction and automation, mainly as reported in our packaging, engineering components and Cequent Americas
The growth in gross margin was partially offset by the recent acquisition of a less favorable product sales portfolio in the reportable market segment, as the profit margin of the acquired Enterprise tends to be lower than that of our historical enterprise, in addition, in the first few quarters of ownership, we generate purchasing accounting costs and consolidation costs.
Operating profit margin (
Operating profit as a percentage of sales)approximated8. 9% and7.
The three months were 0%, 2014 and respectively.
Operating profit increased by about $8. 9 million, or 37. 3%, to$32.
EndedMarch31, 6 million, 2014 for three months from $23.
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