[Introduction and Background](index=1&type=section&id=Introduction%20and%20Background) This section outlines the rationale for the Indemnification Agreement, emphasizing its role in attracting talent and mitigating litigation risks through contractual protection [Background and Rationale](index=1&type=section&id=Background%20and%20Rationale) The Indemnification Agreement aims to attract and retain qualified individuals by contractually protecting against litigation risks, supplementing existing inadequate safeguards - The Corporation aims to attract and retain qualified individuals by providing **adequate protection through indemnification** against risks of claims and actions[4](index=4&type=chunk)[6](index=6&type=chunk) - Existing protections (insurance, Articles of Incorporation, Bylaws) are deemed **inadequate or uncertain**, necessitating a contractual agreement[5](index=5&type=chunk)[8](index=8&type=chunk) - The agreement **supplements existing Bylaws and Articles of Incorporation**, not diminishing Indemnitee's rights[7](index=7&type=chunk) [Indemnification Provisions](index=3&type=section&id=1.%20Indemnification) This section details the conditions and scope under which the Corporation will indemnify the Indemnitee for various types of legal proceedings and expenses [Third Party and Derivative Proceedings](index=3&type=section&id=1.a.%20Third%20Party%20and%20Derivative%20Proceedings) The Corporation indemnifies the Indemnitee for expenses and liabilities in third-party or derivative proceedings if they acted in good faith and the Corporation's best interests, or without believing their conduct was unlawful in criminal cases - Indemnification covers **expenses** (e.g., attorneys' fees, court costs) and **liabilities** (e.g., judgments, penalties, fines, settlements) in civil, criminal, administrative, or investigative proceedings[9](index=9&type=chunk) - Indemnification is contingent on the Indemnitee acting in **good faith** and in a manner reasonably believed to be in, or not opposed to, the Corporation's best interests; for criminal proceedings, no reasonable cause to believe conduct was unlawful[9](index=9&type=chunk) - Termination of an action by judgment, order, settlement, or conviction does not automatically create a presumption of bad faith[9](index=9&type=chunk) [Proceedings by or in the Right of the Company](index=3&type=section&id=1.b.%20Proceedings%20by%20or%20in%20the%20Right%20of%20the%20Company) Indemnification for expenses in proceedings by or in the right of the Corporation requires good faith and acting in the Corporation's best interests, with court approval needed if the Indemnitee is adjudged liable - Indemnification covers **expenses incurred in defense or settlement** of proceedings by or in the right of the Corporation[10](index=10&type=chunk) - Indemnitee must have acted in **good faith** and in a manner reasonably believed to be in, or not opposed to, the Corporation's best interests[10](index=10&type=chunk) - If adjudged liable to the Corporation, indemnification is only permissible if a court determines it is **fair and reasonable**, despite the adjudication of liability[10](index=10&type=chunk)[11](index=11&type=chunk) [Mandatory Indemnification](index=4&type=section&id=1.c.%20Mandatory%20Indemnification) The Indemnitee is entitled to mandatory indemnification for expenses if successful on the merits or otherwise in defense of any proceeding, with settlements presumed successful - Indemnitee is mandatorily indemnified for expenses if '**successful on the merits or otherwise**' in defense of any proceeding[12](index=12&type=chunk) - Success includes termination, withdrawal, or dismissal without liability, or expiration of a reasonable period without institution of a proceeding[12](index=12&type=chunk) - A settlement or other disposition short of final judgment is **presumed successful**, with the burden of proof on the Corporation to overcome this presumption by clear and convincing evidence[12](index=12&type=chunk) [Indemnification for Expenses of a Witness](index=4&type=section&id=1.d.%20Indemnification%20for%20Expenses%20of%20a%20Witness) The Indemnitee will be indemnified for all reasonable expenses incurred when acting as a witness or responding to discovery requests in any proceeding where they are not a party, by reason of their Corporate Status - Indemnitee is indemnified for all actually and reasonably incurred expenses when serving as a witness or responding to discovery requests in a proceeding where they are not a party, due to their Corporate Status[13](index=13&type=chunk) [Limitation on Indemnification](index=4&type=section&id=1.e.%20Limitation%20on%20Indemnification) Indemnification is explicitly excluded if a court determines that the act or failure to act giving rise to the claim constituted willful misconduct or recklessness - Indemnification is not provided if a court determines the act or failure to act constituted **willful misconduct or recklessness**[14](index=14&type=chunk) [Expense Advancement and Procedures](index=4&type=section&id=2.%20Expenses%20and%20Indemnification%20Procedure) This section outlines the procedures for advancing expenses, repayment undertakings, notice requirements, payment processes, counsel selection, settlements, and provisions for changes in control [Advancement of Expenses](index=4&type=section&id=2.a.%20Advancement%20of%20Expenses) The Corporation will advance all reasonable out-of-pocket expenses incurred by the Indemnitee in connection with legal proceedings within ten days of request, including expenses for enforcing advancement rights, unless explicitly excluded - The Corporation shall advance all **reasonable out-of-pocket expenses** within ten (10) days of receiving a request[15](index=15&type=chunk) - Advances include expenses incurred pursuing the right of advancement itself[15](index=15&type=chunk) - This provision does not apply to claims excluded under Section 9[15](index=15&type=chunk) [Undertaking to Repay Expenses](index=4&type=section&id=2.b.%20Undertaking%20to%20Repay%20Expenses) The Indemnitee must repay advanced expenses if ultimately determined not entitled to indemnification, with all advances and undertakings being unsecured and interest-free - Indemnitee must repay advanced expenses if ultimately determined **not entitled to indemnification**[16](index=16&type=chunk) - Advances and repayment undertakings are **unsecured and interest-free**[16](index=16&type=chunk) [Notice and Cooperation by Indemnitee](index=4&type=section&id=2.c.%20Notice%2FCooperation%20by%20Indemnitee) The Indemnitee must provide timely written notice of any claim and cooperate, with failure to notify not relieving the Corporation of liability unless actual and material prejudice occurs - Indemnitee must provide **written notice** of any claim for indemnification as soon as practicable[17](index=17&type=chunk) - Failure to provide timely notice does not relieve the Corporation of liability unless it causes **actual and material prejudice**[17](index=17&type=chunk)[18](index=18&type=chunk) - Indemnitee must provide reasonable information and cooperation[18](index=18&type=chunk) [Procedure for Payment](index=5&type=section&id=2.d.%20Procedure) Indemnification payments must be made within 45 days of a documented request, with the Corporation bearing the burden of proof against the Indemnitee's conduct standards - Indemnification payments must be made within **45 days** of receiving a fully documented written request[19](index=19&type=chunk) - If payment is not made, Indemnitee may bring an action to recover and is entitled to expenses for such action (subject to Section 13)[19](index=19&type=chunk) - The Corporation bears the burden of proving Indemnitee did not meet conduct standards, and interim expense payments must be made unless a court finally adjudicates otherwise[19](index=19&type=chunk) [Notice to Insurers](index=6&type=section&id=2.e.%20Notice%20to%20Insurers) The Corporation must promptly notify D&O insurers of proceedings and take necessary actions to ensure payments under policies - The Corporation must promptly notify **D&O insurers** of proceedings if insurance is in effect[20](index=20&type=chunk) - The Corporation must take all necessary actions to cause insurers to pay amounts due[20](index=20&type=chunk) [Selection of Counsel](index=6&type=section&id=2.f.%20Selection%20of%20Counsel) The Corporation may assume defense with Indemnitee's consented counsel, or cover Indemnitee's reasonable counsel fees if there's a conflict, the Corporation fails to employ counsel, or in criminal proceedings - The Corporation may assume defense with Indemnitee's consented counsel, acknowledging its indemnification obligation and conducting defense diligently[21](index=21&type=chunk) - Indemnitee's reasonable counsel fees are covered by the Corporation if: (A) counsel was authorized, (B) a **conflict of interest** exists, or (C) the Corporation fails to employ counsel[21](index=21&type=chunk) - In criminal proceedings, the Indemnitee assumes defense, and the Corporation pays for separate counsel[21](index=21&type=chunk) [Settlements](index=6&type=section&id=2.g.%20Settlements) The Corporation is not liable for settlements without its written consent, and neither party can unreasonably withhold consent to a settlement providing a full release without penalty - The Corporation is not liable for settlements without its **written consent**[22](index=22&type=chunk) - Neither party will unreasonably withhold consent to a settlement that provides a **full, unqualified, and final release** of claims against Indemnitee and imposes no penalty or limitation[22](index=22&type=chunk) - The Corporation will use commercially reasonable efforts to settle joint claims on behalf of all named parties[22](index=22&type=chunk) [Change in Control](index=6&type=section&id=2.h.%20Change%20in%20Control) Upon a Change in Control, indemnification and advance determinations are made by a third party, with the Corporation bearing all associated fees and expenses - Upon a Change in Control, indemnification and advance determinations will be made by a **mutually agreed third party** or the Chief Judge of the Federal District Court for the Western District of Pennsylvania[23](index=23&type=chunk) - The Corporation will bear all fees and expenses of the third-party determination[23](index=23&type=chunk) - A 'Change in Control' is defined by existing agreements or, if none, by specific criteria including mergers/acquisitions of over **50% voting power** or shareholder approval of liquidation

Core Viewpoint - Ampco-Pittsburgh Corporation experienced a significant decline in stock performance following its earnings report, with a net loss attributed to restructuring costs and tariff-related uncertainties impacting order intake and production [1][9]. Financial Performance - For Q2 2025, Ampco-Pittsburgh reported net sales of $113.1 million, a 1.9% increase from $110.9 million year-over-year, driven by growth in forged engineered products and favorable foreign currency translation [2]. - The company posted a net loss of $7.3 million, or $0.36 per share, compared to a net income of $2 million, or $0.10 per share, in the prior year, primarily due to a $6.8 million charge related to the closure of its U.K. cast roll operations [2]. - Adjusted EBITDA for the quarter was $7.9 million, down 21.2% from $10.1 million, with margins contracting to 7.1% from 9.1% [3]. Segment Performance - The Forged and Cast Engineered Products segment generated $77.9 million in revenues, up 2.9% from $75.7 million, although margins were negatively impacted by lower forged roll demand [4]. - The Air and Liquid Processing (ALP) segment reported revenues of $35.2 million, a slight decrease of 0.2% from $35.3 million, but improved profitability was noted due to a stronger product mix and demand from nuclear and military markets [4]. Cost and Expense Analysis - Costs of products sold increased by 4.9% to $91.9 million from $87.7 million, driven by higher manufacturing costs and lower production rates [5]. - Selling and administrative expenses decreased by 4.3% to $12.9 million from $13.6 million, while depreciation rose due to accelerated write-downs associated with the U.K. plant closure [5]. Management Insights - CEO Brett McBrayer highlighted that tariff-related volatility significantly affected order intake and production, with customers in the roll market pausing orders due to uncertainty over U.S. tariff levels [7]. - CFO Michael McAuley noted that the restructuring charge masked underlying progress, particularly in the ALP segment, which achieved its highest year-to-date adjusted EBITDA [8]. Future Outlook - Management indicated an improved operating environment for 2026, citing tariff clarity and the benefits of restructuring, with expectations of at least a $5 million uplift to annual operating income post-U.K. exit [11]. - The decision to exit the U.K. cast roll business is projected to reduce revenue by approximately $20 million to $25 million annually, with plans to reallocate production to Sweden [12].

Financial Data and Key Metrics Changes - The company reported adjusted EBITDA of $8 million for Q2 2025, a decline of $2.1 million compared to the prior year, primarily due to lower margins in the forged and cast engineered products segment [5][22] - Net sales for 2025 were $113.1 million, an increase of 2% compared to 2024, driven by higher sales of forged engineered products and favorable FX translation [21][22] - The net loss attributable to Ampco Pittsburgh for Q2 2025 was $7.3 million, or $0.36 per share, which includes $6.8 million related to the UK exit charge [24] Business Line Data and Key Metrics Changes - The Forged and Cast Engineered Products segment reported net sales of $77.9 million, a 3% increase compared to 2024, but adjusted EBITDA decreased by $1.5 million to $6.8 million [7][22] - The Air and Liquid Processing segment saw a 15% increase in adjusted EBITDA, reaching $3.9 million in Q2, with year-to-date adjusted EBITDA of $7.7 million, the highest in the segment's history [6][16] Market Data and Key Metrics Changes - Demand in North America and Europe for flat rolled products remains weak, with many U.S. customers postponing purchases due to tariff uncertainty [9][10] - The baseline tariff for U.S. imports from Sweden and Slovenia increased to 15%, impacting short-term expectations but not long-term fundamentals [10][12] Company Strategy and Development Direction - The company is winding down operations at its UK facility, expecting a minimum of $5 million improvement in operating income on an annualized basis once complete [6][21] - The company is focusing on reshoring opportunities in tool steel and distribution products, while maintaining pricing discipline and cost control measures [8][12] Management's Comments on Operating Environment and Future Outlook - Management noted that the pause in customer orders was due to tariff clarity, but they expect improved order activity as uncertainties are resolved [30][46] - The long-term fundamentals remain strong, with expectations for growth in construction spending, automotive production, and can sheet demand at mid-single-digit rates over the next five years [11][12] Other Important Information - The company recorded $6.8 million in expenses related to the UK exit charge, impacting various expense line items on the consolidated P&L [21][24] - The company amended and extended its credit agreement, increasing available liquidity to support global working capital needs [25] Q&A Session Summary Question: Insights on the role market and potential demand - Management indicated that the second half of the year will see lighter shipments due to fewer days and holidays, but there has been a slight uptick in order activity from large customers [29][30] Question: Impact of UK facility closure on revenues - The closure is expected to reduce revenues by approximately $25 million to $30 million, with some offset from converting products [44]

[Ampco-Pittsburgh Corporation Q2 2025 Earnings Release](index=1&type=section&id=Ampco-Pittsburgh%20Corporation%20Q2%202025%20Earnings%20Release) [Financial Performance Summary](index=1&type=section&id=Financial%20Performance%20Summary) Ampco-Pittsburgh reported Q2 2025 net sales of $113.1 million, swinging to an operating and net loss primarily due to a $6.8 million U.K. exit charge [Overall Results (Q2 & H1 2025)](index=1&type=section&id=Overall%20Results%20%28Q2%20%26%20H1%202025%29) The company reported a slight increase in Q2 2025 net sales but swung to an operating and net loss, primarily due to a U.K. exit charge | Financial Metric | Three Months Ended June 30, 2025 ($ in millions) | Three Months Ended June 30, 2024 ($ in millions) | Six Months Ended June 30, 2025 ($ in millions) | Six Months Ended June 30, 2024 ($ in millions) | | :--- | :--- | :--- | :--- | :--- | | Net Sales | $113.1 | $111.0 | $217.4 | $221.2 | | (Loss) Income from Operations | ($3.1) | $5.0 | $0.8 | $5.1 | | Net (Loss) Income Attributable to Ampco-Pittsburgh | ($7.3) | $2.0 | ($6.2) | ($0.7) | | Diluted (Loss) Earnings Per Share | ($0.36) | $0.10 | ($0.31) | ($0.04) | - The Q2 2025 operating loss of **$3.1 million** was primarily driven by **$6.8 million** in costs associated with the exit of its U.K. cast roll operations[3](index=3&type=chunk) - Higher sales of forged engineered products and favorable foreign exchange translation were offset by weaker mill roll sales, while Air and Liquid Processing sales remained stable year-over-year[2](index=2&type=chunk) [Adjusted EBITDA](index=1&type=section&id=Adjusted%20EBITDA) Adjusted EBITDA declined in Q2 2025 due to lower FCEP margins but improved year-to-date from ALP segment profitability | Period | Adjusted EBITDA ($ in millions) | Change from Prior Year ($ in millions) | | :--- | :--- | :--- | | Q2 2025 | $8.0 | -$2.1 | | H1 2025 | $16.8 | +$1.6 | - The decline in Q2 Adjusted EBITDA was attributed to lower margins in the Forged and Cast Engineered Products (FCEP) segment, which suffered from higher manufacturing costs, a weaker sales mix, and lower cost absorption[4](index=4&type=chunk) - The year-to-date improvement in Adjusted EBITDA was primarily due to improved profitability in the Air and Liquid Processing (ALP) segment[4](index=4&type=chunk) [Management Commentary and Outlook](index=1&type=section&id=Management%20Commentary%20and%20Outlook) Management noted Q2 volatility from U.S. tariffs impacting results and backlog, expecting improvement in 2026 post-U.K. exit - CEO Brett McBrayer stated that volatility from U.S. tariff actions negatively impacted results and the order book in Q2[5](index=5&type=chunk) - Backlog in the Forged and Cast Engineered Products segment declined **9%** from March 31, 2025, as customers paused orders amid tariff uncertainty[5](index=5&type=chunk) - The company expects an improved environment in 2026 following the U.K. exit and greater clarity on trade policy[6](index=6&type=chunk) [Strategic Business Updates](index=1&type=section&id=Strategic%20Business%20Updates) The company is exiting its U.K. cast roll operations, incurring **$6.8 million** in Q2 2025 costs, expecting to improve annual operating income by at least **$5 million** [U.K. Cast Roll Operations Exit](index=1&type=section&id=U.K.%20Cast%20Roll%20Operations%20Exit) The company recorded **$6.8 million** in Q2 2025 costs to exit its U.K. cast roll operations, anticipating at least **$5 million** annual earnings improvement - In Q2 2025, the company recorded expenses of **$6.8 million** for severance, accelerated depreciation, and other costs to exit its U.K. cast roll operations[3](index=3&type=chunk)[5](index=5&type=chunk) - The exit is expected to improve annual earnings by at least **$5 million**[5](index=5&type=chunk)[6](index=6&type=chunk) - The net loss for Q2 and H1 2025 includes the **$6.8 million** charge, which equates to **$0.34 per share**[9](index=9&type=chunk) [Segment Performance](index=1&type=section&id=Segment%20Performance) FCEP segment profitability declined in Q2 2025 due to higher costs and weaker sales mix, while ALP segment profitability improved from a better sales mix [Forged and Cast Engineered Products (FCEP)](index=1&type=section&id=Forged%20and%20Cast%20Engineered%20Products%20%28FCEP%29) FCEP segment margins were negatively impacted by higher manufacturing costs, a weaker sales mix, and lower cost absorption - FCEP segment margins were negatively affected by higher manufacturing costs relative to pricing, a weaker sales mix, and lower manufacturing cost absorption[4](index=4&type=chunk) | FCEP Segment | Q2 2025 ($ in millions) | Q2 2024 ($ in millions) | | :--- | :--- | :--- | | Net Sales | $77.9 | $75.7 | | Adjusted Income from Operations | $6.8 | $9.8 | | Adjusted Margin from Operations | 11.16% | 12.96% | [Air and Liquid Processing (ALP)](index=1&type=section&id=Air%20and%20Liquid%20Processing%20%28ALP%29) The ALP segment's profitability improved primarily due to a better sales mix, despite a slight decrease in adjusted margin - The ALP segment's profitability improved primarily due to a better sales mix[4](index=4&type=chunk) | ALP Segment | Q2 2025 ($ in millions) | Q2 2024 ($ in millions) | | :--- | :--- | :--- | | Net Sales | $35.2 | $35.3 | | Adjusted Income from Operations | $3.9 | $3.4 | | Adjusted Margin from Operations | 8.68% | 9.69% | [Financial Statements and Reconciliations](index=5&type=section&id=Financial%20Statements%20and%20Reconciliations) Detailed financial tables present Q2 2025 consolidated net loss of **$7.3 million** and reconciliations from GAAP to non-GAAP measures, including Adjusted EBITDA [Financial Summary (Consolidated)](index=5&type=section&id=Financial%20Summary%20%28Consolidated%29) The consolidated financial summary shows a Q2 2025 net loss of **$7.3 million**, a significant shift from prior year net income Consolidated Financial Summary (in thousands) | Line Item | Three Months Ended June 30, 2025 | Three Months Ended June 30, 2024 | | :--- | :--- | :--- | | Total net sales | $113,104 | $110,988 | | (Loss) income from operations | $(3,078) | $5,043 | | Net (loss) income attributable to Ampco Pittsburgh | $(7,335) | $2,012 | | Diluted Net (loss) income per share | $(0.36) | $0.10 | [Reconciliation of Net Income to Adjusted EBITDA](index=6&type=section&id=Reconciliation%20of%20Net%20Income%20to%20Adjusted%20EBITDA) This section reconciles GAAP net loss to Adjusted EBITDA, detailing adjustments for interest, taxes, depreciation, and exit costs Q2 Adjusted EBITDA Reconciliation (in thousands) | Line Item | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Net (loss) income (GAAP) | $(6,720) | $2,552 | | Adjustments: | | | | Interest expense | $2,825 | $3,017 | | Other income – net | $225 | $(1,389) | | Income tax provision | $592 | $863 | | Depreciation and amortization | $5,368 | $4,698 | | Severance and other exit costs | $6,096 | $0 | | Employee retention credits | $(735) | $0 | | Stock-based compensation | $332 | $388 | | **EBITDA, as adjusted (Non-GAAP)** | **$7,983** | **$10,129** | [Reconciliation of Income from Operations to Adjusted Income from Operations (by Segment)](index=7&type=section&id=Reconciliation%20of%20Income%20from%20Operations%20to%20Adjusted%20Income%20from%20Operations%20%28by%20Segment%29) This reconciliation details segment-level adjustments from GAAP income from operations to adjusted income from operations Q2 Adjusted Income from Operations Reconciliation (in thousands) | Segment | (Loss) Income from Operations (GAAP) | Adjustments | Income from Operations, as adjusted (Non-GAAP) | | :--- | :--- | :--- | :--- | | FCEP | $(3,963) | $10,724 | $6,761 | | ALP | $3,922 | $(279) | $3,927 | | Corporate | $(3,037) | $332 | $(2,705) | | **Consolidated** | **$(3,078)** | **$11,061** | **$7,983** | [Supplementary Information](index=2&type=section&id=Supplementary%20Information) This section provides investor details, including conference call logistics, corporate overview, forward-looking statements disclaimer, and non-GAAP financial measures explanation [Conference Call Information](index=2&type=section&id=Conference%20Call%20Information) Details for the Q2 2025 financial results conference call are provided for investor access - A conference call to discuss Q2 2025 financial results was scheduled for Wednesday, August 13, 2025, at **10:30 a.m. Eastern Time (ET)**[10](index=10&type=chunk) [Non-GAAP Financial Measures Explanation](index=3&type=section&id=Non-GAAP%20Financial%20Measures%20Explanation) This section explains the use of non-GAAP measures like Adjusted EBITDA to evaluate operating performance and identify trends - The company uses non-GAAP measures like Adjusted EBITDA and Adjusted Income from Operations to help management and investors evaluate operating performance and identify underlying business trends[18](index=18&type=chunk)[19](index=19&type=chunk) - For Q2 2025, key adjustments from GAAP measures include the exclusion of severance and other exit costs related to the U.K. operations and the inclusion of employee-retention credits[17](index=17&type=chunk) [Forward-Looking Statements](index=3&type=section&id=Forward-Looking%20Statements) The report contains forward-looking statements subject to various risks, including economic downturns and geopolitical conflicts - The report contains forward-looking statements regarding future performance, which are subject to various risks and uncertainties, including economic downturns, restructuring challenges, commodity price increases, and geopolitical conflicts[15](index=15&type=chunk)

Part I [Item 1 – Financial Statements (Unaudited)](index=5&type=section&id=Item%201%20%E2%80%93%20Financial%20Statements%20(Unaudited)) The company reported a net loss in Q2 2025, primarily due to a UK operations exit charge, with increased assets and negative operating cash flow [Condensed Consolidated Balance Sheets](index=5&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) Key Balance Sheet Items (in thousands) | Account | June 30, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Cash and cash equivalents | $9,945 | $15,427 | | Total current assets | $251,204 | $236,787 | | Total assets | $537,153 | $530,896 | | Debt – current portion | $18,717 | $12,186 | | Asbestos liability (current + long-term) | $193,964 | $207,092 | | Long-term debt | $115,895 | $116,394 | | Total liabilities | $460,658 | $459,805 | | Total shareholders' equity | $76,495 | $71,091 | [Condensed Consolidated Statements of Operations](index=6&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) Q2 2025 vs Q2 2024 Performance (in thousands, except per share) | Metric | Q2 2025 | Q2 2024 | | :--- | :--- | :--- | | Total net sales | $113,104 | $110,988 | | (Loss) income from operations | $(3,078) | $5,043 | | Severance charge | $5,854 | $— | | Net (loss) income attributable to Ampco-Pittsburgh | $(7,335) | $2,012 | | Diluted (loss) income per share | $(0.36) | $0.10 | H1 2025 vs H1 2024 Performance (in thousands, except per share) | Metric | H1 2025 | H1 2024 | | :--- | :--- | :--- | | Total net sales | $217,369 | $221,203 | | Income from operations | $772 | $5,125 | | Severance charge | $5,854 | $— | | Net (loss) income attributable to Ampco-Pittsburgh | $(6,193) | $(705) | | Diluted (loss) income per share | $(0.31) | $(0.04) | [Condensed Consolidated Statements of Cash Flows](index=9&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Cash Flow Summary for Six Months Ended June 30 (in thousands) | Cash Flow Activity | 2025 | 2024 | | :--- | :--- | :--- | | Net cash flows used in operating activities | $(7,614) | $(780) | | Net cash flows used in investing activities | $(3,014) | $(4,370) | | Net cash flows provided by financing activities | $4,374 | $5,922 | | Net (decrease) increase in cash | $(5,482) | $606 | | Cash at end of period | $9,945 | $7,892 | [Notes to Condensed Consolidated Financial Statements](index=10&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) Notes detail a $6.75 million UK exit charge, a new $100 million credit facility, ongoing asbestos litigation, and varied segment performance - The company is exiting its Union Electric Steel UK Limited (UES-UK) operations due to high energy costs, lower demand, and increased competition, resulting in a charge of approximately **$6.75 million** in Q2 2025[28](index=28&type=chunk)[29](index=29&type=chunk) UK Operations Exit Costs (Q2 2025, in thousands) | Type of Cost | Amount | | :--- | :--- | | Employee-related costs (Severance) | $5,854 | | Accelerated depreciation | $654 | | Professional fees & Other | $242 | | **Total Charge** | **$6,750** | - In June 2025, the company entered into a new Credit Agreement providing a **$100 million** revolving credit facility and **$13.5 million** in Equipment Term Notes, which were used to pay down the revolver[45](index=45&type=chunk)[60](index=60&type=chunk) - As of June 30, 2025, the company has a recorded Asbestos Liability of **$194.0 million** and a corresponding insurance receivable of **$130.1 million**, with **6,172** total claims pending at the end of the period[92](index=92&type=chunk)[99](index=99&type=chunk)[100](index=100&type=chunk) Segment Operating (Loss) Income (in thousands) | Segment | Q2 2025 | Q2 2024 | H1 2025 | H1 2024 | | :--- | :--- | :--- | :--- | :--- | | FCEP | $(3,963) | $5,361 | $(58) | $6,937 | | ALP | $3,922 | $3,174 | $7,416 | $5,156 | [Item 2 – Management's Discussion and Analysis of Financial Condition and Results of Operations](index=32&type=section&id=Item%202%20%E2%80%93%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes the Q2 2025 operating loss to the UK exit charge, impacting FCEP, while ALP improved, and liquidity is supported by a new credit facility [Executive Overview and Results of Operations](index=33&type=section&id=Executive%20Overview%20and%20Results%20of%20Operations) - The decision to exit the U.K. operations (UES-UK) was driven by high energy costs, lower demand, and increased competition, resulting in a pre-tax charge of approximately **$6.75 million** in Q2 2025[131](index=131&type=chunk)[132](index=132&type=chunk) - The company received **$735 thousand** in Employee-Retention Credits during Q2 2025, which partially offset the U.K. exit charges[140](index=140&type=chunk) Consolidated Backlog (in thousands) | Segment | June 30, 2025 | December 31, 2024 | Change | | :--- | :--- | :--- | :--- | | FCEP | $212,429 | $250,530 | $(38,101) | | ALP | $138,837 | $128,354 | $10,483 | | **Consolidated** | **$351,266** | **$378,884** | **$(27,618)** | - The net loss for H1 2025 was **$6.2 million**, or **$(0.31)** per share, with the U.K. Exit Charge and Employee-Retention Credits having a net impact of **$6.0 million**, or **$0.30** per share[150](index=150&type=chunk) [Segment Analysis](index=38&type=section&id=Segment%20Analysis) - **Forged and Cast Engineered Products (FCEP):** Operating loss for Q2 and H1 2025 was driven by the **$6.75 million** U.K. Exit Charge and unfavorable manufacturing absorption, with backlog decreasing by **$38.1 million** since year-end due to lower demand in Europe and customer order deferrals in the U.S.[155](index=155&type=chunk)[156](index=156&type=chunk)[157](index=157&type=chunk) - **Air and Liquid Processing (ALP):** Operating income improved in Q2 and H1 2025 due to favorable product mix, lower commission costs, and Employee-Retention Credits, with backlog increasing by **$10.5 million** since year-end due to strong order activity in the U.S. Navy, pharmaceutical, and nuclear markets[159](index=159&type=chunk) [Non-GAAP Financial Measures](index=42&type=section&id=Non-GAAP%20Financial%20Measures) Reconciliation to Adjusted EBITDA (Non-GAAP, in thousands) | Metric | Q2 2025 | Q2 2024 | H1 2025 | H1 2024 | | :--- | :--- | :--- | :--- | :--- | | Net (loss) income (GAAP) | $(6,720) | $2,552 | $(4,829) | $346 | | Adjustments | 11,283 | 7,195 | 11,675 | 9,123 | | Severance and other exit costs | 6,096 | - | 6,096 | - | | Employee-Retention Credits | (735) | - | (735) | - | | **Adjusted EBITDA (Non-GAAP)** | **$7,983** | **$10,129** | **$16,775** | **$15,227** | - The company presents non-GAAP adjusted EBITDA and adjusted income from operations to exclude one-time charges like the U.K. Exit Charge and benefits like the Employee-Retention Credits, which management believes helps identify underlying business trends[161](index=161&type=chunk)[163](index=163&type=chunk) [Liquidity and Capital Resources](index=44&type=section&id=Liquidity%20and%20Capital%20Resources) - Net cash used in operating activities increased to **$7.6 million** for H1 2025 from **$0.8 million** in H1 2024, primarily due to higher investment in working capital and higher net asbestos-related payments[168](index=168&type=chunk)[170](index=170&type=chunk) - The company expects to pay the accrued severance costs of **$5.9 million** associated with the U.K. exit over the next 12-18 months[172](index=172&type=chunk) - As of June 30, 2025, the company had **$34.2 million** of remaining availability under its revolving credit facility, which is expected to be sufficient to finance operational requirements[179](index=179&type=chunk) [Item 3 – Quantitative and Qualitative Disclosures About Market Risk](index=48&type=section&id=Item%203%20%E2%80%93%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) The company indicated no applicable quantitative and qualitative disclosures about market risk for this period - The company has indicated that there are no applicable quantitative and qualitative disclosures about market risk for this reporting period[185](index=185&type=chunk) [Item 4 – Controls and Procedures](index=48&type=section&id=Item%204%20%E2%80%93%20Controls%20and%20Procedures) Management concluded the company's disclosure controls and procedures were effective with no material changes to internal controls - Management concluded that the Corporation's disclosure controls and procedures were effective as of June 30, 2025[187](index=187&type=chunk) - There were no changes in the Corporation's internal control over financial reporting during the last fiscal quarter that materially affected, or are reasonably likely to materially affect, its internal controls[188](index=188&type=chunk) Part II [Item 1 – Legal Proceedings](index=49&type=section&id=Item%201%20%E2%80%93%20Legal%20Proceedings) This section incorporates by reference Note 16 of the financial statements for details on ongoing asbestos-related legal proceedings - The report refers to Note 16 of the financial statements for details on legal proceedings, which covers the company's asbestos litigation[191](index=191&type=chunk) [Item 1A – Risk Factors](index=49&type=section&id=Item%201A%20%E2%80%93%20Risk%20Factors) Updated risk factors include negative impacts from U.S. tariffs and potential disruptions and costs from internal corporate reorganizations - The imposition of U.S. tariffs on steel and aluminum has negatively affected and could continue to negatively affect operations by causing customer order deferrals and potentially making products less cost-competitive[193](index=193&type=chunk) - Internal corporate reorganizations, such as dissolving subsidiaries, could be disruptive, result in significant expense, and may fail to produce the intended benefits, potentially harming business and results[194](index=194&type=chunk) [Item 5 – Other Information](index=49&type=section&id=Item%205%20%E2%80%93%20Other%20Information) The company reported no other material information for the quarter, including no Rule 10b5-1 trading arrangement changes by directors or officers - No director or officer of the Corporation adopted or terminated a 'Rule 10b5-1 trading arrangement' or 'non-Rule 10b5-1 trading arrangement' during the second quarter of 2025[195](index=195&type=chunk) [Item 6 – Exhibits](index=50&type=section&id=Item%206%20%E2%80%93%20Exhibits) This section lists exhibits filed with the Form 10-Q, including corporate governance documents, the new credit agreement, and officer certifications - Key exhibits filed include the Second Amended and Restated Revolving Credit, Term Loan and Security Agreement dated June 25, 2025, and certifications from the Principal Executive Officer and Principal Financial Officer[197](index=197&type=chunk)

Group 1 - The Conservative Income Portfolio focuses on value stocks with high margins of safety and aims to reduce volatility through well-priced options [1][3] - The Enhanced Equity Income Solutions Portfolio is designed to generate yields of 7-9% while minimizing volatility [1] - The Covered Calls Portfolio aims for lower volatility income investing with an emphasis on capital preservation [2][3] Group 2 - Trapping Value is a team of analysts with over 40 years of combined experience in generating options income and capital preservation [3] - The investment group operates in partnership with Preferred Stock Trader, offering two income-generating portfolios and a bond ladder [3]

Core Viewpoint - Zacks Investment Research has initiated coverage of Ampco-Pittsburgh Corporation (AP) with a "Neutral" recommendation, reflecting a mixed outlook for the company despite its progress in the specialty metal products and customized industrial equipment sectors [1] Company Overview - Ampco-Pittsburgh, based in Carnegie, PA, specializes in manufacturing and selling high-performance specialty metal products and customized industrial equipment globally, operating through two segments: Forged and Cast Engineered Products (FCEP) and Air and Liquid Processing (ALP) [2] Financial Performance - In Q1 2025, Ampco-Pittsburgh reported a significant rebound in profitability, with adjusted EBITDA increasing by 72.5% to $8.8 million from $5.1 million, and net income of $1.1 million compared to a net loss of $2.7 million a year prior, driven by better pricing and improved operational efficiency [3] - The company is currently burdened with a heavy debt load of $127.3 million as of March 31, and reported negative operating cash flow in the latest quarter [4] Growth Drivers - The ALP segment achieved its highest-ever order intake in Q1 2025, fueled by demand from the nuclear, defense, and pharmaceutical sectors [5] - U.S. tariffs on steel and aluminum imports have doubled, benefiting domestic players like Ampco-Pittsburgh, while reduced tariffs on U.S.-produced rolls in China could create $2-$5 million in incremental sales opportunities over the next two quarters [5] - Ongoing efforts to streamline U.K. operations, including the planned closure of a loss-making facility, are expected to enhance profitability [5] Challenges - The FCEP segment faces ongoing pressure, with overall revenues declining despite a nearly 37.7% year-over-year increase in segment income due to weak global steel demand and foreign currency challenges, resulting in a 6.4% sales decline in Q1 2025 [6] - The company's $127.3 million debt and asbestos liabilities continue to impact financial flexibility [6] Market Performance - Ampco-Pittsburgh's stock has outperformed its industry peers and the broader market over the past year, indicating a cautiously optimistic investment opportunity for those willing to accept near-term uncertainties [7]

Financial Data and Key Metrics Changes - Ampco Pittsburgh Corporation reported earnings per common share of $0.06 for Q1 2025, an improvement of $0.20 compared to the prior year quarter [4] - Adjusted EBITDA for the quarter was $8,800,000, up from $5,100,000 in Q1 2024, indicating significant EBITDA improvements across both segments [4] - Consolidated net sales for Q1 2025 were $104,300,000, a decline of approximately 5% compared to Q1 2024, but a 3% increase sequentially versus Q4 2024 [24] - Net income attributable to Ampco Pittsburgh for Q1 2025 was $1,100,000, compared to a net loss of $2,700,000 in the prior year, reflecting a $0.20 per share EPS improvement [27] Business Segment Data and Key Metrics Changes - The Forged and Cast Engineered Products segment reported net sales of $72,300,000 for Q1 2025, down from $77,720,000 in Q1 2024, but segment EBITDA improved to $8,270,000 from $6,000,000 [8] - The Air and Liquid Systems segment had record order intake driven by the nuclear market, with adjusted EBITDA increasing to $3,800,000 from $2,200,000 in the prior year [15][21] Market Data and Key Metrics Changes - Global steel demand remains soft but stable in North America and Europe, with U.S. tariffs on rules currently limited to a baseline of 10% [9][10] - The company expects to benefit from the tariffs as they create a significant tailwind for the domestic FEP business, with projected sales and margins rising from $11,800,000 in 2024 [12][13] Company Strategy and Development Direction - The company is focused on enhancing profitability through pricing, operational efficiency, and disciplined management of external risks, including tariffs and geopolitical uncertainties [13] - There is a strong emphasis on the nuclear market, with expectations for record levels of orders and shipments, particularly for heat exchangers [16][21] Management's Comments on Operating Environment and Future Outlook - Management anticipates some near-term impacts in Q2 due to market reactions to recent tariffs but intends to protect margins by passing costs to customers [5] - The company remains optimistic about the future, particularly in the nuclear sector, and expects continued strong demand from the U.S. Navy for pumps [18][21] Other Important Information - The total backlog as of March 31, 2025, was $368,500,000, an increase of 6% compared to the previous year [27] - The company made a pension contribution of $800,000 during the quarter, with capital expenditures of $2,200,000 [28] Q&A Session Summary Question: No questions were registered during the Q&A session - The operator noted that there were no questions from participants, and the session concluded without any inquiries [29][30]

Financial Data and Key Metrics Changes - Ampco Pittsburgh Corporation reported earnings per common share of $0.06 for Q1 2025, an improvement of $0.20 compared to the prior year quarter [4] - Adjusted EBITDA for the quarter was $8,800,000, up from $5,100,000 in Q1 2024, indicating significant EBITDA improvements across both segments [4] - Consolidated net sales for Q1 2025 were $104,300,000, a decline of approximately 5% compared to Q1 2024, but a 3% increase sequentially versus Q4 2024 [24] - Net income attributable to Ampco Pittsburgh for Q1 2025 was $1,100,000, compared to a net loss of $2,700,000 in the prior year [26] Business Segment Data and Key Metrics Changes - The Forged and Cast Engineered Products segment reported net sales of $72,300,000 for Q1 2025, down from $77,720,000 in Q1 2024, but segment EBITDA improved to $8,270,000 from $6,000,000 [7][8] - The Air and Liquid Systems segment had record order intake driven by the nuclear market, with adjusted EBITDA increasing to $3,800,000 from $2,200,000 in the prior year [15][21] Market Data and Key Metrics Changes - Global steel demand remains soft but stable in North America and Europe, with U.S. tariffs on rolls currently at 10% [9] - The company expects to benefit from the reduction of tariffs on imports from the U.S. to China, which will relieve pressure on shipments [10] - The total backlog as of March 31, 2025, was $368,500,000, a 6% increase compared to the previous year [26] Company Strategy and Development Direction - The company aims to protect margins by passing through negative effects of tariffs to customers [5] - There is a focus on enhancing profitability through pricing, operational efficiency, and disciplined management of external risks, including tariffs and geopolitical uncertainties [12] - The company is positioned to benefit from growth opportunities in the distribution of bar and block products as imports face new costs [12] Management's Comments on Operating Environment and Future Outlook - Management expects some near-term impacts in Q2 due to market and supply chain reactions to recent tariffs but remains optimistic about margin protection [5] - The nuclear market is seen as a preferred power option, with expectations for record levels of orders and shipments in the coming year [17] - Management acknowledges potential short-term supply chain issues due to tariffs but believes they could lead to increased demand for products in the long term [21] Other Important Information - The company implemented a change in non-GAAP measures reporting, now focusing on adjusted EBITDA instead of consolidated adjusted operating income [23] - Total selling and administrative expenses increased by 5% year-over-year due to inflationary pressures [25] - The company made a pension contribution of $800,000 during the quarter [28] Q&A Session Summary Question: No questions were registered during the Q&A session - The session concluded without any questions being asked [30][32]

Part I – Financial Information [Item 1 – Financial Statements (Unaudited)](index=3&type=section&id=Item%201%20%E2%80%93%20Financial%20Statements%20%28Unaudited%29) The unaudited Q1 2025 financial statements reflect a shift to profitability, a slight increase in total assets, and a significant cash outflow from operating activities [Condensed Consolidated Balance Sheets](index=3&type=section&id=Condensed%20Consolidated%20Balance%20Sheets) The balance sheet as of March 31, 2025, indicates a slight increase in total assets, primarily due to higher receivables and inventories, alongside a rise in shareholders' equity Condensed Consolidated Balance Sheets (in thousands) | Account | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | **Assets** | | | | Cash and cash equivalents | $7,129 | $15,427 | | Trade receivables, net | $82,537 | $70,611 | | Inventories | $124,183 | $116,761 | | Total current assets | $246,490 | $236,787 | | Total assets | $536,193 | $530,896 | | **Liabilities & Equity** | | | | Total current liabilities | $132,577 | $125,216 | | Long-term debt | $115,048 | $116,394 | | Asbestos liability | $176,317 | $183,092 | | Total liabilities | $458,523 | $459,805 | | Total shareholders' equity | $77,670 | $71,091 | | Total liabilities and shareholders' equity | $536,193 | $530,896 | [Condensed Consolidated Statements of Operations](index=4&type=section&id=Condensed%20Consolidated%20Statements%20of%20Operations) The Q1 2025 statements of operations show a significant turnaround to **$1.1 million net income** from a prior-year loss, driven by increased operating income despite lower net sales Consolidated Statements of Operations Highlights (in thousands, except per share amounts) | Metric | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Total net sales | $104,265 | $110,215 | | Income from operations | $3,850 | $82 | | Net income (loss) | $1,891 | $(2,206) | | Net income (loss) attributable to Ampco-Pittsburgh | $1,142 | $(2,717) | | Diluted EPS | $0.06 | $(0.14) | [Condensed Consolidated Statements of Cash Flows](index=7&type=section&id=Condensed%20Consolidated%20Statements%20of%20Cash%20Flows) Q1 2025 cash flows show a **$5.3 million net cash outflow from operations**, primarily due to working capital investments, resulting in an overall **$8.3 million decrease in cash and cash equivalents** Consolidated Cash Flow Summary (in thousands) | Cash Flow Activity | Three Months Ended March 31, 2025 | Three Months Ended March 31, 2024 | | :--- | :--- | :--- | | Net cash (used in) provided by operating activities | $(5,280) | $4,535 | | Net cash used in investing activities | $(1,711) | $(2,845) | | Net cash (used in) provided by financing activities | $(1,727) | $2,028 | | Net (decrease) increase in cash | $(8,298) | $3,543 | | Cash and cash equivalents at end of period | $7,129 | $10,829 | [Notes to Condensed Consolidated Financial Statements](index=8&type=section&id=Notes%20to%20Condensed%20Consolidated%20Financial%20Statements) The notes detail accounting policies, financial line items, debt structure, asbestos liabilities, and segment reporting for the Forged and Cast Engineered Products (FCEP) and Air and Liquid Processing (ALP) segments - The Corporation operates in two business segments: Forged and Cast Engineered Products (FCEP) and Air and Liquid Processing (ALP)[23](index=23&type=chunk) Debt Composition (in thousands) | Debt Type | March 31, 2025 | December 31, 2024 | | :--- | :--- | :--- | | Revolving credit facility | $55,000 | $56,000 | | Sale-leaseback financing obligations | $45,674 | $45,451 | | Equipment financing facility | $16,262 | $16,782 | | Industrial Revenue Bonds | $9,191 | $9,191 | | Total Borrowings | $127,258 | $128,580 | Asbestos Liability and Insurance Receivable Activity (in thousands) | Metric | Three Months Ended March 31, 2025 | | :--- | :--- | | Asbestos liability, beginning of year | $207,092 | | Settlement and defense costs paid | $(6,775) | | Asbestos liability, end of period | $200,317 | | Insurance receivable, beginning of year | $139,295 | | Costs paid by insurance carriers | $(4,408) | | Insurance receivable, end of period | $134,887 | [Item 2 – Management's Discussion and Analysis of Financial Condition and Results of Operations](index=27&type=section&id=Item%202%20%E2%80%93%20Management%27s%20Discussion%20and%20Analysis%20of%20Financial%20Condition%20and%20Results%20of%20Operations) Management attributes improved operating income, despite lower sales, to better pricing, product mix, and manufacturing efficiencies across both segments, while consolidated backlog decreased and cash outflow from operations occurred Selected Financial Information (in thousands) | Metric | Q1 2025 | Q1 2024 | Change | | :--- | :--- | :--- | :--- | | **Net Sales** | | | | | FCEP | $72,287 | $77,189 | $(4,902) | | ALP | $31,978 | $33,026 | $(1,048) | | Consolidated | $104,265 | $110,215 | $(5,950) | | **Income from Operations** | | | | | FCEP | $3,905 | $1,576 | $2,329 | | ALP | $3,494 | $1,982 | $1,512 | | Consolidated | $3,850 | $82 | $3,768 | - Consolidated backlog decreased to **$368.5 million** as of March 31, 2025, from **$378.9 million** at the end of 2024. The decrease was driven by the FCEP segment, partially offset by an increase in the ALP segment's backlog[118](index=118&type=chunk)[120](index=120&type=chunk) - Gross margin improved to **21.3%** from **16.1%** in the prior year, attributed to better performance in both the FCEP and ALP segments[121](index=121&type=chunk) [Net Sales and Operating Results by Segment](index=31&type=section&id=Net%20Sales%20and%20Operating%20Results%20by%20Segment) FCEP segment sales declined but operating income surged due to pricing and efficiencies, while ALP segment sales dipped slightly but operating income improved from a favorable product mix [Forged and Cast Engineered Products](index=31&type=section&id=Forged%20and%20Cast%20Engineered%20Products) FCEP segment net sales decreased to **$72.3 million** due to lower volume, yet income from operations significantly increased to **$3.9 million** from improved pricing and efficiencies, while backlog declined - Key drivers for the decline in net sales include: Lower volume and changes in product mix for roll sales (~**$6.3 million** decrease). Unfavorable foreign exchange rates (~**$1.0 million** decrease). Partially offset by higher base pricing (~**$2.5 million** increase)[131](index=131&type=chunk) - The increase in income from operations was primarily due to: Benefit from improved pricing and manufacturing costs (~**$5.2 million** increase). Better manufacturing absorption and operational efficiencies (~**$0.5 million** increase). Partially offset by lower shipment volumes (~**$2.6 million** decrease)[130](index=130&type=chunk) [Air and Liquid Processing](index=32&type=section&id=Air%20and%20Liquid%20Processing) ALP segment net sales slightly decreased to **$32.0 million** due to shipment timing, but operating income substantially improved to **$3.5 million** from a favorable product mix, and backlog grew - Net sales were impacted by lower air handling unit sales (~**$1.9 million** decrease), offset by higher sales of heat exchange coils (~**$0.7 million** increase) and centrifugal pumps (~**$0.1 million** increase)[137](index=137&type=chunk) - The improvement in operating income of approximately **$1.5 million** was principally due to changes in product mix, partially offset by lower shipment volume and higher manufacturing costs[134](index=134&type=chunk) - Backlog improved across all product lines, with heat exchange coils increasing by **$4.5 million** due to record orders in the nuclear market[134](index=134&type=chunk)[137](index=137&type=chunk) [Liquidity and Capital Resources](index=34&type=section&id=Liquidity%20and%20Capital%20Resources) Cash and cash equivalents decreased by **$8.3 million** due to operating cash outflow and working capital investment, with liquidity expected from existing funds, future cash, and a revolving credit facility under renegotiation - Net cash used in operating activities of **$5.3 million** was primarily due to a higher investment in trade working capital of approximately **$12.7 million**[143](index=143&type=chunk)[147](index=147&type=chunk) - Net cash used in investing activities decreased to **$1.7 million** from **$2.8 million** in the prior year, mainly due to lower capital spending in the FCEP segment following the completion of a major capital program[146](index=146&type=chunk) - As of March 31, 2025, remaining availability under the revolving credit facility was approximately **$28.6 million**. The facility matures on June 29, 2026, and the Corporation is currently in discussions with lenders to secure a new multi-year arrangement[151](index=151&type=chunk)[152](index=152&type=chunk) [Item 3 – Quantitative and Qualitative Disclosures About Market Risk](index=37&type=section&id=Item%203%20%E2%80%93%20Quantitative%20and%20Qualitative%20Disclosures%20About%20Market%20Risk) This item is noted as not applicable for the current reporting period - The company has indicated that quantitative and qualitative disclosures about market risk are not applicable in this filing[157](index=157&type=chunk) [Item 4 – Controls and Procedures](index=37&type=section&id=Item%204%20%E2%80%93%20Controls%20and%20Procedures) Management concluded that the Corporation's disclosure controls and procedures were effective as of March 31, 2025, with no material changes to internal control over financial reporting - Based on an evaluation as of the end of the reporting period, the principal executive officer and principal financial officer concluded that the Corporation's disclosure controls and procedures were effective[159](index=159&type=chunk) - No material changes to the Corporation's internal control over financial reporting were identified during the last fiscal quarter[160](index=160&type=chunk) Part II – Other Information [Item 1 – Legal Proceedings](index=38&type=section&id=Item%201%20%E2%80%93%20Legal%20Proceedings) Information regarding legal proceedings, primarily asbestos-related litigation, is incorporated by reference from Note 15 of the financial statements - Information regarding legal proceedings is incorporated by reference from Note 15 to the condensed consolidated financial statements[163](index=163&type=chunk) [Item 1A – Risk Factors](index=38&type=section&id=Item%201A%20%E2%80%93%20Risk%20Factors) No material changes were reported to the risk factors previously disclosed in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024 - No material changes were reported to the 'Risk Factors' included in the Corporation's Annual Report on Form 10-K for the year ended December 31, 2024[164](index=164&type=chunk) [Item 5 – Other Information](index=38&type=section&id=Item%205%20%E2%80%93%20Other%20Information) No material events were reported under this item, and no director or officer adopted or terminated a Rule 10b5-1 trading arrangement during the quarter - During the three months ended March 31, 2025, no director or officer of the Corporation adopted or terminated a 'Rule 10b5-1 trading arrangement' or 'non-Rule 10b5-1 trading arrangement'[166](index=166&type=chunk) [Item 6 – Exhibits](index=39&type=section&id=Item%206%20%E2%80%93%20Exhibits) This section lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and Inline XBRL data files - Exhibits filed with the report include CEO and CFO certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act, and Inline XBRL documents[169](index=169&type=chunk)