
Part I — Financial Information Item 1. Financial Statements The financial statements for Q2 2020 show a net sales decline and net loss, while the six-month period achieved net income due to a tax benefit, with improved operating cash flow despite balance sheet stress Consolidated Statements of Income (Loss) Q2 2020 net sales declined 53.5% to $37.8 million, resulting in a net loss, while the six-month period achieved net income of $5.7 million due to a tax benefit Consolidated Statements of Income (Loss) | Financial Metric | Three Months Ended June 30, 2020 | Three Months Ended June 30, 2019 | Six Months Ended June 30, 2020 | Six Months Ended June 30, 2019 | | :--- | :--- | :--- | :--- | :--- | | Net sales | $37,806,000 | $81,247,000 | $101,830,000 | $153,513,000 | | Gross margin | $2,903,000 | $8,491,000 | $13,669,000 | $11,641,000 | | Operating income (loss) | $(1,206,000) | $1,267,000 | $3,055,000 | $(2,749,000) | | Net income (loss) | $(2,272,000) | $209,000 | $5,689,000 | $(3,636,000) | | Diluted EPS | $(0.29) | $0.03 | $0.67 | $(0.47) | Consolidated Balance Sheets Total assets decreased to $165.1 million as of June 30, 2020, with significant long-term debt reclassified as current, leading to negative working capital Consolidated Balance Sheets | Balance Sheet Item | June 30, 2020 (Unaudited) | December 31, 2019 | | :--- | :--- | :--- | | Total current assets | $51,529,000 | $61,225,000 | | Total Assets | $165,118,000 | $179,306,000 | | Total current liabilities | $63,874,000 | $83,834,000 | | Total Liabilities | $75,666,000 | $94,880,000 | | Total Stockholders' Equity | $89,452,000 | $84,426,000 | Consolidated Statements of Cash Flows Net cash from operations significantly increased to $18.5 million for H1 2020 due to working capital management, while investing and financing activities used cash Consolidated Statements of Cash Flows | Cash Flow Activity | Six Months Ended June 30, 2020 | Six Months Ended June 30, 2019 | | :--- | :--- | :--- | | Net cash provided by operating activities | $18,483,000 | $3,297,000 | | Net cash used in investing activities | $(1,644,000) | $(5,201,000) | | Net cash provided by (used in) financing activities | $(14,091,000) | $546,000 | | Net change in cash and cash equivalents | $2,748,000 | $(1,358,000) | Notes to Consolidated Financial Statements Notes highlight a going concern warning due to debt covenant violations, reliance on key customers, and a significant tax benefit from the CARES Act - The company's non-compliance with leverage and fixed charge coverage ratios under its credit agreement raises substantial doubt about its ability to continue as a going concern, operating under a forbearance agreement while seeking to refinance its debt2834 - The company received $1.4 million in government subsidies during the quarter, recorded as a reduction in SG&A expenses54 - The CARES Act allowed the company to carry back net operating losses, resulting in an income tax refund of $6.155 million and a recognized income tax benefit of $5.638 million in the first quarter of 202097 Management's Discussion and Analysis of Financial Condition and Results of Operations Management attributes the 53.5% Q2 2020 sales decline to market downturns and COVID-19, while highlighting improved H1 operating income and ongoing debt refinancing efforts due to covenant violations - Product sales for H1 2020 decreased 33% YoY, driven by a cyclical downturn in the truck market and COVID-19, with sales to truck customers specifically decreased by 53%129130 - Despite lower sales, operating income for H1 2020 was $3.1 million, a significant improvement from a loss of $2.7 million in H1 2019, attributed to improved manufacturing efficiencies, cost savings, and lower SG&A costs129 - As of June 30, 2020, the company was not in compliance with its fixed charge coverage ratio (0.75 vs. 1.15 minimum) and leverage ratio (3.52 vs. 3.25 maximum) covenants, triggering a default155158 - The company entered into a Second Amended Forbearance Agreement with lenders, extending through September 30, 2020, and is actively seeking to refinance its existing debt163 Quantitative and Qualitative Disclosures About Market Risk The company's market risks include commodity price volatility for raw materials, interest rate fluctuations on variable debt, and foreign currency exchange rate changes - The company is exposed to market risks from: (1) variable interest rates on its term loans, (2) foreign currency fluctuations (Mexican Peso and Canadian Dollar), and (3) commodity price volatility for raw materials such as resins and fiberglass173174 Controls and Procedures Management, including the CEO and CFO, concluded that the company's disclosure controls and procedures were effective as of June 30, 2020 - Management, including the Chief Executive Officer and Chief Financial Officer, concluded that the company's disclosure controls and procedures were effective as of the end of the period covered by the report179 Part II — Other Information Legal Proceedings The company is not currently involved in any legal proceedings expected to have a material adverse effect on its financial position or operations - The Company is not presently involved in any legal proceedings likely to have a material adverse effect on its financial condition or operations182 Risk Factors A new risk factor addresses the significant and uncertain adverse impact of the COVID-19 pandemic on the company's business, operations, and liquidity - A new risk factor was added to disclose the adverse impact of the COVID-19 pandemic on the business, including negative effects on customer demand, manufacturing operations, and supply chains184185 Unregistered Sales of Equity Securities and Use of Proceeds The company reported no unregistered sales of equity securities during the period - None reported186 Exhibits This section refers to the Index to Exhibits for a list of documents filed with the report