Stoneridge(SRI) - 2022 Q3 - Quarterly Report

PART I – FINANCIAL INFORMATION Item 1. Financial Statements Presents unaudited condensed consolidated financial statements, detailing balance sheets, operations, cash flows, and equity, highlighting key financial shifts and notes Condensed Consolidated Balance Sheets Details the company's financial position, showing decreased total assets and shareholders' equity from December 2021 to September 2022 Condensed Consolidated Balance Sheets (in thousands) | Metric | September 30, 2022 (in thousands) | December 31, 2021 (in thousands) | | :-------------------------------- | :------------------- | :------------------ | | Cash and cash equivalents | $32,337 | $85,547 | | Total current assets | $398,531 | $410,824 | | Total assets | $633,056 | $665,399 | | Total current liabilities | $177,950 | $173,066 | | Total long-term liabilities | $190,942 | $196,383 | | Total liabilities and shareholders' equity | $633,056 | $665,399 | - Total assets decreased by $32.3 million from $665.4 million at December 31, 2021, to $633.1 million at September 30, 2022[7] - Total shareholders' equity decreased by $31.8 million from $295.9 million at December 31, 2021, to $264.2 million at September 30, 2022[7] Condensed Consolidated Statements of Operations Presents the company's operating performance, showing increased net sales and a shift to net income for the three months ended September 30, 2022 Condensed Consolidated Statements of Operations (in thousands, except per share data) | Metric | 3 Months Ended Sep 30, 2022 (in thousands) | 3 Months Ended Sep 30, 2021 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | 9 Months Ended Sep 30, 2021 (in thousands) | | :-------------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Net sales | $226,757 | $181,680 | $668,751 | $566,809 | | Operating income (loss) | $5,863 | $(8,928) | $(3,049) | $19,815 | | Net income (loss) | $731 | $(10,358) | $(14,283) | $9,570 | | Basic EPS | $0.03 | $(0.38) | $(0.52) | $0.35 | | Diluted EPS | $0.03 | $(0.38) | $(0.52) | $0.35 | - Net sales for the three months ended September 30, 2022, increased by 24.8% year-over-year to $226.8 million[8] - The company reported a net income of $0.7 million for the three months ended September 30, 2022, compared to a net loss of $10.4 million in the prior year period[8] Condensed Consolidated Statements of Comprehensive (Loss) Income Details comprehensive loss, which significantly increased for the nine months ended September 30, 2022, primarily due to foreign currency translation losses Condensed Consolidated Statements of Comprehensive Loss (in thousands) | Metric | 3 Months Ended Sep 30, 2022 (in thousands) | 3 Months Ended Sep 30, 2021 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | 9 Months Ended Sep 30, 2021 (in thousands) | | :-------------------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Net income (loss) | $731 | $(10,358) | $(14,283) | $9,570 | | Foreign currency translation | $(10,348) | $(7,100) | $(21,899) | $(10,706) | | Other comprehensive loss, net of tax | $(10,624) | $(7,233) | $(21,180) | $(10,582) | | Comprehensive loss | $(9,893) | $(17,591) | $(35,463) | $(1,012) | - Comprehensive loss for the nine months ended September 30, 2022, significantly increased to $35.5 million from $1.0 million in the prior year, primarily due to foreign currency translation losses[10] Condensed Consolidated Statements of Cash Flows Summarizes cash flow activities, noting increased net cash used for operating and investing activities for the nine months ended September 30, 2022 Condensed Consolidated Statements of Cash Flows (in thousands) | Metric | 9 Months Ended Sep 30, 2022 (in thousands) | 9 Months Ended Sep 30, 2021 (in thousands) | | :-------------------------------------- | :-------------------------- | :-------------------------- | | Net cash used for operating activities | $(24,138) | $(19,689) | | Net cash (used for) provided by investing activities | $(19,662) | $12,948 | | Net cash provided by (used for) financing activities | $(5,495) | $(14,652) | | Net change in cash and cash equivalents | $(53,210) | $(23,918) | | Cash and cash equivalents at end of period | $32,337 | $50,001 | - Net cash used for operating activities increased to $24.1 million for the nine months ended September 30, 2022, from $19.7 million in the prior year, mainly due to higher working capital[13][188] - Net cash used for investing activities increased to $19.7 million from a $12.9 million inflow in the prior year, primarily due to the absence of proceeds from the Canton Facility sale in 2022[13][189] Condensed Consolidated Statements of Shareholders' Equity Details changes in shareholders' equity, showing a decrease primarily due to net loss and accumulated other comprehensive loss Condensed Consolidated Statements of Shareholders' Equity (in thousands) | Metric | December 31, 2021 (in thousands) | September 30, 2022 (in thousands) | | :-------------------------------- | :------------------ | :------------------- | | Additional paid-in capital | $232,490 | $231,675 | | Common Shares held in treasury | $(55,264) | $(50,772) | | Retained earnings | $215,748 | $201,465 | | Accumulated other comprehensive loss | $(97,024) | $(118,204) | | Total shareholders' equity | $295,950 | $264,164 | - Total shareholders' equity decreased by $31.8 million from $295.9 million at December 31, 2021, to $264.2 million at September 30, 2022, primarily due to net loss and accumulated other comprehensive loss[15] Notes to Condensed Consolidated Financial Statements Provides detailed explanations and disclosures supporting the condensed consolidated financial statements, covering various accounting policies and financial items (1) Basis of Presentation Outlines the basis of financial statement preparation in accordance with SEC rules and U.S. GAAP, including details on the MSIL equity interest sale - The unaudited condensed consolidated financial statements are prepared in accordance with SEC rules and U.S. GAAP, including normal recurring adjustments[17] - The Company sold its 49% equity interest in Minda Stoneridge Instruments Ltd (MSIL) on December 30, 2021[18] (2) Recently Issued Accounting Standards Discusses recently issued accounting standards, specifically ASU 2020-04 regarding reference rate reform, noting no contract modifications as of September 30, 2022 - ASU 2020-04 provides temporary optional expedients for reference rate reform (LIBOR to SOFR)[20] - As of September 30, 2022, the Company has not had contracts modified due to rate reform[20] (3) Revenue Explains revenue recognition policies and presents net sales by reportable segment, highlighting a significant increase in Electronics segment sales - Revenue is recognized when control of products and services transfers to the customer, typically upon shipment or delivery[21] Net Sales by Reportable Segment (in thousands) | Segment | 3 Months Ended Sep 30, 2022 (in thousands) | 3 Months Ended Sep 30, 2021 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | 9 Months Ended Sep 30, 2021 (in thousands) | | :---------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Control Devices | $88,901 | $87,618 | $257,527 | $273,581 | | Electronics | $124,066 | $77,585 | $372,040 | $250,440 | | Stoneridge Brazil | $13,790 | $16,477 | $39,184 | $42,788 | | Total net sales | $226,757 | $181,680 | $668,751 | $566,809 | - The Electronics segment saw a significant increase in net sales, up 59.9% for the three months and 48.6% for the nine months ended September 30, 2022, compared to the prior year[26][28] (4) Inventories Details inventory composition and changes, showing an increase in total net inventories from December 2021 to September 2022 Inventories, Net (in thousands) | Category | September 30, 2022 (in thousands) | December 31, 2021 (in thousands) | | :---------------- | :------------------- | :------------------ | | Raw materials | $123,052 | $107,034 | | Work-in-progress | $6,206 | $9,755 | | Finished goods | $21,446 | $21,326 | | Total inventories, net | $150,704 | $138,115 | - Total inventories, net, increased by $12.6 million from $138.1 million at December 31, 2021, to $150.7 million at September 30, 2022[33] (5) Financial Instruments and Fair Value Measurements Describes the use of financial instruments for hedging and presents fair value measurements, including details on unwound cross-currency swaps - The Company uses foreign currency forward contracts and interest rate swaps for hedging purposes to manage exposure to foreign currency exchange rate risk and interest rate fluctuations[35][36][43] - On May 5, 2022, the Company unwound two cross-currency swaps designated as net investment hedges for a net gain of $3,716 thousand[37] Financial Assets Carried at Fair Value (in thousands) | Asset | September 30, 2022 (in thousands) | December 31, 2021 (in thousands) | | :------------------------ | :------------------- | :------------------ | | Forward currency contract | $561 | $730 | | Cross-currency swaps | $0 | $1,450 | | Interest rate swap | $576 | $0 | | Total | $1,137 | $2,180 | (6) Share-Based Compensation Reports share-based compensation expense for the three and nine months ended September 30, 2022, noting a decrease from the prior year - Share-based compensation expense was $1,587 thousand for the three months ended September 30, 2022, a decrease from $1,924 thousand in the prior year[55] - For the nine months ended September 30, 2022, share-based compensation expense was $4,421 thousand, down from $4,685 thousand in the prior year[55] (7) Debt Details the company's debt structure, including the Revolving Credit Facility reduction and compliance with all credit facility covenants Debt (in thousands) | Category | September 30, 2022 (in thousands) | December 31, 2021 (in thousands) | | :------------------------ | :------------------- | :------------------ | | Revolving Credit Facility | $165,695 | $163,957 | | Sweden short-term credit line | $14 | $2,099 | | Suzhou short-term credit line | $2,812 | $3,149 | | Total debt (current portion) | $2,826 | $5,248 | - The Revolving Credit Facility commitments were reduced from $400.0 million to $300.0 million via Amendment No 3 on February 28, 2022[62] - The Company was in compliance with all credit facility covenants at September 30, 2022[66] (8) Leases Reports lease income from the Canton, Massachusetts facility and its subsequent sale and lease assignment in June 2021 - The Company recognized operating and variable lease income of $602 thousand and $199 thousand, respectively, for the nine months ended September 30, 2021, from its Canton, Massachusetts facility lease[69] - The Canton facility was sold and the lease assigned to the buyer on June 17, 2021[69] (9) Earnings (Loss) Per Share Presents weighted-average common shares outstanding for basic and diluted EPS, explaining the exclusion of anti-dilutive shares during net loss periods Weighted-Average Common Shares Outstanding | Metric | 3 Months Ended Sep 30, 2022 | 3 Months Ended Sep 30, 2021 | 9 Months Ended Sep 30, 2022 | 9 Months Ended Sep 30, 2021 | | :---------------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Basic | 27,280,883 | 27,147,150 | 27,249,500 | 27,100,484 | | Diluted | 27,524,440 | 27,147,150 | 27,249,500 | 27,431,518 | - Potential dilutive shares were excluded from diluted loss per share for periods with a net loss, as their inclusion would be anti-dilutive (e.g., 217,711 shares for the nine months ended September 30, 2022)[71] (10) Accumulated Other Comprehensive (Loss) Income Details accumulated other comprehensive loss, which increased primarily due to foreign currency translation losses from January to September 2022 Accumulated Other Comprehensive (Loss) Income (in thousands) | Category | January 1, 2022 (in thousands) | September 30, 2022 (in thousands) | | :------------------------ | :-------------- | :------------------- | | Foreign currency translation | $(97,203) | $(119,102) | | Unrealized gain (loss) on derivatives | $179 | $898 | | Total | $(97,024) | $(118,204) | - Accumulated other comprehensive loss increased by $21.2 million from $97.0 million at January 1, 2022, to $118.2 million at September 30, 2022, primarily due to foreign currency translation losses[75] (11) Commitments and Contingencies Outlines various commitments and contingencies, including environmental remediation costs, Stoneridge Brazil legal matters, and product warranty liabilities - Accrued environmental remediation costs were $292 thousand at September 30, 2022, related to a former facility in Sarasota, Florida[77] - Stoneridge Brazil has civil, labor, and other tax contingencies deemed reasonably possible, totaling R$40,817 ($7,549 thousand) at September 30, 2022[78] - Product warranty and recall liability increased to $11,703 thousand at September 30, 2022, from $9,846 thousand at the beginning of the period[81] (12) Business Realignment and Restructuring Discusses business realignment and restructuring efforts, including the strategic exit of the PM sensor product line and associated charges - The Company committed to the strategic exit of its Control Devices particulate matter (PM) sensor product line in May 2020, with estimated remaining costs of up to $4,200 thousand for potential commercial settlements and legal fees[84][85] Total Business Realignment Charges (in thousands) | Period | 3 Months Ended Sep 30, 2022 (in thousands) | 3 Months Ended Sep 30, 2021 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | 9 Months Ended Sep 30, 2021 (in thousands) | | :---------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Total business realignment charges | $254 | $1,080 | $288 | $1,386 | (13) Income Taxes Reports income tax expense and effective tax rates for the three and nine months ended September 30, 2022, explaining the contributing factors - For the three months ended September 30, 2022, income tax expense was $989 thousand, with an effective tax rate of 57.5%, primarily due to the mix of earnings among tax jurisdictions and tax losses for which no benefit is recognized[95] - For the nine months ended September 30, 2022, income tax expense was $2,895 thousand, with an effective tax rate of (25.4%), mainly due to the impact of tax losses for which no benefit is recognized[97] (14) Segment Reporting Provides financial data for the three reportable segments: Control Devices, Electronics, and Stoneridge Brazil, detailing net sales and operating income - The Company has three reportable segments: Control Devices, Electronics, and Stoneridge Brazil[100] Net Sales by Reportable Segment (in thousands) | Segment | 3 Months Ended Sep 30, 2022 (in thousands) | 3 Months Ended Sep 30, 2021 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | 9 Months Ended Sep 30, 2021 (in thousands) | | :---------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Control Devices | $88,901 | $87,618 | $257,527 | $273,581 | | Electronics | $124,066 | $77,585 | $372,040 | $250,440 | | Stoneridge Brazil | $13,790 | $16,477 | $39,184 | $42,788 | | Total net sales | $226,757 | $181,680 | $668,751 | $566,809 | Operating (Loss) Income by Reportable Segment (in thousands) | Segment | 3 Months Ended Sep 30, 2022 (in thousands) | 3 Months Ended Sep 30, 2021 (in thousands) | 9 Months Ended Sep 30, 2022 (in thousands) | 9 Months Ended Sep 30, 2021 (in thousands) | | :---------------- | :-------------------------- | :-------------------------- | :-------------------------- | :-------------------------- | | Control Devices | $7,522 | $2,899 | $18,416 | $50,129 | | Electronics | $5,416 | $(5,113) | $180 | $(7,793) | | Stoneridge Brazil | $908 | $909 | $2,370 | $112 | | Unallocated Corporate | $(7,983) | $(7,623) | $(24,015) | $(22,633) | | Total operating (loss) income | $5,863 | $(8,928) | $(3,049) | $19,815 | (15) Investments Details investment activities, including the sale of MSIL equity, the Stoneridge Brazil earn-out payment, and the Autotech Fund II investment - The Company sold its 49% equity interest in Minda Stoneridge Instruments Ltd (MSIL) on December 30, 2021[107] - The final earn-out consideration of $8,272 thousand for Stoneridge Brazil was paid in April 2022[108] - The Company's cumulative investment in Autotech Fund II was $7,800 thousand as of September 30, 2022[203] (16) Disposals Reports on asset disposals, including the sale of the PM sensor business assets and the Canton Facility, noting associated gains - The Company sold its particulate matter (PM) sensor business assets to Standard Motor Products, Inc (SMP) for $4,000 thousand in March 2021[110] - The Canton Facility was sold on June 17, 2021, for an adjusted purchase price of $37,900 thousand, resulting in a net gain of $30,718 thousand[115][116] Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations Provides an overview of the company's financial condition and results, highlighting global market impacts, increased Q3 2022 net sales and operating income, and future outlook - Global market conditions, including ongoing supply chain disruptions (semiconductor shortages), geopolitical conflicts, and COVID-19, continue to negatively impact the global vehicle industry[119] - In the third quarter of 2022, the Company recognized $12.8 million of cost recoveries related to spot buys of materials and $7.4 million of negotiated price increases to offset material cost inflation[120] - Net income for the three months ended September 30, 2022, increased by $11.1 million to $0.7 million, primarily due to higher net sales[125][126] Global Market Conditions Discusses the impact of ongoing supply chain disruptions, geopolitical conflicts, and material cost inflation on the global economy and vehicle industry - Ongoing supply chain disruptions, primarily semiconductor shortages, and geopolitical conflicts (Russia-Ukraine war) have negatively impacted the global economy and vehicle industry[119] - These situations have led to higher material cost inflation, delays in procuring raw materials, production volume uncertainty, and volatile currency markets[120] - Vehicle volumes began to increase in Q3 2022 in key served markets as supply chain disruptions moderated, with further improvements expected in Q4 2022[121] Segments Describes the company's three reportable segments: Control Devices, Electronics, and Stoneridge Brazil, outlining their primary products and services - Control Devices segment manufactures actuators, sensors, switches, and connectors[122] - Electronics segment produces driver information systems, camera-based vision systems, connectivity and compliance products, and electronic control units[122] - Stoneridge Brazil (SRB) segment designs and manufactures vehicle tracking devices, monitoring services, security alarms, convenience accessories, in-vehicle audio, infotainment, and telematics solutions[123] Third Quarter Overview Provides a summary of third-quarter performance, highlighting increased net income and net sales, particularly in the Electronics segment - Net income for the three months ended September 30, 2022, was $0.7 million ($0.03 per diluted share), an increase of $11.1 million from a net loss of $10.4 million in Q3 2021[125][126] - Net sales increased by $45.1 million, or 24.8%, primarily due to higher volumes and favorable customer pricing for electronic component spot buy recoveries and negotiated price increases[126] - Electronics segment net sales increased by 59.9% compared to Q3 2021, driven by increased sales volumes, customer recoveries of semiconductor spot buys, and new product launches[128] Outlook Presents the company's outlook, anticipating continued margin pressure from supply chain issues and inflation, alongside expected growth in key markets and segments - The Company expects ongoing impacts from supply chain disruptions, material cost inflation, and COVID-19, which will continue to put pressure on margins[133] - North American automotive market is expected to increase to 14.5 million units in 2022 from 13.0 million units in 2021[134] - Electronics segment sales are expected to increase in 2022 due to production volume forecasts, strong demand, and new program launches, including the MirrorEye camera-based vision system[135] Other Matters Addresses other financial matters, including the impact of U.S. Dollar strengthening, the MSIL minority interest sale, and business realignment costs - The strengthening of the U.S. Dollar against the euro, Swedish krona, and Argentine peso in 2022 unfavorably impacted material costs and reported results[143] - The Company completed the sale of its minority interest in MSIL for $21.6 million in December 2021[144] - Business realignment costs were $0.3 million for both the three and nine months ended September 30, 2022, significantly lower than the prior year[148] Three Months Ended September 30, 2022 Compared to Three Months Ended September 30, 2021 Compares financial results for the three months ended September 30, 2022, to the prior year, detailing net sales by segment, gross margin, and operating income changes Net Sales by Segment (in thousands) | Segment | 2022 (in thousands) | 2021 (in thousands) | Change (YoY) | | :---------------- | :------------------ | :------------------ | :----------- | | Control Devices | $88,901 | $87,618 | 1.5% | | Electronics | $124,066 | $77,585 | 59.9% | | Stoneridge Brazil | $13,790 | $16,477 | (16.3)% | | Total net sales | $226,757 | $181,680 | 24.8% | - Gross margin increased from 19.8% in Q3 2021 to 21.8% in Q3 2022, driven by leverage of fixed costs from higher sales levels and negotiated price increases[156] - Operating income significantly improved to $5.9 million in Q3 2022 from an $8.9 million loss in Q3 2021, a 165.7% increase[159] Nine Months Ended September 30, 2022 Compared to Nine Months Ended September 30, 2021 Compares financial results for the nine months ended September 30, 2022, to the prior year, detailing net sales by segment, gross margin, and operating income changes Net Sales by Segment (in thousands) | Segment | 2022 (in thousands) | 2021 (in thousands) | Change (YoY) | | :---------------- | :------------------ | :------------------ | :----------- | | Control Devices | $257,527 | $273,581 | (5.9)% | | Electronics | $372,040 | $250,440 | 48.6% | | Stoneridge Brazil | $39,184 | $42,788 | (8.4)% | | Total net sales | $668,751 | $566,809 | 18.0% | - Gross margin decreased from 22.0% in the first nine months of 2021 to 19.4% in the first nine months of 2022, primarily due to increased material costs from supply chain disruptions, foreign currency fluctuations, and inflation[174] - Operating income shifted to a loss of $3.0 million for the nine months ended September 30, 2022, from an income of $19.8 million in the prior year, largely due to the absence of the Canton Facility sale gain in 2021[179] Liquidity and Capital Resources Discusses the company's liquidity and capital resources, noting a decrease in cash, increased cash used in operations, and available credit facility commitments - Cash and cash equivalents decreased from $85.5 million at December 31, 2021, to $32.3 million at September 30, 2022, primarily to fund higher working capital, capital expenditures, and the Stoneridge Brazil earn-out payment[131][188] - Net cash used for operating activities increased to $24.1 million for the nine months ended September 30, 2022, from $19.7 million in the prior year[188] - The Company has approximately $134.3 million of undrawn commitments under its $300.0 million Credit Facility as of September 30, 2022[190][205] Seasonality Explains the seasonal impacts on Control Devices and Electronics segments due to customer shutdowns, and higher second-half demand for Stoneridge Brazil products - Control Devices and Electronics segments are moderately seasonal, impacted by mid-year and year-end shutdowns and new model production ramp-ups at key customers[207] - Demand for Stoneridge Brazil segment consumer products is generally higher in the second half of the year[207] Critical Accounting Policies and Estimates Confirms no material changes in the company's significant accounting policies or critical accounting estimates during the third quarter of 2022 - There have been no material changes in the Company's significant accounting policies or critical accounting estimates during the third quarter of 2022[209] Inflation and International Presence Addresses the impact of inflation and international presence, including exposure to foreign currency exchange rates and the effect of commodity price increases on profitability - Operating internationally exposes the Company to foreign currency exchange rates and economic conditions of certain countries[211] - An increase in commodity prices and material cost inflation could significantly affect the Company's profitability[211] Item 3. Quantitative and Qualitative Disclosures About Market Risk Reports no material changes to the quantitative and qualitative disclosures about market risk compared to those presented in the 2021 Form 10-K - No material changes to the quantitative and qualitative information about the Company's market risk from those previously presented within Part II, Item 7A of the Company's 2021 Form 10-K[212] Item 4. Controls and Procedures Management concluded that disclosure controls and procedures were effective as of September 30, 2022, with no material changes in internal control over financial reporting - The Company's disclosure controls and procedures were effective as of September 30, 2022[213] - No material changes in the Company's internal control over financial reporting occurred during the three months ended September 30, 2022[214] PART II – OTHER INFORMATION Item 1. Legal Proceedings Details various legal actions and claims, including product warranties and tax contingencies, which are not expected to have a material adverse effect on the company's financial position - The Company is involved in legal actions and claims primarily arising in the ordinary course of business, including product warranties, product liability, and tax contingencies in its Stoneridge Brazil segment[215] - The Company does not believe that any of the current litigation, individually or in aggregate, will have a material adverse effect on its business, consolidated financial position, or results of operations[215] Item 1A. Risk Factors Reports no material changes to the risk factors previously disclosed in the company's 2021 Form 10-K - There have been no material changes with respect to risk factors previously disclosed in the Company's 2021 Form 10-K[216] Item 2. Unregistered Sales of Equity Securities and Use of Proceeds Reports the repurchase of 3,549 Common Shares at an average price of $17.35 per share to satisfy employee tax withholding obligations during Q3 2022 - 3,549 Common Shares were repurchased by the Company during July 2022 at an average price of $17.35 per share[218] - These repurchases were made to satisfy employee tax withholding due upon vesting of performance share awards and share unit awards[217] Item 3. Defaults Upon Senior Securities Reports no defaults upon senior securities for the period - No defaults upon senior securities were reported[219] Item 4. Mine Safety Disclosures Reports no mine safety disclosures for the period - No mine safety disclosures were reported[220] Item 5. Other Information Reports no other information for the period - No other information was reported[221] Item 6. Exhibits Lists exhibits filed with the Form 10-Q, including CEO and CFO certifications and various XBRL exhibits - Includes Chief Executive Officer and Chief Financial Officer certifications pursuant to Sections 302 and 906 of the Sarbanes-Oxley Act of 2002[222] - Includes XBRL exhibits such as the Instance Document, Taxonomy Extension Schema, Calculation Linkbase, Definition Linkbase, and Label Linkbase[222] Signatures Confirms the signing of the Quarterly Report on Form 10-Q on November 2, 2022, by the President, CEO, and CFO - The report was signed by Jonathan B DeGaynor, President, Chief Executive Officer and Director (Principal Executive Officer)[226] - The report was signed by Matthew R Horvath, Chief Financial Officer and Treasurer (Principal Financial Officer)[226] - The signing date for the report was November 2, 2022[226]