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Cooper Standard (NYSE: CPS) posts Q2 2026 loss but generates positive free cash flow

(High)
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Cooper-Standard Holdings Inc. reported second quarter 2026 sales of $721.3 million, up 2.2% from the prior-year quarter, with a net loss of $18.8 million, or $(1.04) per diluted share. Adjusted net loss was $2.3 million, or $(0.13) per share, and adjusted EBITDA was $53.9 million, representing a 7.5% margin.

Operating cash flow was $30.1 million and free cash flow was $16.3 million, a $39.7 million improvement from the prior-year quarter’s negative free cash flow. As of June 30, 2026, cash and cash equivalents were $126.6 million, with total liquidity of $294.2 million. The company recorded net new business awards of $118.4 million in anticipated incremental annualized sales, including $36.6 million tied to battery electric or full-hybrid platforms.

For full-year 2026, management maintained sales guidance of $2.7–$2.9 billion and set adjusted EBITDA guidance at $265–$295 million, tightening the range around the midpoint. Guidance now contemplates capital expenditures of $60–$70 million, cash restructuring of $30–$35 million, net cash interest of $90–$100 million (versus $105–$115 million initially), and net cash taxes of $30–$35 million. Management stated it expects to recover most higher commodity and inflation-driven costs in the second half of 2026.

Positive

  • Free cash flow turned positive to $16.3 million in Q2 2026, a $39.7 million improvement from the prior-year quarter, alongside net cash from operating activities of $30.1 million and total liquidity of $294.2 million.
  • 2026 net cash interest guidance was reduced to $90–$100 million from $105–$115 million, indicating lower expected cash interest outlays following recent refinancing transactions.

Negative

  • Net loss widened to $18.8 million in Q2 2026 from $1.4 million a year earlier, while adjusted EBITDA declined to $53.9 million from $62.8 million due to higher material costs, general inflation, unfavorable volume/mix, and increased customs duties and tariffs.

Insights

Analyzing...

Item 2.02 Results of Operations and Financial Condition Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 9.01 Financial Statements and Exhibits Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Q2 2026 Sales $721.3 million Three months ended June 30, 2026
Q2 2026 Net Loss $18.8 million Three months ended June 30, 2026
Q2 2026 Adjusted EBITDA $53.9 million Three months ended June 30, 2026; 7.5% of sales
Q2 2026 Free Cash Flow $16.3 million Three months ended June 30, 2026; improved by $39.7 million vs Q2 2025
Cash and Cash Equivalents $126.6 million Balance as of June 30, 2026
Total Liquidity $294.2 million Including availability under amended senior asset-based revolver at June 30, 2026
2026 Adjusted EBITDA Guidance $265–$295 million Full-year 2026 outlook, midpoint unchanged while range tightened
Q2 2026 Net New Business Awards $118.4 million Anticipated incremental future annualized sales in the quarter
Adjusted EBITDA financial
"Adjusted EBITDA of $53.9 million, or 7.5% of sales"
Adjusted EBITDA is a way companies measure how much money they make from their core operations, like running a business, by removing certain costs or income that aren’t part of regular business activities. It helps investors see how well a company is doing without distractions from unusual expenses or gains, making it easier to compare companies or track performance over time.
free cash flow financial
"Net cash provided by operating activities of $30.1 million and free cash flow of $16.3 million"
Free cash flow is the amount of money a company has left over after paying all its expenses and investing in its business, like buying equipment or updating facilities. It shows how much cash is available to reward shareholders, pay down debt, or save for future growth. This helps investors understand if a company is financially healthy and able to grow.
net new business awards financial
"Net New Business Awards totaled $118.4 million during the quarter"
asset-based revolving credit facility financial
"availability under the Company's amended senior asset-based revolving credit facility"
A loan arrangement where a lender agrees to make funds available up to a set limit that a borrower can draw, repay, and draw again, with the amount available tied to the value of specific assets (like inventory, receivables, or equipment) pledged as collateral. It matters to investors because it provides flexible working capital while limiting risk exposure: the company can fund growth or cover shortfalls quickly, but borrowing capacity can shrink if asset values fall.
light vehicle production financial
"Key Light Vehicle Productions Assumptions (Units)"
The number of passenger cars, small trucks and SUVs built by automakers during a given period; it measures the actual output coming off assembly lines. Think of it like a bakery’s daily loaf count: higher production signals stronger consumer demand, fuller factory schedules and more work for suppliers, while drops can warn of weaker sales, inventory gluts or supply problems—making it a key indicator for investors watching auto makers, parts suppliers and related commodity and employment trends.
Refinancing Transactions financial
"Loss on refinancing and extinguishment of debt relating to the Refinancing Transactions"
Sales $721.3 million Up from $706.0 million in Q2 2025
Net (loss) income $(18.8) million Compared with $(1.4) million in Q2 2025
Adjusted EBITDA $53.9 million Down from $62.8 million in Q2 2025
Free cash flow $16.3 million Improved from $(23.4) million in Q2 2025
Guidance

Full-year 2026 sales guidance of $2.7–$2.9 billion and adjusted EBITDA guidance of $265–$295 million, with updated ranges for capital expenditures, cash restructuring, net cash interest, and net cash taxes.

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FAQ

What were Cooper Standard (CPS) sales and earnings in Q2 2026?

Cooper Standard reported Q2 2026 sales of $721.3 million, up 2.2% year over year, with a net loss of $18.8 million or $(1.04) per diluted share. Adjusted net loss was $2.3 million and adjusted EBITDA was $53.9 million, a 7.5% margin.

How did Cooper Standard (CPS) cash flow perform in Q2 2026?

In Q2 2026, Cooper Standard generated $30.1 million of net cash from operating activities and $16.3 million of free cash flow, a $39.7 million improvement from the prior-year quarter. As of June 30, 2026, cash was $126.6 million and total liquidity was $294.2 million.

What 2026 guidance did Cooper Standard (CPS) provide?

For 2026, Cooper Standard reaffirmed sales guidance of $2.7–$2.9 billion and set adjusted EBITDA guidance at $265–$295 million. It expects capital expenditures of $60–$70 million, cash restructuring of $30–$35 million, net cash interest of $90–$100 million, and net cash taxes of $30–$35 million.

What new business awards did Cooper Standard (CPS) win in Q2 2026?

During Q2 2026, Cooper Standard secured $118.4 million in net new business awards in anticipated incremental annualized sales, including $36.6 million tied to battery electric or full-hybrid platforms. For the first six months of 2026, net new business totaled $246.3 million, with $68.3 million from EV and hybrid programs.

How did Cooper Standard (CPS) segments perform in Q2 2026?

In Q2 2026, Sealing systems sales were $354.0 million versus $364.4 million a year earlier, with segment adjusted EBITDA of $26.1 million. Fluid handling systems sales were $345.3 million versus $322.4 million, with segment adjusted EBITDA of $27.7 million.

What is Cooper Standard’s (CPS) balance sheet and liquidity position as of June 30, 2026?

As of June 30, 2026, Cooper Standard had total assets of $1.88 billion, long-term debt of $1.10 billion, and cash and cash equivalents of $126.6 million. Total liquidity, including its amended senior asset-based revolving credit facility, was $294.2 million, while total equity was negative $138.9 million.
0001320461false00013204612026-08-052026-08-050001320461us-gaap:CommonStockMember2026-08-052026-08-050001320461us-gaap:PreferredStockMember2026-08-052026-08-05

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 20549

FORM 8-K
 
CURRENT REPORT
Pursuant to Section 13 or 15(d) of
the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) – August 5, 2026
 
COOPER-STANDARD HOLDINGS INC.
(Exact name of registrant as specified in its charter)
Delaware001-3612720-1945088
(State or other jurisdiction
 of incorporation)
(Commission
File Number)
(IRS Employer
Identification No.)
 
40300 Traditions Drive,
Northville
Michigan
48168
(Address of principal executive offices)
(Zip code)

Registrant’s telephone number, including area code (248596-5900 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
     
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, par value $0.001 per shareCPSNew York Stock Exchange
Preferred Stock Purchase Rights-New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  






Item 2.02 Results of Operations and Financial Condition.
On August 5, 2026, Cooper-Standard Holdings Inc. (the “Company”) issued a press release regarding its results of operations and financial condition for the second quarter ended June 30, 2026, and will host a conference call to discuss those preliminary results on August 6, 2026 at 9 a.m. ET. The press release is furnished as Exhibit 99 hereto and incorporated by reference herein.
Item 9.01    Financial Statements and Exhibits.
(d) Exhibits.
The following exhibits are furnished pursuant to Item 9.01 of Form 8-K:
    Exhibit 99        Press release dated August 5, 2026
    Exhibit 104        The cover page of this Current Report on Form 8-K, formatted in Inline XBRL.




























SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Cooper-Standard Holdings Inc.
 
/S/ MARYANN PETERSON KANARY
Name:MaryAnn Peterson Kanary
Title:
Senior Vice President, Chief Legal Officer and Secretary
Date: August 6, 2026



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Cooper Standard Highlights Positive Cash Flow and Continued Strong New Business Awards in the Second Quarter of 2026; Maintains Midpoint of Full-year Guidance

NORTHVILLE, Mich., August 5, 2026 -- Cooper-Standard Holdings Inc. (NYSE: CPS) today reported results for the second quarter 2026 that demonstrate continued progress towards sustained financial improvements, long-term profitable growth and positive cash flows.

Second Quarter 2026 Summary
Sales of $721.3 million, an increase of 2.2% vs. the second quarter of 2025
Net loss of $18.8 million, or $(1.04) per diluted share
Adjusted net loss of $2.3 million, or $(0.13) per diluted share
Adjusted EBITDA of $53.9 million, or 7.5% of sales
Net cash provided by operating activities of $30.1 million and free cash flow of $16.3 million
Net New Business Awards totaled $118.4 million during the quarter
“Our teams are continuing to operate at world-class levels, delivering consistent value for our customers.” said Jeffrey Edwards, chairman and CEO, Cooper Standard. “While higher oil prices drove inflationary pressures on our costs in the second quarter as we had anticipated, we expect to recover most of those incremental costs in the second half of the year. With our continued operating excellence and expected cost recoveries, we believe we remain on track to achieve our sales and profitability targets for the full year.”

Consolidated Results
Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
(Dollar amounts in millions except per share amounts)
Sales$721.3 $706.0 $1,407.7 $1,373.0 
Net (loss) income
$(18.8)$(1.4)$(52.1)$0.2 
Adjusted net (loss) income*$(2.3)$1.0 $(7.6)$4.5 
Net (loss) income per diluted share
$(1.04)$(0.08)$(2.90)$0.01 
Adjusted net (loss) income per diluted share*
$(0.13)$0.06 $(0.42)$0.25 
Adjusted EBITDA*
$53.9 $62.8 $104.9 $121.5 
Net cash provided by (used in) operating activities$30.1 $(15.6)$(39.0)$(30.4)
Free cash flow*$16.3 $(23.4)$(76.9)$(55.7)

*Adjusted net (loss) income, adjusted EBITDA, adjusted net (loss) income per diluted share and free cash flow are non-GAAP measures. Reconciliations to the most directly comparable financial measures, calculated and presented in accordance with accounting principles generally accepted in the United States (“U.S. GAAP”), are provided in the attached supplemental schedules.

Sales increased by 2.2% in the second quarter due primarily to favorable foreign exchange and favorable volume and mix.

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Net loss for the second quarter of 2026 was $18.8 million, including restructuring charges of $17.1 million. Net loss for the second quarter of 2025 was $1.4 million, including restructuring charges of $2.9 million. Excluding these special items and their related tax impact, adjusted net loss was $2.3 million in the second quarter of 2026 compared to adjusted net income of $1.0 million in the second quarter of 2025. The year-over-year change was driven primarily by higher material costs, general inflationary pressures, unfavorable volume and mix, and increased customs duties and tariffs. These cost increases were partially offset by continuing supply chain optimization and lean manufacturing savings.

Adjusted EBITDA for the second quarter of 2026 was $53.9 million compared to $62.8 million in the second quarter of 2025. The year-over-year change was driven primarily by higher material costs, general inflationary pressures, unfavorable volume and mix, and increased customs duties and tariffs. These cost increases were partially offset by continuing supply chain optimization and lean manufacturing savings.

Cash Flow and Liquidity

Cash provided by operating activities in the second quarter of 2026 was $30.1 million. Free cash flow (defined as net cash provided by operating activities minus capital expenditures) in the second quarter of 2026 was $16.3 million, an increase of $39.7 million compared to the second quarter of 2025.

As of June 30, 2026, Cooper Standard had cash and cash equivalents totaling $126.6 million. Total liquidity, including availability under the Company's amended senior asset-based revolving credit facility, was $294.2 million at the end of the second quarter of 2026. Based on current expectations for light vehicle production and customer demand for our products, the Company believes it has sufficient financial resources to support ongoing operations and the execution of planned strategic initiatives for the foreseeable future. These financial resources include current cash on hand, continuing access to flexible credit facilities, and expected future positive cash generation.

New Business Awards

The Company continues to leverage its world-class engineering and manufacturing capabilities, its innovation programs and its reputation for quality and service to win new business awards with its OEM customers and capitalize on positive global trends associated with hybrid and battery electric vehicles. During the second quarter of 2026, the Company received net new business awards totaling $118.4 million in anticipated incremental future annualized sales, including $36.6 million in new awards associated with battery electric or full-hybrid platforms. For the first six months of the year, net new business awards totaled $246.3 million, including $68.3 million in new awards associated with battery electric or full-hybrid platforms.

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Segment Results of Operations

Sales
Three Months Ended June 30,Variance Due To:
20262025ChangeVolume/Mix*Foreign Exchange
(Dollar amounts in thousands)
Sales to external customers
Sealing systems$353,954 $364,368 $(10,414)$(18,606)$8,192 
Fluid handling systems345,264 322,430 22,834 20,852 1,982 
* Net of customer price adjustments, including recoveries.

Adjusted EBITDA
Three Months Ended June 30,Variance Due To:
20262025ChangeVolume/Mix*Foreign ExchangeCost Decreases/(Increases)**
(Dollar amounts in thousands)
Segment adjusted EBITDA
Sealing systems$26,129 $40,345 $(14,216)$(12,328)$1,192 $(3,080)
Fluid handling systems27,655 26,997 658 11,810 (4,945)(6,207)
* Net of customer price adjustments, including recoveries.
** Net of savings from restructuring initiatives.

Additional detail on our quarterly segment variance analyses is available in our periodic filings with the Securities and Exchange Commission.


Outlook

The Company believes it is well positioned to continue driving sustainable value through profitable growth and margin enhancement as production volumes and commodity costs stabilize over time. Key value drivers include expanding relationships with new customers, the continued launch of new, innovative programs, enhanced index-based commercial agreements, and further actions to optimize our global manufacturing footprint.

Following actual reported results in the first half of the year, the Company believes it remains on track to achieve full-year results for sales and adjusted EBITDA in line with its original 2026 business plan. In terms of adjusted EBITDA, this is reflected at the midpoint of guidance, which remains unchanged, while the upper and lower bounds of the range have been tightened to reflect improved mid-year visibility. Other elements of full-year guidance and light vehicle production volume assumptions have been adjusted as follows:


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Initial 2026 Guidance1
Current 2026 Guidance1
Sales
$2.7 - $2.9 billion
$2.7 - $2.9 billion
Adjusted EBITDA2
$260 - $300 million
$265 - $295 million
Capital Expenditures
$55 - $65 million
$60 - $70 million
Cash Restructuring
$25 - $30 million
$30 - $35 million
Net Cash Interest
$105 - $115 million
$90 - $100 million
Net Cash Taxes
$30 - $35 million
$30 - $35 million
Key Light Vehicle Productions Assumptions (Units)
  North America15.0 million15.1 million
  Europe16.9 million16.9 million
  Greater China32.7 million31.6 million
  South America3.2 million3.1 million
1 Guidance is representative of management's estimates and expectations as of the date it is published. Initial guidance was presented in our Fourth quarter 2025 earnings press release published on February 12, 2026. Current guidance as presented in this press release considers July 2026 Mobility Global production forecasts for relevant light vehicle platforms and models, customers' planned production schedules, and other internal assumptions.
2 Adjusted EBITDA is a non-GAAP financial measure. The Company has not provided a reconciliation of projected adjusted EBITDA to projected net income (loss) because full-year net income (loss) will include special items that have not yet occurred and are difficult to predict with reasonable certainty prior to year-end. Due to this uncertainty, the Company cannot reconcile projected adjusted EBITDA to U.S. GAAP net income (loss) without unreasonable effort.

Conference Call Details

Cooper Standard management will host a conference call and webcast on August 6, 2026 at 9 a.m. ET to discuss its second quarter 2026 results, provide a general business update and respond to investor questions. Investors and other interested parties may listen to the call by accessing the online, real-time webcast at
https://ir.cooperstandard.com/events.

To participate by phone, callers in the United States and Canada can dial toll-free at 800-836-8184 (international callers dial 646-357-8785) and ask to be connected to the Cooper Standard conference call. Representatives of
the investment community will have the opportunity to ask questions during Q&A. Participants should dial-in at least five minutes prior to the start of the call.

A replay of the webcast will be available on the investors' portion of the Cooper Standard website (https://ir.cooperstandard.com) shortly after the live event.

About Cooper Standard

Cooper Standard, headquartered in Northville, Mich., with locations in 20 countries, is a leading global supplier of sealing and fluid handling systems and components. Utilizing our materials science and manufacturing expertise, we create innovative and sustainable engineered solutions for diverse transportation and industrial markets. Cooper Standard's approximately 22,000 team members (including contingent workers) are at the heart of our success, continuously improving our business and surrounding communities. Learn more at www.cooperstandard.com or follow us on LinkedIn, X, Facebook, Instagram or YouTube.

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Forward Looking Statements

This press release includes “forward-looking statements” within the meaning of U.S. federal securities laws, and we intend that such forward-looking statements be subject to the safe harbor created thereby. Our use of words “estimate,” “expect,” “anticipate,” “project,” “plan,” “intend,” “believe,” “outlook,” “guidance,” “forecast,” or future or conditional verbs, such as “will,” “should,” “could,” “would,” or “may,” and variations of such words or similar expressions are intended to identify forward-looking statements. All forward-looking statements are based upon our current expectations and various assumptions. Our expectations, beliefs, and projections are expressed in good faith and we believe there is a reasonable basis for them. However, we cannot assure you that these expectations, beliefs and projections will be achieved. Forward-looking statements are not guarantees of future performance and are subject to significant risks and uncertainties that may cause actual results or achievements to be materially different from the future results or achievements expressed or implied by the forward-looking statements. Among other items, such factors may include: volatility or decline of the Company’s stock price, or absence of stock price appreciation; impacts and disruptions related to the wars in Ukraine and the Middle East; escalating pricing pressures; our ability to achieve commercial recoveries and to offset the adverse impact of higher commodity and other costs through pricing and other negotiations with our customers; work stoppages or other labor disruptions with our employees or our customers’ employees; prolonged or material contractions in automotive sales and production volumes; our inability to realize sales represented by awarded business; loss of large customers or significant platforms; our ability to successfully compete in the automotive parts industry; availability and increasing volatility in costs of manufactured components and raw materials; disruptions in our supply base or our customers’ supply base; competitive threats and commercial risks associated with our diversification strategy; possible variability of our working capital requirements; risks associated with our international operations, including changes in laws, regulations, and policies governing the terms of foreign trade such as increased trade restrictions and tariffs; our ability to collect tariff recoveries from our customers; foreign currency exchange rate fluctuations; our ability to control the operations of our joint ventures for our sole benefit; our substantial amount of indebtedness and rates of interest; our ability to obtain adequate financing sources in the future; operating and financial restrictions imposed on us under our debt instruments; the underfunding of our pension plans; significant changes in discount rates and the actual return on pension assets; effectiveness of continuous improvement programs and other cost savings plans; significant costs related to manufacturing facility closings or consolidation; our ability to execute new program launches; our ability to meet customers’ needs for new and improved products; the possibility that our acquisitions and divestitures may not be successful; product liability, warranty and recall claims brought against us; laws and regulations, including environmental, health and safety laws and regulations; legal and regulatory proceedings, claims or investigations against us; the potential impact of any future public health events on our financial condition and results of operations; the ability of our intellectual property to withstand legal challenges; cyber-attacks, data privacy concerns, other disruptions in, or the inability to implement upgrades to, our information technology systems; the possible volatility of our annual effective tax rate; the possibility of a failure to maintain effective controls and procedures; the possibility of future impairment charges to our goodwill and long-lived assets; our ability to identify, attract, develop and retain a skilled, engaged and diverse workforce; our ability to procure insurance at reasonable rates; and our dependence on our subsidiaries for cash to satisfy our obligations.; and other risks and uncertainties, including those detailed from time to time in the Company’s periodic reports filed with the Securities and Exchange Commission.

You should not place undue reliance on these forward-looking statements. Our forward-looking statements speak only as of the date of this press release and we undertake no obligation to publicly update or otherwise revise any forward-looking statement, whether as a result of new information, future events or otherwise, except where we are expressly required to do so by law.

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This press release also contains estimates and other information that is based on industry publications, surveys and forecasts. This information involves a number of assumptions and limitations, and we have not independently verified the accuracy or completeness of the information.

Contact for Analysts:Contact for Media:
Roger HendriksenChris Andrews
Cooper StandardCooper Standard
(248) 596-6465(248) 596-6217
roger.hendriksen@cooperstandard.com
candrews@cooperstandard.com

Financial statements and related notes follow:

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COOPER-STANDARD HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
(Dollar amounts in thousands except share and per share amounts) 
Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Sales$721,349 $705,973 $1,407,708 $1,373,042 
Cost of products sold637,593 612,922 1,241,534 1,202,813 
Gross profit83,756 93,051 166,174 170,229 
Selling, administration & engineering expenses52,605 51,210 105,110 102,401 
Amortization of intangibles1,227 1,710 2,451 3,322 
Restructuring charges17,063 2,852 21,695 4,963 
Operating income12,861 37,279 36,918 59,543 
Interest expense, net of interest income(26,996)(28,712)(55,304)(57,331)
Equity in earnings of affiliates1,650 1,708 3,099 3,484 
Loss on refinancing and extinguishment of debt— — (24,155)— 
Other (expense) income, net(1,005)(3,667)(3,117)5,217 
(Loss) income before income taxes(13,490)6,608 (42,559)10,913 
Income tax expense5,428 8,081 9,625 10,784 
Net (loss) income(18,918)(1,473)(52,184)129 
Net loss attributable to noncontrolling interests75 72 38 22 
Net (loss) income attributable to Cooper-Standard Holdings Inc.$(18,843)$(1,401)$(52,146)$151 
Weighted average shares outstanding:
Basic18,051,719 17,882,361 18,010,896 17,797,933 
Diluted18,051,719 17,882,361 18,010,896 18,058,008 
Net (loss) income per share:
Basic$(1.04)$(0.08)$(2.90)$0.01 
Diluted$(1.04)$(0.08)$(2.90)$0.01 
            














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COOPER-STANDARD HOLDINGS INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(Dollar amounts in thousands except share amounts)
June 30, 2026December 31, 2025
 (unaudited)
Assets
Current assets:
Cash and cash equivalents$126,579 $191,699 
Accounts receivable, net373,454 334,267 
Tooling receivable, net80,692 72,316 
Inventories188,721 154,189 
Prepaid expenses26,253 23,940 
Value added tax receivable47,328 47,329 
Other current assets88,101 57,360 
Total current assets931,128 881,100 
Property, plant and equipment, net507,541 523,508 
Operating lease right-of-use assets, net90,025 83,474 
Goodwill140,503 140,696 
Intangible assets, net26,730 28,978 
Other assets179,983 175,418 
Total assets$1,875,910 $1,833,174 
Liabilities and Equity
Current liabilities:
Debt payable within one year$44,950 $86,121 
Accounts payable373,292 337,319 
Payroll liabilities100,766 122,395 
Accrued liabilities149,926 114,150 
Current operating lease liabilities18,085 18,412 
Total current liabilities687,019 678,397 
Long-term debt1,099,862 1,018,483 
Pension benefits89,727 91,336 
Postretirement benefits other than pensions25,411 26,461 
Long-term operating lease liabilities76,703 69,806 
Other liabilities36,119 40,268 
Total liabilities2,014,841 1,924,751 
Equity:
Common stock, $0.001 par value, 190,000,000 shares authorized; 19,835,017 shares issued and 17,769,208 shares outstanding as of June 30, 2026, and 19,702,818 shares issued and 17,637,009 shares outstanding as of December 31, 202518 17 
Additional paid-in capital526,739 524,312 
Retained deficit(526,873)(474,727)
Accumulated other comprehensive loss(130,451)(133,090)
Total Cooper-Standard Holdings Inc. equity(130,567)(83,488)
Noncontrolling interests(8,364)(8,089)
Total equity(138,931)(91,577)
Total liabilities and equity$1,875,910 $1,833,174 
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COOPER-STANDARD HOLDINGS INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
(Dollar amounts in thousands) 
Six Months Ended June 30,
20262025
Operating activities:
Net (loss) income$(52,184)$129 
Adjustments to reconcile net (loss) income to net cash used in operating activities:
Depreciation43,844 45,027 
Amortization of intangibles2,451 3,322 
Share-based compensation expense5,462 5,481 
Equity in earnings of affiliates, net of dividends related to earnings(1,062)(1,515)
Loss on refinancing and extinguishment of debt24,155 — 
Deferred income taxes1,032 2,496 
Other1,941 2,448 
Changes in operating assets and liabilities(64,668)(87,819)
Net cash used in operating activities(39,029)(30,431)
Investing activities:
Capital expenditures(37,860)(25,315)
Proceeds from sale of businesses— 2,558 
Other— 
Net cash used in investing activities(37,856)(22,757)
Financing activities:
Proceeds from issuance of long-term debt, net of debt issuance costs1,084,552 — 
Repayment of long-term debt(1,008,621)— 
Principal payments on long-term debt(1,081)(1,412)
Decrease in short-term debt, net(42,544)(1,259)
Debt issuance costs and other fees(19,529)— 
Taxes withheld and paid on employees' share-based payment awards(2,936)(1,686)
Other(180)— 
Net cash provided by (used in) financing activities9,661 (4,357)
Effects of exchange rate changes on cash, cash equivalents and restricted cash(469)6,419 
Changes in cash, cash equivalents and restricted cash(67,693)(51,126)
Cash, cash equivalents and restricted cash at beginning of period199,882 178,697 
Cash, cash equivalents and restricted cash at end of period$132,189 $127,571 
Reconciliation of cash, cash equivalents and restricted cash to the condensed consolidated balance sheets:
Balance as of
June 30, 2026December 31, 2025
Cash and cash equivalents$126,579 $191,699 
Restricted cash included in other current assets3,178 6,581 
Restricted cash included in other assets2,432 1,602 
Total cash, cash equivalents and restricted cash$132,189 $199,882 
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Non-GAAP Financial Measures

EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted net income (loss), adjusted earnings (loss) per share, and free cash flow are measures not recognized under U.S. GAAP and which exclude certain non-cash and special items that may obscure trends and operating performance not indicative of the Company’s core financial activities. Net new business is a measure not recognized under U.S. GAAP which is a representation of potential incremental future revenue but which may not fully reflect all external impacts to future revenue. Management considers EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted net income (loss), adjusted earnings (loss) per share, free cash flow and net new business to be key indicators of the Company’s operating performance and believes that these and similar measures are widely used by investors, securities analysts and other interested parties in evaluating the Company’s performance. In addition, similar measures are utilized in the calculation of the financial covenants and ratios contained in the Company’s financing arrangements and management uses these measures for developing internal budgets and forecasting purposes. EBITDA is defined as net income (loss) adjusted to reflect income tax expense (benefit), interest expense net of interest income, depreciation and amortization, and adjusted EBITDA is defined as EBITDA further adjusted to reflect certain items that management does not consider to be reflective of the Company’s core operating performance. Adjusted net income (loss) is defined as net income (loss) adjusted to reflect certain items that management does not consider to be reflective of the Company’s core operating performance. Adjusted EBITDA margin is defined as adjusted EBITDA as a percentage of sales. Adjusted basic and diluted earnings (loss) per share is defined as adjusted net income (loss) divided by the weighted average number of basic and diluted shares, respectively, outstanding during the period. Free cash flow is defined as net cash provided by operating activities minus capital expenditures and is useful to both management and investors in evaluating the Company’s ability to service and repay its debt. Net new business reflects anticipated sales from formally awarded programs, less lost business, discontinued programs and replacement programs and is based on S&P Global (IHS Markit) forecast production volumes. The calculation of “net new business” does not reflect customer price reductions on existing programs and may be impacted by various assumptions embedded in the respective calculation, including actual vehicle production levels on new programs, foreign exchange rates and the timing of major program launches.
When analyzing the Company’s operating performance, investors should use EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted net income (loss), adjusted earnings (loss) per share, free cash flow and net new business as supplements to, and not as alternatives for, net income (loss), operating income, or any other performance measure derived in accordance with U.S. GAAP. EBITDA, adjusted EBITDA, adjusted net income (loss), adjusted earnings (loss) per share, free cash flow and net new business have limitations as analytical tools and should not be considered in isolation or as substitutes for analysis of the Company’s results of operations as reported under U.S. GAAP. Other companies may report EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted net income (loss), adjusted earnings (loss) per share, free cash flow and net new business differently and therefore the Company’s results may not be comparable to other similarly titled measures of other companies. In addition, in evaluating adjusted EBITDA and adjusted net income (loss), it should be noted that in the future the Company may incur expenses similar to or in excess of the adjustments in the below presentation. This presentation of adjusted EBITDA and adjusted net income (loss) should not be construed as an inference that the Company’s future results will be unaffected by special items. Reconciliations of EBITDA, adjusted EBITDA, adjusted EBITDA margin, adjusted net income (loss) and free cash flow follow.
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Reconciliation of Non-GAAP Financial Measures

EBITDA and Adjusted EBITDA
(Unaudited)
(Dollar amounts in thousands)

The following table provides a reconciliation of EBITDA and adjusted EBITDA from net (loss) income:
Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Net (loss) income attributable to Cooper-Standard Holdings Inc.$(18,843)$(1,401)$(52,146)$151 
Income tax expense5,428 8,081 9,625 10,784 
Interest expense, net of interest income26,996 28,712 55,304 57,331 
Depreciation and amortization23,275 24,521 46,295 48,349 
EBITDA$36,856 $59,913 $59,078 $116,615 
Restructuring charges 17,063 2,852 21,695 4,963 
Gain on sale of businesses, net (1)
— — — (98)
Loss on refinancing and extinguishment of debt (2)
— — 24,155 — 
Adjusted EBITDA$53,919 $62,765 $104,928 $121,480 
Sales$721,349 $705,973 $1,407,708 $1,373,042 
Net (loss) income margin(2.6)%(0.2)%(3.7)%— %
Adjusted EBITDA margin7.5 %8.9 %7.5 %8.8 %
(1)Gain on sale of businesses related to divestiture in 2024.
(2)Loss on refinancing and extinguishment of debt relating to the Refinancing Transactions.










    
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Adjusted Net (Loss) Income and Adjusted Net (Loss) Income Per Share
(Unaudited)
(Dollar amounts in thousands except share and per share amounts)

The following table provides a reconciliation of net (loss) income to adjusted net (loss) income and the respective net (loss) income per share amounts:
Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Net (loss) income attributable to Cooper-Standard Holdings Inc.$(18,843)$(1,401)$(52,146)$151 
Restructuring charges17,063 2,852 21,695 4,963 
Gain on sale of businesses, net (1)
— — — (98)
Loss on refinancing and extinguishment of debt (2)
— — 24,155 — 
Tax impact of adjusting items (3)
(534)(428)(1,265)(539)
Adjusted net (loss) income$(2,314)$1,023 $(7,561)$4,477 
Weighted average shares outstanding:
Basic18,051,719 17,882,361 18,010,896 17,797,933 
Diluted18,051,719 17,882,361 18,010,896 18,058,008 
Net (loss) income per share:
Basic$(1.04)$(0.08)$(2.90)$0.01 
Diluted$(1.04)$(0.08)$(2.90)$0.01 
Adjusted net (loss) income per share:
Basic$(0.13)$0.06 $(0.42)$0.25 
Diluted$(0.13)$0.06 $(0.42)$0.25 
(1)Gain on sale of businesses related to divestiture in 2024.
(2)Loss on refinancing and extinguishment of debt relating to the Refinancing Transactions.
(3)Represents the elimination of the income tax impact of the above adjustments by calculating the income tax impact of these adjusting items using the appropriate tax rate for the jurisdiction where the charges were incurred and other discrete tax expense.


Free Cash Flow
(Unaudited)
(Dollar amounts in thousands)

The following table defines free cash flow:
Three Months Ended June 30,Six Months Ended June 30,
2026202520262025
Net cash provided by (used in) operating activities$30,125 $(15,580)$(39,029)$(30,431)
Capital expenditures
(13,819)(7,772)(37,860)(25,315)
Free cash flow
$16,306 $(23,352)$(76,889)$(55,746)
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Filing Exhibits & Attachments

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