Dauch Corporation (NYSE: DCH) posts Q2 2026 results, lifts 2026 guidance
Rhea-AI Filing Summary
Dauch Corporation reported second-quarter 2026 results, with year-over-year changes primarily driven by its acquisition of Dowlais Group. Net sales were $2,955.6 million compared with $1,536.2 million a year earlier, while Adjusted EBITDA rose to $389.6 million, maintaining a margin of 13.2% of sales. Adjusted earnings per share were $0.32 versus $0.34 in the second quarter of 2025.
GAAP profitability was much lower than the prior year. Net income attributable to Dauch was $1.0 million versus $39.3 million, and diluted earnings per share were $0.00 versus $0.32. The quarter included restructuring and acquisition-related costs of $49.8 million and interest expense of $89.8 million, both higher than in 2025.
Cash generation improved in the quarter: net cash provided by operating activities was $107.5 million versus $91.9 million, and Adjusted free cash flow increased to $148.4 million from $48.7 million. For full-year 2026, the company targets sales of $10.6–$10.8 billion, Adjusted EBITDA of $1.36–$1.425 billion, and Adjusted free cash flow of $260–$325 million, including expected Dowlais-related synergy benefits of $60–$75 million.
Positive
- Q2 2026 net sales increased to $2,955.6 million from $1,536.2 million, largely reflecting the consolidation of Dowlais.
- Q2 2026 Adjusted EBITDA rose to $389.6 million (13.2% of sales) from $202.1 million, with margin maintained.
- Q2 2026 Adjusted free cash flow improved to $148.4 million from $48.7 million in the prior-year quarter.
- Full-year 2026 guidance was raised to sales of $10.6–$10.8 billion, Adjusted EBITDA of $1.36–$1.425 billion, and Adjusted free cash flow of $260–$325 million.
Negative
- Q2 2026 net income attributable to Dauch declined to $1.0 million from $39.3 million, with diluted EPS at $0.00 versus $0.32 a year earlier.
- For the first six months of 2026, net loss attributable to Dauch was $99.3 million compared with net income of $46.4 million in the first half of 2025.
- Q2 2026 interest expense more than doubled to $89.8 million from $43.1 million in Q2 2025.
- Free cash flow for the first six months of 2026 was $(151.3) million versus $26.2 million in the prior-year period before adjustments.
Filing Explained
Dauch’s filing reports positive quarterly cash flow but a more constrained first-half cash-generation position.
Form 8-K reports specified material events; this filing reports Dauch Corporation’s completed second-quarter 2026 results and updated full-year targets. The disclosed operating condition includes cash and long-term debt.
Dauch reports
The company defines free cash flow as operating cash flow less capital expenditures net of asset-sale proceeds. Adjusted free cash flow adds back cash payments for restructuring and acquisition-related costs, so the adjusted and GAAP-based cash figures describe different cash burdens.
The filing also reports long-term debt and net cash used in financing activities for the six months ended
8-K Event Classification
3 items: 2.02, 7.01, 9.01
3 items
Item 2.02
Results of Operations and Financial Condition
Financial
Disclosure of earnings results, typically an earnings press release or preliminary financials.
Item 7.01
Regulation FD Disclosure
Disclosure
Material non-public information disclosed under Regulation Fair Disclosure, often investor presentations or guidance.
Item 9.01
Financial Statements and Exhibits
Exhibits
Financial statements, pro forma financial information, and exhibit attachments filed with this report.
Key Figures
Q2 2026 Net Sales: $2,955.6 million
Q2 2026 Net Income Attributable to Dauch: $1.0 million
Q2 2026 Adjusted EBITDA: $389.6 million
+4 more
7 metrics
Q2 2026 Net Sales
$2,955.6 million
Net sales for the quarter ended June 30, 2026
Q2 2026 Net Income Attributable to Dauch
$1.0 million
Compared with $39.3 million in the second quarter of 2025
Q2 2026 Adjusted EBITDA
$389.6 million
13.2% of sales; compared with $202.1 million in Q2 2025
Q2 2026 Adjusted Free Cash Flow
$148.4 million
Quarter ended June 30, 2026; compared with $48.7 million in Q2 2025
Six-month 2026 Net Cash from Operating Activities
$43.1 million
Six months ended June 30, 2026; compared with $147.8 million in 2025
2026 Sales Outlook
$10.6–$10.8 billion
Full-year 2026 targeted net sales range
Total Assets at June 30, 2026
$11,050.0 million
Consolidated balance sheet total assets as of June 30, 2026
Key Terms
Adjusted EBITDA, free cash flow, Business Combination Derivative, equity-method affiliates, +1 more
5 terms
Adjusted EBITDA financial
"As revised, Adjusted EBITDA is defined as EBITDA excluding the impact of restructuring"
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
"We define free cash flow to be net cash provided by operating activities less capital"
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.
Business Combination Derivative financial
"Gain on Business Combination Derivative"
equity-method affiliates financial
"Income from equity-method affiliates"
USMCA regulatory
"adverse changes in trade agreements, such as the United States-Mexico-Canada Agreement (USMCA)"
USMCA is a trilateral trade agreement that sets the rules for buying, selling and investing across the United States, Mexico and Canada. Investors care because it acts like a regional rulebook for supply chains, tariffs and market access—changes to those rules can alter costs, profitability and where companies choose to make or sell products, creating winners and losers across industries.
Earnings Snapshot
Net sales: $2,955.6 million · Guidance included
Quarter ended June 30, 2026
Net sales
$2,955.6 million
vs $1,536.2 million in Q2 2025
Net income attributable to Dauch
$1.0 million
vs $39.3 million in Q2 2025
Adjusted EBITDA
$389.6 million (13.2% of sales)
vs $202.1 million (13.2% of sales) in Q2 2025
Diluted earnings per share
$0.00
vs $0.32 in Q2 2025
Adjusted earnings per share
$0.32
vs $0.34 in Q2 2025
Net cash provided by operating activities
$107.5 million
vs $91.9 million in Q2 2025
Adjusted free cash flow
$148.4 million
vs $48.7 million in Q2 2025
Guidance
Targets 2026 sales of $10.6–$10.8 billion, Adjusted EBITDA of $1.36–$1.425 billion, and Adjusted free cash flow of $260–$325 million, including $60–$75 million of synergy benefits and $70–$80 million of equity income from its China JV.
AI-generated analysis. How Rhea-AI works. Not financial advice.
FAQ
What were Dauch Corporation (DCH) net sales and earnings in Q2 2026?
Dauch reported Q2 2026 net sales of $2,955.6 million and net income attributable to Dauch of $1.0 million. Diluted EPS was $0.00, while Adjusted earnings per share were $0.32, compared with $0.34 in the prior-year quarter.
How did Dauch Corporation (DCH) Adjusted EBITDA perform in Q2 2026 versus Q2 2025?
Adjusted EBITDA in Q2 2026 was $389.6 million, or 13.2% of sales, compared with $202.1 million, also 13.2% of sales, in Q2 2025. The company attributes year-over-year changes primarily to the acquisition of Dowlais.
What 2026 financial outlook did Dauch Corporation (DCH) provide?
For 2026, Dauch targets sales of $10.6–$10.8 billion, Adjusted EBITDA of $1.36–$1.425 billion, and Adjusted free cash flow of $260–$325 million. Guidance includes partial-year Dowlais contributions, $60–$75 million in synergy benefits, and China JV equity income of $70–$80 million.
How did Dauch Corporation (DCH) cash flow metrics change in Q2 2026?
Net cash provided by operating activities in Q2 2026 was $107.5 million versus $91.9 million a year earlier. Adjusted free cash flow rose to $148.4 million from $48.7 million, while quarterly free cash flow before adjustments was $15.8 million.
What impact did the Dowlais acquisition have on Dauch (DCH) results?
Management states the acquisition of Dowlais was the primary driver of year-over-year changes in financial results. Consolidation of Dowlais contributed to Q2 2026 sales of $2,955.6 million versus $1,536.2 million in Q2 2025 and higher Adjusted EBITDA.
What were Dauch Corporation (DCH) Q2 2026 segment results for Driveline and Metal Forming?
In Q2 2026, Driveline segment sales were $2,225.0 million with Segment Adjusted EBITDA of $289.7 million. Metal Forming sales were $861.7 million with Segment Adjusted EBITDA of $99.9 million, before eliminating $131.1 million of intersegment sales.
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 7, 2026
(Exact Name of Registrant as Specified in Its Charter)
(State or Other Jurisdiction of Incorporation)
| (Commission File Number) | (IRS Employer Identification No.) | ||||
| (Address of Principal Executive Offices) | (Zip Code) | ||||
| | |||||
| (Registrant's Telephone Number, Including Area Code) | |||||
| (Former Name or Former Address, if Changed Since Last Report) | |||||
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:
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
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. ☐
SECTION 2 - FINANCIAL INFORMATION
Item 2.02 Results of Operations and Financial Condition
On August 7, 2026, Dauch Corporation, (“Dauch”) issued a press release regarding Dauch's financial results for the second quarter 2026. A copy of this press release is furnished as Exhibit 99.1.
SECTION 7 - REGULATION FD
Item 7.01 Regulation FD Disclosure
See Item 2.02 Result of Operations and Financial Condition.
SECTION 9 - FINANCIAL STATEMENTS AND EXHIBITS
Item 9.01 Financial Statements and Exhibits
| Exhibit No. | Description | ||||||||||
99.1 | Press release dated | August 7, 2026 | |||||||||
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.
| DAUCH CORPORATION | |||||||||||||||||
| Date: | August 7, 2026 | By: | /s/ Christopher J. May | ||||||||||||||
| Christopher J. May | |||||||||||||||||
| Executive Vice President & Chief Financial Officer | |||||||||||||||||
Dauch Reports Second Quarter 2026 Financial Results
Delivers Strong Performance and Operating Cash Flow
DETROIT, August 7, 2026 -- Dauch Corporation ("Dauch") (NYSE: DCH; LSE: DCH) today reported its financial results for the second quarter 2026.
Second Quarter 2026 Results
•Sales of $2.96 billion
•Net income attributable to Dauch of $1.0 million
•Adjusted EBITDA of $389.6 million, or 13.2% of sales
•Diluted earnings per share of $0.00; Adjusted earnings per share of $0.32
•Net cash provided by operating activities of $107.5 million; Adjusted free cash flow of $148.4 million
“The company’s strong second-quarter results highlight the continued positive acceleration for the new Dauch Corporation,” said Chairman and Chief Executive Officer David C. Dauch. “We are focused on unlocking the full strategic potential of the transformational acquisition we completed earlier in the year.”
The acquisition of Dowlais Group plc (subsequently renamed Dowlais Group Limited) (“Dowlais”) was the primary driver of year-over-year changes in financial results.
The company's sales in the second quarter of 2026 were $2.96 billion as compared to $1.54 billion in the second quarter of 2025.
The company's net income attributable to Dauch in the second quarter of 2026 was $1.0 million, a nominal amount per share and a nominal margin on sales, as compared to net income of $39.3 million, or $0.32 per share and 2.6% of sales, in the second quarter of 2025.
Adjusted earnings per share in the second quarter of 2026 was $0.32 compared to Adjusted earnings per share of $0.34 in the second quarter of 2025.
In the second quarter of 2026, Adjusted EBITDA was $389.6 million, or 13.2% of sales, as compared to $202.1 million, or 13.2% of sales, in the second quarter of 2025.
The company's net cash provided by operating activities for the second quarter of 2026 was $107.5 million as compared to $91.9 million for the second quarter of 2025.
The company's Adjusted free cash flow for the second quarter of 2026 was $148.4 million as compared to $48.7 million for the second quarter of 2025.
1
Dauch's Updated 2026 Financial Outlook
Dauch's full year 2026 financial targets which include a partial year contribution from Dowlais (as of February 3, 2026 close) are as follows:
•Sales in the range of $10.6 - $10.8 billion vs. $10.3 - $10.8 billion previously.
•Adjusted EBITDA in the range of $1.36 - $1.425 billion vs. $1.30 - $1.425 billion previously.
•Adjusted EBITDA includes synergy benefits of $60 - $75 million (vs $50 - $75 million previously), equating to a run rate of greater than $100 million by the end of year one.
•Equity income from our China JV (which is included in Adjusted EBITDA) in the range of $70 - $80 million vs $65 - $75 million previously.
•Adjusted free cash flow in the range of $260 - $325 million vs. $235 - $325 million previously.
•Capital expenditures in the range of 4.5% to 5% of sales.
•Restructuring cash payments of $115 - $150 million.
•Synergy implementation cash payments of $95 - $110 million.
These targets are based on the following assumptions for 2026:
•Production outlook:
| North America | Europe | China | Global | ||||||||
| ~15.1 million | ~16.9 million | ~31.6 million | ~91.1 million | ||||||||
•Production estimates of key programs that we support and the current operating environment.
•No changes to USMCA and mitigation of a majority of incremental tariff costs.
Second Quarter 2026 Conference Call Information
A conference call to review Dauch's second quarter results is scheduled for today at 10:00 a.m. ET. Interested participants may listen to the live conference call by logging onto Dauch's investor web site at www.dauch.com or calling (877) 883-0383 from the United States or (412) 902-6506 from outside the United States with access code 953-5491. A replay will be available one hour after the call is completed until August 14, 2026 by dialing (855) 669-9658 from the United States or (412) 317-0088 from outside the United States. When prompted, callers should enter replay access code 984-1988.
Non-GAAP Financial Information
In addition to the results reported in accordance with accounting principles generally accepted in the United States of America (GAAP) included within this press release, Dauch has provided certain information, which includes non-GAAP financial measures such as Adjusted EBITDA, Adjusted earnings per share and Adjusted free cash flow. Such information is reconciled to its most directly comparable GAAP measure in accordance with Securities and Exchange Commission rules and is included in the attached supplemental data.
Certain of the forward-looking financial measures included in this earnings release are provided on a non-GAAP basis. A reconciliation of non-GAAP forward-looking financial measures to the most directly comparable forward-looking financial measures calculated and presented in accordance with GAAP has been provided. The amounts in these reconciliations are based on our current estimates and actual results may differ materially from these forward-looking estimates for many reasons, including potential event driven transactional and other non-core operating items and their related effects in any future period, the magnitude of which may be significant.
Management believes that these non-GAAP financial measures are useful to management, investors, and banking institutions in their analysis of Dauch's business and operating performance. Management also uses this information for operational planning and decision-making purposes.
Non-GAAP financial measures are not and should not be considered a substitute for any GAAP measure. Additionally, non-GAAP financial measures as presented by Dauch may not be comparable to similarly titled measures reported by other companies.
2
Definition of Non-GAAP Financial Measures
Dauch defines Adjusted earnings per share to be diluted earnings (loss) per share excluding the impact of restructuring and acquisition-related costs, debt refinancing and redemption costs, gains or losses on the derivative associated with our Business Combination with Dowlais, net interest on debt held in escrow, gains or losses on equity securities, impairment charges, unrealized foreign exchange gains and losses on acquired U.S. Private Placement Notes, mark-to-market on nondesignated foreign exchange derivatives assumed as part of the Business Combination with Dowlais, gains and losses on the disposal of property, plant and equipment, amortization of the acquisition intangible asset attributable to our investment in SDS, net of tax, amortization of intangible assets from acquisitions, and non-recurring items, including the tax effect thereon.
Dauch defines EBITDA to be earnings before interest expense, income taxes, depreciation and amortization. As revised, Adjusted EBITDA is defined as EBITDA excluding the impact of restructuring and acquisition-related costs, debt refinancing and redemption costs, gains or losses on the derivative associated with our Business Combination with Dowlais, interest income on debt held in escrow, gains or losses on equity securities, impairment charges, unrealized foreign exchange gains and losses on acquired U.S. Private Placement Notes, mark-to-market on nondesignated foreign exchange derivatives assumed as part of the Business Combination with Dowlais, gains and losses on the disposal of property, plant and equipment, amortization of the acquisition intangible asset attributable to our investment in SDS, net of tax, and non-recurring items.
Dauch defines free cash flow to be net cash provided by operating activities less capital expenditures net of proceeds from the sale of property, plant and equipment. Adjusted free cash flow is defined as free cash flow excluding the impact of cash payments for restructuring and acquisition-related costs, including net interest on debt held in escrow.
Company Description
Dauch Corporation is a premier Driveline and Metal Forming supplier serving the global automotive industry with a powertrain-agnostic product portfolio that supports electric, hybrid, and internal combustion vehicles. The company is headquartered in Detroit, MI, with operations that span 24 countries and more than 175 locations. Formed through the acquisition of Dowlais and its subsidiaries - GKN Automotive and GKN Powder Metallurgy, Dauch unites deep engineering roots with global manufacturing capabilities and an entrepreneurial spirit to move mobility forward. Visit www.dauch.com to learn more.
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Forward-Looking Statements
In this earnings release, we make statements concerning our expectations, beliefs, plans, objectives, goals, strategies, and future events or performance. Such statements are “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995 and relate to trends and events that may affect our future financial position and operating results. The terms such as “will,” “may,” “could,” “would,” “plan,” “believe,” “expect,” “anticipate,” “intend,” “project,” "target," and similar words or expressions, as well as statements in future tense, are intended to identify forward-looking statements. Forward-looking statements should not be read as a guarantee of future performance or results and will not necessarily be accurate indications of the times at, or by, which such performance or results will be achieved. Forward-looking statements are based on information available at the time those statements are made and/or management’s good faith belief as of that time with respect to future events and are subject to risks and may differ materially from those expressed in or suggested by the forward-looking statements. Important factors that could cause such differences include, but are not limited to: global economic conditions, including the impact of inflation, recession or recessionary concerns, or slower growth in the markets in which we operate; reduced purchases of our products by General Motors Company (GM), Stellantis N.V. (Stellantis) and Ford Motor Company (Ford) or other customers; reduced demand for our customers' products (particularly light trucks and sport utility vehicles (SUVs) produced by GM, Stellantis and Ford); our ability to consummate strategic initiatives and successfully integrate acquisitions and joint ventures; risks related to disruptions to ongoing business operations as a result of the business combination with Dowlais, including disruptions to management time; potential liabilities or litigation relating to, or assumed in, the business combination with Dowlais; our ability to respond to changes in technology, increased competition, including as a result of the ongoing proliferation of Chinese original equipment manufacturers in certain regions in which we operate, or pricing pressures; our ability to develop and produce new products that reflect market demand; lower-than-anticipated market acceptance of new or existing products; our ability to attract new customers and programs for new products; risks inherent in our global operations (including tariffs and the potential consequences thereof to us, our suppliers, and our customers and their suppliers, adverse changes in trade agreements, such as the United States-Mexico-Canada Agreement (USMCA), compliance with customs and trade regulations, immigration policies, political stability or geopolitical conflicts, taxes and other law changes, potential disruptions of production and supply, and currency rate fluctuations); supply shortages and the availability of natural gas or other fuel and utility sources in certain regions, labor shortages, including increased labor costs, or price increases in raw material and/or freight, utilities or other operating supplies for us or our customers as a result of pandemic or epidemic illness, geopolitical conflicts, natural disasters or otherwise; a significant disruption in operations at one or more of our key manufacturing facilities; risks inherent in transitioning our business from internal combustion engine vehicle products to hybrid and electric vehicle products; our ability to realize the expected revenues from our new and incremental business backlog; negative or unexpected tax consequences, including those resulting from tax litigation; risks related to a failure of our information technology systems and networks, including cloud-based applications, and risks associated with current and emerging technology threats, and damage from computer viruses, unauthorized access, cyber attacks, including increasingly sophisticated cyber attacks incorporating use of artificial intelligence, and other similar disruptions; our ability to maintain satisfactory labor relations and avoid work stoppages; our suppliers', our customers' and their suppliers' ability to maintain satisfactory labor relations and avoid or minimize work stoppages; price volatility in, or reduced availability of, fuel; cost or availability of financing for working capital, capital expenditures, research and development (R&D) or other general corporate purposes including acquisitions, as well as our ability to comply with financial covenants; our customers' and suppliers' availability of financing for working capital, capital expenditures, R&D or other general corporate purposes; an impairment of our goodwill, other intangible assets, or long-lived assets if our business or market conditions indicate that the carrying values of those assets exceed their fair values; liabilities arising from warranty claims, product recall or field actions, product liability and legal proceedings to which we are or may become a party, or the impact of product recall or field actions on our customers; our ability or our customers' and suppliers' ability to successfully launch new product programs on a timely basis; risks of environmental issues, including impacts of climate-related events, that could result in unforeseen issues or costs at our facilities, or risks of noncompliance with environmental laws and regulations, including reputational damage; our ability to achieve the level of cost reductions required to sustain global cost competitiveness or our ability to recover certain cost increases from our customers; our ability to protect our intellectual property and successfully defend against assertions made against us; adverse changes in laws, government regulations or market conditions affecting our products or our customers' products; our ability or our customers' and suppliers' ability to comply with regulatory requirements and the potential costs of such compliance; changes in liabilities arising from pension and other postretirement benefit obligations; our ability to attract and retain qualified personnel in key positions and functions; and other unanticipated events and conditions that may hinder our ability to compete. It is not possible to foresee or identify all such factors and we make no commitment to update any forward-looking statement or to disclose any facts, events or circumstances after the date hereof that may affect the accuracy of any forward-looking statement.
# # #
4
For more information:
Investor Contact
David H. Lim
Head of Investor Relations
(313) 758-2006
david.lim@aam.com
Media Contact
Christopher M. Son
Vice President, Marketing & Communications
(313) 758-4814
chris.son@aam.com
Or visit the Dauch website at www.dauch.com.
5
DAUCH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| (in millions, except per share data) | |||||||||||||||||||||||
| Net sales | $ | 2,955.6 | $ | 1,536.2 | $ | 5,334.5 | $ | 2,947.5 | |||||||||||||||
| Cost of goods sold | 2,617.4 | 1,335.5 | 4,770.9 | 2,572.9 | |||||||||||||||||||
| Gross profit | 338.2 | 200.7 | 563.6 | 374.6 | |||||||||||||||||||
| Selling, general and administrative expenses | 166.9 | 100.8 | 304.2 | 191.7 | |||||||||||||||||||
| Amortization of intangible assets | 21.8 | 20.4 | 44.7 | 41.0 | |||||||||||||||||||
| Impairment charge | — | 8.0 | — | 8.0 | |||||||||||||||||||
| Restructuring and acquisition-related costs | 49.8 | 16.5 | 148.7 | 36.2 | |||||||||||||||||||
| Operating income | 99.7 | 55.0 | 66.0 | 97.7 | |||||||||||||||||||
| Interest expense | (89.8) | (43.1) | (179.4) | (86.0) | |||||||||||||||||||
| Interest income | 7.2 | 5.6 | 19.3 | 11.2 | |||||||||||||||||||
| Other income (expense): | |||||||||||||||||||||||
| Debt refinancing and redemption costs | (0.9) | — | (3.9) | (3.3) | |||||||||||||||||||
| Gain on Business Combination Derivative | — | 46.3 | 12.9 | 68.2 | |||||||||||||||||||
| Income from equity-method affiliates | 17.4 | 0.5 | 27.7 | 0.5 | |||||||||||||||||||
| Other income (expense), net | (16.0) | 3.1 | (44.6) | 0.2 | |||||||||||||||||||
| Income (loss) before income taxes | 17.6 | 67.4 | (102.0) | 88.5 | |||||||||||||||||||
| Income tax expense (benefit) | 16.1 | 28.1 | (3.5) | 42.1 | |||||||||||||||||||
| Net income (loss) | $ | 1.5 | $ | 39.3 | $ | (98.5) | $ | 46.4 | |||||||||||||||
| Net income attributable to noncontrolling interests | (0.5) | — | (0.8) | — | |||||||||||||||||||
| Net income (loss) attributable to Dauch | 1.0 | 39.3 | $ | (99.3) | $ | 46.4 | |||||||||||||||||
| Diluted earnings (loss) per share | $ | — | $ | 0.32 | $ | (0.46) | $ | 0.38 | |||||||||||||||
6
DAUCH CORPORATION
CONDENSED CONSOLIDATED BALANCE SHEETS
| June 30, 2026 | December 31, 2025 | ||||||||||
| (Unaudited) | |||||||||||
| ASSETS | (in millions) | ||||||||||
| Current assets | |||||||||||
| Cash and cash equivalents | $ | 880.8 | $ | 708.9 | |||||||
| Restricted cash | — | 1,496.6 | |||||||||
| Accounts receivable, net | 1,517.0 | 733.0 | |||||||||
| Inventories, net | 1,000.3 | 466.4 | |||||||||
| Prepaid expenses and other | 329.9 | 230.1 | |||||||||
| Total current assets | 3,728.0 | 3,635.0 | |||||||||
| Property, plant and equipment, net | 4,108.0 | 1,591.5 | |||||||||
| Deferred income taxes | 360.9 | 235.9 | |||||||||
| Goodwill | 684.7 | 174.4 | |||||||||
| Other intangible assets, net | 348.6 | 375.2 | |||||||||
| GM postretirement cost sharing asset | 118.8 | 116.0 | |||||||||
| Operating lease right-of-use assets | 169.9 | 122.3 | |||||||||
| Investments in equity-method affiliates | 889.9 | 12.1 | |||||||||
| Other assets and deferred charges | 641.2 | 407.8 | |||||||||
| Total assets | $ | 11,050.0 | $ | 6,670.2 | |||||||
| LIABILITIES AND STOCKHOLDERS' EQUITY | |||||||||||
| Current liabilities | |||||||||||
| Current portion of long-term debt | $ | — | $ | 10.4 | |||||||
| Accounts payable | 1,698.1 | 718.3 | |||||||||
| Accrued compensation and benefits | 513.6 | 254.9 | |||||||||
| Deferred revenue | 23.4 | 38.5 | |||||||||
| Current portion of operating lease liabilities | 37.6 | 24.7 | |||||||||
| Accrued expenses and other | 394.1 | 187.2 | |||||||||
| Total current liabilities | 2,666.8 | 1,234.0 | |||||||||
| Long-term debt, net | 5,025.9 | 4,039.1 | |||||||||
| Deferred revenue | 40.4 | 33.9 | |||||||||
| Deferred income taxes | 266.0 | 9.1 | |||||||||
| Long-term portion of operating lease liabilities | 135.3 | 100.1 | |||||||||
| Postretirement benefits and other long-term liabilities | 1,400.1 | 614.0 | |||||||||
| Total liabilities | 9,534.5 | 6,030.2 | |||||||||
| Total Dauch stockholders' equity | 1,509.7 | 640.0 | |||||||||
| Noncontrolling interest in subsidiaries | 5.8 | — | |||||||||
| Total stockholders’ equity | 1,515.5 | 640.0 | |||||||||
| Total liabilities and stockholders' equity | $ | 11,050.0 | $ | 6,670.2 | |||||||
7
DAUCH CORPORATION
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(Unaudited)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||
| Operating activities | |||||||||||||||||||||||
| Net income (loss) | $ | 1.5 | $ | 39.3 | $ | (98.5) | $ | 46.4 | |||||||||||||||
| Adjustments to reconcile net income (loss) to net cash provided by operating activities | |||||||||||||||||||||||
| Depreciation and amortization | 215.4 | 113.5 | 397.2 | 225.7 | |||||||||||||||||||
| Other | (109.4) | (60.9) | (255.6) | (124.3) | |||||||||||||||||||
| Net cash provided by operating activities | 107.5 | 91.9 | 43.1 | 147.8 | |||||||||||||||||||
| Investing activities | |||||||||||||||||||||||
| Purchases of property, plant and equipment | (98.3) | (57.3) | (201.9) | (126.6) | |||||||||||||||||||
| Proceeds from sale of property, plant and equipment | 6.6 | 4.4 | 7.5 | 5.0 | |||||||||||||||||||
| Acquisition of business, net of cash acquired | — | (0.7) | (331.6) | (1.3) | |||||||||||||||||||
| Proceeds from sale of business, net | — | — | 20.8 | — | |||||||||||||||||||
| Proceeds from disposition of affiliates | — | — | — | 30.1 | |||||||||||||||||||
| Settlement of Business Combination Derivative | — | — | 65.9 | — | |||||||||||||||||||
| Other | (0.9) | (4.8) | (0.8) | (5.8) | |||||||||||||||||||
| Net cash used in investing activities | (92.6) | (58.4) | (440.1) | (98.6) | |||||||||||||||||||
| Financing activities | |||||||||||||||||||||||
| Net debt activity | (132.0) | (0.8) | (893.3) | (16.6) | |||||||||||||||||||
| Other | (11.4) | (5.2) | (25.6) | (13.4) | |||||||||||||||||||
| Net cash used in financing activities | (143.4) | (6.0) | (918.9) | (30.0) | |||||||||||||||||||
| Effect of exchange rate changes on cash | 1.1 | 9.8 | (8.8) | 14.4 | |||||||||||||||||||
| Net decrease in cash, cash equivalents and restricted cash | (127.4) | 37.3 | (1,324.7) | 33.6 | |||||||||||||||||||
| Cash, cash equivalents and restricted cash at beginning of period | 1,008.2 | 549.2 | 2,205.5 | 552.9 | |||||||||||||||||||
| Cash and cash equivalents at end of period | $ | 880.8 | $ | 586.5 | $ | 880.8 | $ | 586.5 | |||||||||||||||
8
DAUCH CORPORATION
SUPPLEMENTAL DATA
(Unaudited)
The supplemental data presented below is a reconciliation of certain financial measures which is intended
to facilitate analysis of Dauch Corporation business and operating performance.
Earnings before interest expense, income taxes and depreciation and amortization (EBITDA) and Adjusted EBITDA(a)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025(1) | 2026 | 2025(1) | ||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||
| Net income (loss) | $ | 1.5 | $ | 39.3 | $ | (98.5) | $ | 46.4 | |||||||||||||||
| Interest expense | 89.8 | 43.1 | 179.4 | 86.0 | |||||||||||||||||||
| Income tax expense (benefit) | 16.1 | 28.1 | (3.5) | 42.1 | |||||||||||||||||||
| Depreciation and amortization | 215.4 | 113.5 | 397.2 | 225.7 | |||||||||||||||||||
| EBITDA | 322.8 | 224.0 | 474.6 | 400.2 | |||||||||||||||||||
| Restructuring and acquisition-related costs | 49.8 | 16.5 | 148.7 | 36.2 | |||||||||||||||||||
| Debt refinancing and redemption costs | 0.9 | — | 3.9 | 3.3 | |||||||||||||||||||
| Gain on Business Combination Derivative | — | (46.3) | (12.9) | (68.2) | |||||||||||||||||||
| Impairment charges | — | 8.0 | — | 8.0 | |||||||||||||||||||
| Unrealized foreign exchange loss on acquired U.S. Private Placement Notes | 3.5 | — | 14.4 | — | |||||||||||||||||||
| Mark-to-market on nondesignated foreign exchange derivatives assumed as part of the Business Combination with Dowlais | 4.5 | — | 20.1 | — | |||||||||||||||||||
| Loss (gain) on disposal of property, plant and equipment | 1.3 | (0.1) | 5.0 | 0.3 | |||||||||||||||||||
| Interest income on debt in escrow | — | — | (4.6) | — | |||||||||||||||||||
| Amortization of acquisition intangible asset attributable to SDS | 6.8 | — | 11.2 | — | |||||||||||||||||||
| Non-recurring items: | |||||||||||||||||||||||
| Acquisition-related fair value inventory adjustment | — | — | 37.7 | — | |||||||||||||||||||
| Adjusted EBITDA | $ | 389.6 | $ | 202.1 | $ | 698.1 | $ | 379.8 | |||||||||||||||
(1) The amounts in the table above are presented based upon our revised definition of Segment Adjusted EBITDA and amounts that were reported under the previous definition have been recast. Please refer to note (a) on page 12.
9
Adjusted earnings per share(b)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025(1) | 2026 | 2025(1) | ||||||||||||||||||||
| Diluted earnings (loss) per share | $ | — | $ | 0.32 | $ | (0.46) | $ | 0.38 | |||||||||||||||
| Restructuring and acquisition-related costs | 0.19 | 0.13 | 0.67 | 0.29 | |||||||||||||||||||
| Debt refinancing and redemption costs | — | — | 0.02 | 0.03 | |||||||||||||||||||
| Impairment charges | — | 0.06 | — | 0.06 | |||||||||||||||||||
| Gain on Business Combination Derivative | — | (0.37) | (0.06) | (0.55) | |||||||||||||||||||
| Unrealized foreign exchange loss on acquired U.S. Private Placement Notes | 0.01 | — | 0.06 | — | |||||||||||||||||||
| Mark-to-market on nondesignated foreign exchange derivatives assumed as part of the Business Combination with Dowlais | 0.02 | — | 0.09 | — | |||||||||||||||||||
| Loss on disposal of property, plant and equipment | 0.01 | — | 0.02 | — | |||||||||||||||||||
| Net interest on debt held in escrow | — | — | 0.04 | — | |||||||||||||||||||
| Amortization of intangible assets from acquisitions | 0.09 | 0.16 | 0.20 | 0.33 | |||||||||||||||||||
| Amortization of acquisition intangible asset attributable to SDS | 0.03 | — | 0.05 | — | |||||||||||||||||||
| Non-recurring items: | |||||||||||||||||||||||
| Acquisition-related fair value inventory adjustment | — | — | 0.17 | — | |||||||||||||||||||
| Tax effect of adjustments | (0.03) | 0.04 | (0.15) | 0.02 | |||||||||||||||||||
| Adjusted earnings per share | $ | 0.32 | $ | 0.34 | $ | 0.65 | $ | 0.56 | |||||||||||||||
Adjusted earnings per share are based on weighted average diluted shares outstanding of 245.3 million and 124.1 million for the three months ended June 30, 2026 and 2025 respectively, and 223.0 million and 123.3 million for the six months ended June 30, 2026 and 2025 respectively.
1) The amounts in the table above are presented based upon our revised definition of Adjusted earnings per share and amounts that were reported under the previous definition have been recast. Please refer to note (b) on page 12.
10
DAUCH CORPORATION
SUPPLEMENTAL DATA
(Unaudited)
The supplemental data presented below is a reconciliation of certain financial measures which is intended
to facilitate analysis of Dauch Corporation business and operating performance.
Free cash flow and Adjusted free cash flow(c)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||
| Net cash provided by operating activities | $ | 107.5 | $ | 91.9 | $ | 43.1 | $ | 147.8 | |||||||||||||||
| Less: Capital expenditures net of proceeds from the sale of property, plant and equipment | (91.7) | (52.9) | (194.4) | (121.6) | |||||||||||||||||||
| Free cash flow | $ | 15.8 | $ | 39.0 | $ | (151.3) | $ | 26.2 | |||||||||||||||
| Cash payments for restructuring costs | 40.6 | 4.3 | 76.4 | 7.0 | |||||||||||||||||||
| Cash payments for acquisition-related costs | 64.4 | 5.4 | 146.5 | 11.6 | |||||||||||||||||||
| Cash payments for synergy integration costs | 27.6 | — | 36.0 | — | |||||||||||||||||||
| Adjusted free cash flow | $ | 148.4 | $ | 48.7 | $ | 107.6 | $ | 44.8 | |||||||||||||||
Segment Financial Information(d)
| Three Months Ended | Six Months Ended | ||||||||||||||||||||||
| June 30, | June 30, | ||||||||||||||||||||||
| 2026 | 2025 | 2026 | 2025 | ||||||||||||||||||||
| (in millions) | |||||||||||||||||||||||
| Segment Sales | |||||||||||||||||||||||
| Driveline | $ | 2,225.0 | $ | 1,107.2 | $ | 3,994.1 | $ | 2,094.2 | |||||||||||||||
| Metal Forming | 861.7 | 545.0 | 1,587.9 | 1,070.5 | |||||||||||||||||||
| Total Sales | 3,086.7 | 1,652.2 | 5,582.0 | 3,164.7 | |||||||||||||||||||
| Intersegment Sales | (131.1) | (116.0) | (247.5) | (217.2) | |||||||||||||||||||
| Net External Sales | $ | 2,955.6 | $ | 1,536.2 | $ | 5,334.5 | $ | 2,947.5 | |||||||||||||||
Segment Adjusted EBITDA(a) | |||||||||||||||||||||||
| Driveline | $ | 289.7 | $ | 155.4 | $ | 528.5 | $ | 288.1 | |||||||||||||||
| Metal Forming | 99.9 | 46.7 | 169.6 | 91.7 | |||||||||||||||||||
| Total Segment Adjusted EBITDA | $ | 389.6 | $ | 202.1 | $ | 698.1 | $ | 379.8 | |||||||||||||||
11
Full Year 2026 Financial Outlook
| Adjusted EBITDA | |||||||||||
| Low End | High End | ||||||||||
| (in millions) | |||||||||||
| Net loss | $ | (200) | $ | (135) | |||||||
| Interest expense | 350 | 350 | |||||||||
| Income tax expense | 20 | 15 | |||||||||
| Depreciation and amortization | 825 | 825 | |||||||||
| Full year 2026 targeted EBITDA | 995 | 1,055 | |||||||||
| Acquisition-related costs | 65 | 65 | |||||||||
| Restructuring costs | 105 | 105 | |||||||||
| Synergy integration costs | 110 | 110 | |||||||||
| Acquisition-related fair value inventory adjustment | 38 | 38 | |||||||||
| Amortization of acquisition intangible asset attributable to SDS | 25 | 25 | |||||||||
| Unrealized foreign exchange loss on acquired U.S. Private Placement Notes | 15 | 15 | |||||||||
| Mark-to-market on nondesignated foreign exchange derivatives assumed as part of the Business Combination with Dowlais | 20 | 20 | |||||||||
| Other | (13) | (8) | |||||||||
| Full year 2026 targeted Adjusted EBITDA | $ | 1,360 | $ | 1,425 | |||||||
| Adjusted Free Cash Flow | |||||||||||
| Low End | High End | ||||||||||
| (in millions) | |||||||||||
| Net cash provided by operating activities | $ | 395 | $ | 410 | |||||||
| Capital expenditures net of proceeds from the sale of property, plant and equipment | (500) | (500) | |||||||||
| Full year 2026 targeted Free Cash Flow | (105) | (90) | |||||||||
| Cash payments for acquisition-related costs | 155 | 155 | |||||||||
| Cash payments for restructuring costs | 115 | 150 | |||||||||
| Cash payments for synergy integration costs | 95 | 110 | |||||||||
| Full year 2026 targeted Adjusted Free Cash Flow | $ | 260 | $ | 325 | |||||||
___________
(a)We define EBITDA to be earnings before interest expense, income taxes, depreciation and amortization. As revised, Adjusted EBITDA is defined as EBITDA excluding the impact of restructuring and acquisition-related costs, debt refinancing and redemption costs, gains or losses on the derivative associated with our Business Combination with Dowlais, interest income on debt held in escrow, gains or losses on equity securities, impairment charges, unrealized foreign exchange gains and losses on acquired U.S. Private Placement Notes, mark-to-market on nondesignated foreign exchange derivatives assumed as part of the Business Combination with Dowlais, gains and losses on the disposal of property, plant and equipment, amortization of the acquisition intangible asset attributable to our investment in SDS, net of tax, and non-recurring items. We believe that EBITDA and Adjusted EBITDA are meaningful measures of performance as they are commonly utilized by management and investors to analyze operating performance and entity valuation. Our management, the investment community and the banking institutions routinely use EBITDA and Adjusted EBITDA, together with other measures, to measure our operating performance relative to other Tier 1 automotive suppliers. We also use Segment Adjusted EBITDA as the measure of earnings to assess the performance of each segment and determine the resources to be allocated to the segments. EBITDA and Adjusted EBITDA are also key metrics used in our calculation of incentive compensation. EBITDA and Adjusted EBITDA should not be construed as income from operations, net income or cash flow from operating activities as determined under GAAP. Other companies may calculate EBITDA and Adjusted EBITDA differently.
(b)We define Adjusted earnings per share to be diluted earnings (loss) per share excluding the impact of restructuring and acquisition-related costs, debt refinancing and redemption costs, gains or losses on the derivative associated with our Business Combination with Dowlais, net interest on debt held in escrow, gains or losses on equity securities, impairment charges, unrealized foreign exchange gains and losses on acquired U.S. Private Placement Notes, mark-to-market on nondesignated foreign exchange derivatives assumed as part of the Business Combination with Dowlais, gains and losses on the disposal of property, plant and equipment, amortization of the acquisition intangible asset attributable to our investment in SDS, net of tax, amortization of intangible assets from acquisitions, and non-recurring items, including the tax effect thereon. We believe Adjusted earnings per share is a meaningful measure as it is commonly utilized by management and investors in assessing ongoing financial performance that provides improved comparability between periods through the exclusion of certain items that management believes are not indicative of core operating performance and which may obscure underlying business results and trends. Other companies may calculate Adjusted earnings per share differently.
(c) We define free cash flow to be net cash provided by operating activities less capital expenditures net of proceeds from the sale of property, plant and equipment. Adjusted free cash flow is defined as free cash flow excluding the impact of cash payments for restructuring and acquisition-related costs, including net interest on debt held in escrow. We believe free cash flow and Adjusted free cash flow are meaningful measures as they are commonly utilized by management and investors to assess our ability to generate cash flow from business operations to repay debt and return capital to our stockholders. Free cash flow and Adjusted free cash flow are also key metrics used in our calculation of incentive compensation. Other companies may calculate free cash flow and Adjusted free cash flow differently.
(d) On February 3, 2026, we completed the Business Combination and we began consolidating the results of Dowlais on that date, which are reported in our Driveline and Metal Forming segments for the three and six months ended June 30, 2026. Additionally, in the first quarter of 2026, we moved certain plant locations that were previously reported under our Metal Forming segment to our Driveline segment in order to better align our product and process technologies. The amounts in the Segment Financial Information tables for the three and six months ended June 30, 2025 have been recast to reflect this reorganization.
12