10-K: Cooper-Standard Narrows Losses, Boosts Profitability in 2025

Sentiment:

Annual Report


Cooper-Standard Holdings Inc. reported a significant reduction in net loss and improved profitability metrics for 2025, driven by operational efficiencies and favorable foreign exchange.

Better than expectedNet loss significantly improved from $78.1 million in 2024 to $4.3 million in 2025.Gross profit increased by 8.1%, and the gross profit margin improved from 11.1% to 11.9%.Adjusted EBITDA increased to $209.7 million in 2025 from $180.7 million in 2024.

Summary

  • Net loss for 2025 significantly narrowed to $4.3 million, a substantial improvement from a $78.1 million net loss in 2024.
  • Sales increased slightly by 0.4% to $2.74 billion in 2025, compared to $2.73 billion in 2024.
  • Gross profit rose by 8.1% to $327.5 million in 2025, with the gross profit margin improving to 11.9% from 11.1% in 2024.
  • Adjusted EBITDA increased to $209.7 million in 2025 from $180.7 million in 2024.
  • Cash provided by operating activities was $64.4 million in 2025, down from $76.4 million in 2024, primarily due to changes in working capital and increased cash interest payments.
  • Capital expenditures were $48.2 million in 2025, a decrease from $50.5 million in 2024.
  • Total indebtedness stood at $1.10 billion as of December 31, 2025.
  • The company maintains a Section 382 rights plan, amended on September 12, 2025, to protect tax attributes, which expires on November 5, 2026.
  • No shares were repurchased under the $150 million common stock repurchase program in 2023, 2024, or 2025, with $98.7 million remaining authorization.

Sentiment

Score: 7

Explanation: StockSavvy.ai views this filing positively due to the substantial reduction in net loss and improved profitability metrics, indicating effective cost management and operational improvements. While debt remains significant and the industry outlook is mixed, the company's strategic initiatives and innovation efforts are encouraging.

Positives

  • Net loss significantly reduced to $4.3 million in 2025 from $78.1 million in 2024, indicating improved financial performance.
  • Gross profit increased by 8.1% to $327.5 million, and the gross profit percentage of sales improved to 11.9% from 11.1%.
  • Adjusted EBITDA grew to $209.7 million in 2025 from $180.7 million in 2024, reflecting enhanced operational efficiency.
  • Achieved average annual savings of approximately $40 million each of the past five years through the Cooper Standard Operating System (CSOS).
  • Strong market positions as the global leader in sealing systems, second in fuel and brake delivery products, and third in fluid transfer systems.
  • Continued innovation in lightweight, eco-friendly materials and digital technologies, including AI-assisted manufacturing and virtual testing.
  • Received industry recognition for innovations like FlexiCore Thermoplastic Body Seal and Plastic Coolant Hub Technology.
  • Established ambitious sustainability targets: carbon neutrality in Europe by 2040 and globally by 2050.
  • Maintained good relations with employees, with a 74% internal fill rate for salaried, director-level positions and above in 2025.

Negatives

  • Despite significant improvement, the company still reported a net loss of $4.3 million in 2025.
  • Cash provided by operating activities decreased to $64.4 million in 2025 from $76.4 million in 2024, impacted by working capital changes and higher cash interest payments.
  • Total indebtedness remains substantial at $1.10 billion as of December 31, 2025.
  • Global light vehicle production is anticipated to decline by 0.4% in 2026, potentially impacting demand for products.
  • The company faces ongoing inflationary pressures on raw materials, labor, and overhead costs.
  • Significant customer concentration, with Ford, GM, and Stellantis accounting for 56% of sales in 2025.
  • Working capital was negatively impacted primarily by a larger increase in receivables in 2025 compared to 2024.
  • The U.S. SERP and non-U.S. pension plans remain underfunded by $9.753 million and $83.717 million, respectively, as of December 31, 2025.

Risks

  • Volatility or decline of the company's stock price, or absence of stock price appreciation.
  • Impacts and disruptions related to wars in Ukraine and the Middle East.
  • Inability to achieve commercial recoveries and offset higher commodity and other costs through pricing negotiations with customers.
  • Work stoppages or other labor disruptions with employees or customers' employees.
  • Prolonged or material contractions in automotive sales and production volumes.
  • Inability to realize sales represented by awarded business, as customers can re-source without penalty.
  • Escalating pricing pressures from customers and demands for commercial adjustments.
  • Loss of large customers or significant platforms, given high customer concentration.
  • Availability and increasing volatility in costs of manufactured components and raw materials.
  • Disruptions in the supply base or customers' supply base.
  • Competitive threats and commercial risks associated with diversification strategy.
  • Possible variability of working capital requirements.
  • Risks associated with international operations, including changes in laws, regulations, and policies governing foreign trade (e.g., increased trade restrictions and tariffs).
  • Foreign currency exchange rate fluctuations.
  • Ability to control the operations of joint ventures for sole benefit.
  • Substantial amount of indebtedness and rates of interest.
  • Ability to obtain adequate financing sources in the future.
  • Operating and financial restrictions imposed under debt instruments.
  • Underfunding of pension plans and significant changes in discount rates and actual return on pension assets.
  • Effectiveness of continuous improvement programs and other cost savings plans.
  • Significant costs related to manufacturing facility closings or consolidation.
  • Ability to execute new program launches effectively.
  • Ability to meet customers' needs for new and improved products, especially with rapid technological developments.
  • Product liability, warranty, and recall claims.
  • Laws and regulations, including environmental, health, and safety laws.
  • Legal and regulatory proceedings, claims, or investigations, including an ongoing IRS tax dispute.
  • Potential impact of any future public health events.
  • Ability of intellectual property to withstand legal challenges.
  • Cyber-attacks, data privacy concerns, other disruptions in, or inability to implement upgrades to, information technology systems, including risks from AI use.
  • Possible volatility of annual effective tax rate.
  • Possibility of a failure to maintain effective controls and procedures.
  • Possibility of future impairment charges to goodwill and long-lived assets.
  • Ability to identify, attract, develop, and retain a skilled, engaged, and diverse workforce.
  • Ability to procure insurance at reasonable rates.
  • Dependence on subsidiaries for cash to satisfy holding company obligations.

Future Outlook

Global vehicle production is projected to decline by 0.4% in 2026. The company anticipates capital expenditures of approximately $55 million to $65 million in 2026. Economists at the International Monetary Fund (IMF) project economic growth for the United States (2.4%), Canada (1.6%), Mexico (1.5%), Eurozone (1.3%), and China (4.5%) in 2026, while Brazil's growth is expected to slow modestly to 1.6%. The company expects aggregate pension net periodic benefit cost of approximately $6.7 million and net other postretirement benefit payments of approximately $2.1 million in 2026.

Management Comments

  • Management believes its capabilities in core competencies are integral to its position as a market leader in each product line.
  • Management believes its continued commitment to invest in global common processes is an important factor in servicing global customers with the same quality and consistency of product wherever produced.
  • Management believes it will continue to be successful in efforts to improve design and engineering capabilities and manufacturing processes while achieving cost savings through continuous improvement initiatives.
  • Management believes that its cash flows from operations, cash on hand, availability under the ABL Facility, and receivables factoring will enable it to meet ongoing working capital, capital expenditures, debt service, and other funding requirements for the foreseeable future.

Industry Context

StockSavvy.ai notes that Cooper-Standard operates in a highly competitive and cyclical automotive industry, heavily influenced by global economic conditions and consumer demand. The industry is undergoing rapid technological evolution, particularly with the rise of electric vehicles (EVs) and hybrid options, which the company is addressing through its lightweight plastic tubing and advanced connector innovations. The trend towards OEMs preferring fewer, more capable global suppliers benefits companies like Cooper-Standard with a broad manufacturing footprint and strong R&D capabilities. Ongoing inflationary pressures and supply chain disruptions remain significant industry-wide challenges, requiring continuous cost optimization and pricing adjustments.

Comparison to Industry Standards

  • Cooper-Standard is the largest global producer of sealing systems, indicating a leading market position compared to competitors like Toyoda Gosei, Henniges, and Hutchinson.
  • The company is the second largest global producer of fuel and brake delivery products, competing with major players such as TI Automotive and Akwel.
  • Cooper-Standard ranks as the third largest global producer of fluid transfer systems, facing competition from companies like Hutchinson and Sanoh.
  • The company's Total Incident Rate (TIR) of 0.24 in 2025 is lower than its industry peer group and better than its world-class benchmark, demonstrating superior safety performance.
  • The company's average annual savings of approximately $40 million from its CSOS over the past five years highlights a strong commitment to operational excellence, a key competitive factor in the automotive supplier industry.

Corporate Governance

Change TypeDescriptionEffective DateImpact Assessment
Shareholder Rights Plan AmendmentThe Section 382 Rights Agreement was amended on September 12, 2025, to extend the final expiration date of the Rights to November 5, 2026. This plan aims to protect stockholder value by guarding against limitations on the company's ability to use its net operating losses and other tax attributes.2025-09-12Extends the period during which the company can protect its valuable tax attributes from an ownership change, potentially deterring hostile takeovers or significant shareholder accumulation.
Supplemental Executive Retirement Plan (SERP) AmendmentAmendment No. 2025-1 to the Cooper-Standard Automotive Inc. Supplemental Executive Retirement Plan (SERP) was adopted, expanding the definition of 'Eligible Employee' to include any employee employed at Salary Grade 17 and adjusting benefit accrual provisions.2025-11-05Broadens the eligibility for the SERP, potentially increasing future pension benefit obligations and attracting/retaining talent at the Salary Grade 17 level.
Anti-Takeover ProvisionsThe company's certificate of incorporation and bylaws contain provisions that may discourage transactions involving a change of control. These include the board's authority to issue 'blank check' preferred stock without stockholder approval, the board's power to fix its own size and fill vacancies, limitations on stockholder action by written consent (requiring board approval), and advance notice requirements for stockholder proposals and director nominations. Certain amendments to the certificate of incorporation require a two-thirds supermajority vote of stockholders.N/AThese provisions collectively enhance the board's control over corporate governance and potential change-of-control transactions, making it more difficult for external parties to initiate or complete a takeover without management's consent. This could limit shareholder influence on strategic decisions.

Legal Proceedings

  • The company has an ongoing dispute related to its 2015-2018 U.S. federal income tax filings with the Internal Revenue Service (IRS). The IRS asserts that income from a Netherlands subsidiary's Mexican branch operations should be categorized as foreign based company sales income, leading to current taxable income. The company plans to challenge these proposed adjustments through litigation if necessary, believing it will ultimately be successful. The potential income tax expense impact, including interest, related to tax years 2015 through December 31, 2025, is less than $10 million.

Related Party Transactions

  • The company has technology sharing and licensing agreements with Nishikawa Rubber Company, one of its joint venture partners in sealing products. Under these mutual agreements, each party pays for services provided by the other and royalties on certain products for which the other party provides design or development services.

Stakeholder Impact

  • **Shareholders:** Benefit from the significant reduction in net loss and improved profitability, but face risks from substantial debt, potential stock price volatility, and anti-takeover provisions that limit their influence on control changes. The share repurchase program remains authorized but unused.
  • **Employees:** Benefit from the company's commitment to continuous learning, performance management, and internal talent pipeline development (74% internal fill rate). The expansion of the SERP to Salary Grade 17 employees enhances retirement benefits for a broader group. Safety is a top priority, with a TIR lower than peers.
  • **Customers (OEMs):** Benefit from Cooper-Standard's global leadership in product lines, innovation in materials science (e.g., lightweight, eco-friendly solutions), and commitment to quality and timely delivery. However, they exert significant pricing pressure, impacting the company's margins.
  • **Suppliers:** The company is committed to building strong relationships and manages procurement to assure supply continuity. However, inflationary pressures and supply chain disruptions can affect suppliers.
  • **Creditors:** The company has substantial indebtedness ($1.10 billion) and is subject to restrictive covenants under its debt instruments. While currently in compliance, the ability to service debt depends on future operating performance and cash flows.
  • **Communities:** Benefit from the Cooper Standard Foundation's mission to strengthen local communities through support of children's charities, education, health and wellness, and community revitalization. The company's sustainability targets also contribute positively to environmental stewardship.

Next Steps

  • Continue to execute business plans to achieve and sustain double-digit EBITDA margins, ROIC, and strong free cash flow generation.
  • Attain world-class results across all business areas to be the first choice for stakeholders.
  • Leverage materials science, product knowledge, innovation, and manufacturing expertise for organic and inorganic growth.
  • Deliver value through environmental, social, and governance initiatives to ensure long-term sustainability.
  • Maintain disciplined capital spending, with anticipated capital expenditures of $55 million to $65 million in 2026.
  • Monitor pending legislation and implementation of global minimum tax by individual countries and adjust calculations accordingly.
  • Continue to challenge proposed IRS tax adjustments through the litigation process in the U.S. Court of Federal Claims, if necessary.

Key Dates

DateDescription
2004-12-23Cooper-Standard Holdings Inc. began operating after acquiring the automotive segment of Cooper Tire & Rubber Company.
2011-01-01Effective date of the Cooper-Standard Automotive Inc. Supplemental Executive Retirement Plan (SERP).
2013-10-17Common stock began trading on the NYSE under the symbol CPS.
2016-11-02Company issued $400 million aggregate principal amount of its 5.625% Senior Notes due 2026 and entered into a third amendment and restatement of the ABL Facility.
2018-06-01Board of Directors approved a common stock repurchase program authorizing up to $150 million in repurchases.
2018-11-01The 2018 common stock repurchase program became effective.
2022-11-07Board adopted a Section 382 rights plan and declared a dividend of one right for each outstanding share of common stock to stockholders of record on November 17, 2022. Also filed a Certificate of Elimination for 7% Cumulative Participating Convertible Preferred Stock and a Certificate of Designation for Series A Junior Participating Preferred Stock.
2022-12-31Effective date for the termination of certain U.S. defined benefit pension plans (U.S. Pension Plan).
2023-01-27Company issued $580 million aggregate principal amount of its 13.50% Cash Pay / PIK Toggle Senior Secured First Lien Notes due 2027 and $357.4 million aggregate principal amount of its 5.625% Cash Pay / 10.625% PIK Toggle Senior Secured Third Lien Notes due 2027.
2023-06-15First interest payments commenced on First Lien Notes and Third Lien Notes.
2023-07-01Divestiture of European technical rubber products business completed.
2023-09-30Sale of controlling equity interest in an Asia Pacific joint venture completed.
2023-10-01Annual goodwill impairment test performed.
2024-04-03Company irrevocably transferred approximately $137 million of remaining pension benefit obligations and associated plan assets related to the U.S. Pension Plan to an insurance company.
2024-05-06Amendment No. 4 to the ABL Facility extended the termination date for revolving commitments totaling $150 million to May 6, 2029.
2024-05-01Board of Directors approved a restructuring plan eliminating approximately 400 salaried, contract, and open positions.
2024-06-01Insurance company began paying U.S. Pension Plan benefits to eligible participants through a group annuity contract.
2024-09-12Company entered into an agreement to transfer and assign revolving commitments totaling $35 million from certain existing ABL Facility lenders to new ABL Facility lenders, extending the termination date for all outstanding revolving commitments to May 6, 2029.
2024-12-31Termination of the U.S. Pension Plan completed.
2025-01-01Effective date for adoption of ASU 2023-09 (Income Tax Disclosures) and ASU 2023-05 (Joint Venture Formations).
2025-07-04United States enacted the One Big Beautiful Bill Act of 2025 (OBBBA) into law, including tax reform provisions.
2025-09-12Shareholder Rights Plan amended to extend the final expiration date of the Rights to November 5, 2026.
2025-11-05Effective date for Amendment No. 2025-1 to the Supplemental Executive Retirement Plan (SERP), expanding 'Eligible Employee' to include Salary Grade 17 employees.
2026-02-06Number of outstanding common stock shares was 17,637,009.
2026-02-13Date of the audit report and filing of this Annual Report on Form 10-K.
2026-11-05Expiration date of the Section 382 Rights Plan.
2026-11-15Maturity date of the 2026 Senior Notes.
2026-12-31Expiration date of the European factoring facility.
2027-01-01Effective date for ASU 2025-09 (Hedge Accounting Improvements), ASU 2025-12 (Codification Improvements), and ASU 2024-03 (Expense Disaggregation Disclosures).
2027-03-31Maturity date of the First Lien Notes.
2027-05-15Maturity date of the Third Lien Notes.
2028-01-01Effective date for ASU 2025-06 (Internal-Use Software) and ASU 2025-11 (Interim Reporting Improvements).
2029-05-06Extended termination date for revolving commitments under the ABL Facility.
2029-01-01Effective date for ASU 2025-10 (Government Grants).
2040-12-31Target for carbon neutrality in Europe.
2050-12-31Target for global carbon neutrality.

Recommendation

hold

The company demonstrated significant financial improvement in 2025, notably reducing its net loss and increasing Adjusted EBITDA and gross profit margins. This indicates effective operational management and cost control. However, the company still operates with a substantial debt load, and the automotive industry faces ongoing macroeconomic uncertainties, including a projected slight decline in global vehicle production for 2026. While innovation and market leadership in key segments are positives, the overall environment suggests a 'hold' position, allowing investors to observe sustained improvements in cash flow and debt reduction amidst a challenging industry backdrop before considering a stronger 'buy' recommendation.

Keywords

Automotive Supplier, Sealing Systems, Fluid Handling Systems, OEM, Financial Performance, Net Loss Reduction, Adjusted EBITDA, Operational Efficiency, Innovation, Materials Science, Sustainability, Debt, Risk Management, Corporate Governance, SEC Filing, 10-K, CPS

Disclaimer:The information provided here is for general informational purposes only and does not constitute financial advice, recommendation, or endorsement of any kind. It may contain errors or omissions. You should not rely on this information to make financial decisions. Always seek the advice of a qualified financial professional before making any investment or financial decisions. Use of this information is at your own risk.