Business Context and Reporting Period
Company: Cooper-Standard Holdings Inc.
Filing Type: Form 8-K (Current Report)
Date of Report: June 20, 2018
Event Date: June 14, 2018
Context: The filing reports the authorization of a new share repurchase program by the Board of Directors.
Key Financial Metrics
This filing does not report revenue, profit, cash flow, margins, or debt levels. It focuses exclusively on capital allocation regarding share repurchases.
- New Repurchase Authorization: $150 million
- Prior Authorization Remaining (as of Dec 31, 2017): $45.3 million
- Repurchases Executed in Q2 2018: $43.5 million
- Funding Source: Cash on hand and future cash flows from operations
Material Changes
The Board authorized a new $150 million share repurchase program, replacing the prior $125 million authorization approved in March 2016. The new program is effective as of November 6, 2018. During the second quarter of 2018, the Company utilized $43.5 million of the remaining balance from the prior authorization through open market and accelerated share repurchases.
Guidance, Outlook, and Risks
Management Commentary: Shares may be repurchased via open market, private transactions, accelerated share repurchases, or Rule 10b5-1 plans at management's discretion regarding timing, terms, and quantity.
Contingencies: The Company is not obligated to acquire a specific number of shares. The program may be discontinued at any time at the Company's discretion.
Investor Verification Checklist
- Verify the exact effective date of the new program (stated as November 6, 2018) against future trading activity.
- Confirm the total remaining authorization under the new $150 million program after accounting for any immediate executions.
- Monitor future 10-Q or 10-K filings for the impact of these repurchases on earnings per share and total equity.
- Review subsequent filings to determine if the program is discontinued or modified before the full $150 million is utilized.