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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C.  20549

titancolora33.jpg

FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Quarterly Period Ended: September 30, 2023
or
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 1-12936

TITAN INTERNATIONAL, INC.
(Exact name of registrant as specified in its charter)

Delaware
(State or other jurisdiction of incorporation or organization)

1525 Kautz Road, Suite 600, West Chicago, IL
(Address of principal executive offices)

36-3228472
(I.R.S. Employer Identification No.)

60185
(Zip Code)
(630) 377-0486
(Registrant’s telephone number, including area code)

Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading
Symbol
Name of each exchange on which registered
Common stock, $0.0001 par valueTWINew York Stock Exchange


Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes   No
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).  Yes   No
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company.  See definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and "emerging growth company" in Rule 12b-2 of the Exchange Act.
Large accelerated filer Accelerated filer
Non-accelerated filer Smaller reporting company
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.  

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).  Yes   No

Indicate the number of shares of Titan International, Inc. outstanding: 61,889,778 shares of common stock, $0.0001 par value, as of October 24, 2023.




TITAN INTERNATIONAL, INC.

TABLE OF CONTENTS

Page


PART I. FINANCIAL INFORMATION

Item 1. Financial Statements
TITAN INTERNATIONAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)
(All amounts in thousands, except per share data)
 
 Three months endedNine months ended
September 30,September 30,
 2023202220232022
Net sales$401,781 $530,722 $1,431,601 $1,659,614 
Cost of sales335,708 443,089 1,184,076 1,375,599 
Gross profit66,073 87,633 247,525 284,015 
Selling, general and administrative expenses33,587 31,410 102,917 102,306 
Research and development expenses3,167 2,434 9,399 7,592 
Royalty expense2,344 3,298 7,200 9,217 
Income from operations26,975 50,491 128,009 164,900 
Interest expense, net(3,931)(7,221)(16,185)(22,835)
Foreign exchange gain (loss)876 1,198 (882)8,749 
Other income 461 9,691 2,409 24,526 
Income before income taxes24,381 54,159 113,351 175,340 
Provision for income taxes4,718 11,446 28,363 39,128 
Net income19,663 42,713 84,988 136,212 
Net income (loss) attributable to noncontrolling interests383 (456)3,663 1,950 
Net income attributable to Titan and applicable to common shareholders$19,280 $43,169 $81,325 $134,262 
Earnings per common share:    
Basic$0.31 $0.69 $1.29 $2.13 
Diluted$0.31 $0.68 $1.29 $2.11 
Average common shares and equivalents outstanding:  
Basic62,598 62,803 62,810 63,107 
Diluted63,095 63,229 63,271 63,587 
 

See accompanying Notes to Condensed Consolidated Financial Statements.
1

TITAN INTERNATIONAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)
(All amounts in thousands)

Three months ended
September 30,
 20232022
Net income$19,663 $42,713 
Derivative (loss) gain(82)287 
Currency translation adjustment, net(26,694)(29,517)
Pension liability adjustments, net of tax of $(21) and $(107), respectively
80 241 
Comprehensive (loss) income(7,033)13,724 
Net comprehensive loss attributable to redeemable and noncontrolling interests(891)(1,101)
Comprehensive (loss) income attributable to Titan$(6,142)$14,825 

Nine months ended
September 30,
 20232022
Net income$84,988 $136,212 
Derivative (loss) gain(232)865 
Currency translation adjustment, net(20,395)(23,778)
Pension liability adjustments, net of tax of $(51) and $(451), respectively
173 1,216 
Comprehensive income64,534 114,515 
Net comprehensive (loss) income attributable to redeemable and noncontrolling interests(1,563)7,352 
Comprehensive income attributable to Titan$66,097 $107,163 


See accompanying Notes to Condensed Consolidated Financial Statements.
2

TITAN INTERNATIONAL, INC.
CONDENSED CONSOLIDATED BALANCE SHEETS
(All amounts in thousands, except share data)
 September 30, 2023December 31, 2022
(unaudited)
Assets
Current assets  
Cash and cash equivalents$211,902 $159,577 
Accounts receivable, net238,595 266,758 
Inventories360,142 397,223 
Prepaid and other current assets70,682 86,070 
Total current assets881,321 909,628 
Property, plant and equipment, net302,481 296,605 
Operating lease assets10,635 8,932 
Deferred income taxes32,361 38,736 
Other long-term assets30,937 30,729 
Total assets$1,257,735 $1,284,630 
Liabilities  
Current liabilities  
Short-term debt$17,556 $30,857 
Accounts payable194,501 263,376 
Other current liabilities162,761 151,928 
Total current liabilities374,818 446,161 
Long-term debt409,747 414,761 
Deferred income taxes2,834 3,425 
Other long-term liabilities37,147 37,145 
Total liabilities824,546 901,492 
Equity  
Titan shareholders' equity
Common stock ($0.0001 par value, 120,000,000 shares authorized, 66,525,269 issued at September 30, 2023 and 66,525,269 at December 31, 2022)
  
Additional paid-in capital567,402 565,546 
Retained earnings172,188 90,863 
Treasury stock (at cost, 4,825,031 shares at September 30, 2023 and 3,681,308 shares at December 31, 2022)
(39,389)(23,418)
Accumulated other comprehensive loss(266,983)(251,755)
Total Titan shareholders’ equity433,218 381,236 
Noncontrolling interests(29)1,902 
Total equity433,189 383,138 
Total liabilities and equity$1,257,735 $1,284,630 


See accompanying Notes to Condensed Consolidated Financial Statements.
3

TITAN INTERNATIONAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY (UNAUDITED)
(All amounts in thousands, except share data)

  Number of
common shares
Additional
paid-in
capital
Retained earningsTreasury stockAccumulated other comprehensive (loss) incomeTotal Titan Equity Non-controlling interestTotal Equity
Balance January 1, 202362,843,961 $565,546 $90,863 $(23,418)$(251,755)$381,236 $1,902 $383,138 
Net income31,838 31,838 1,592 33,430 
Currency translation adjustment, net8,039 8,039 (1,095)6,944 
Pension liability adjustments, net of tax(30)(30)(30)
Derivative loss(111)(111)(111)
Stock-based compensation322,157 (1,303)2,003 700 700 
Issuance of treasury stock under 401(k) plan28,733 250 179 429 429 
Common stock repurchase (109,789)(1,293)(1,293)(1,293)
Balance March 31, 202363,085,062 $564,493 $122,701 $(22,529)$(243,857)$420,808 $2,399 $423,207 
Net income30,207 30,207 1,688 31,895 
Currency translation adjustment, net2,212 2,212 (2,857)(645)
Pension liability adjustments, net of tax123 123 123
Derivative loss(39)(39)(39)
Stock-based compensation54,084 1,143 372 1,515 1,515 
Issuance of treasury stock under 401(k) plan42,353 178 271 449 449 
Common stock repurchase(493,279)(5,097)(5,097)(5,097)
Acquisition of additional non-controlling interest(80)(80)(368)(448)
Balance June 30, 202362,688,220 $565,734 $152,908 $(26,983)$(241,561)$450,098 $862 $450,960 
Net income19,280 19,280 383 19,663 
Currency translation adjustment, net(25,420)(25,420)(1,274)(26,694)
Pension liability adjustments, net of tax80 80 80 
Derivative loss(82)(82)(82)
Stock-based compensation1,485 1,485 1,485 
Issuance of treasury stock under 401(k) plan38,813 183 268 451 451 
Common stock repurchase(1,026,795)(12,674)(12,674)(12,674)
Balance September 30, 202361,700,238 $567,402 $172,188 $(39,389)$(266,983)$433,218 $(29)$433,189 
4

  Number of
common shares
Additional
paid-in
capital
Retained (deficit) earningsTreasury stockAccumulated other comprehensive (loss) incomeTotal Titan Equity Non-controlling interestTotal Equity
Balance January 1, 202266,411,784 $562,340 $(85,439)$(1,121)$(246,480)$229,300 $(2,128)$227,172 
Net income 23,922 23,922 656 24,578 
Currency translation adjustment, net18,457 18,457 (1,182)17,275 
Pension liability adjustments, net of tax544 544 544 
Derivative gain303 303 303 
Stock-based compensation212,440 (851)1,339 488 488 
Issuance of common stock under 401(k) plan32,609 360 360 360 
Common stock repurchase(4,032,259)(25,000)(25,000)(25,000)
Balance March 31, 202262,624,574 $561,849 $(61,517)$(24,782)$(227,176)$248,374 $(2,654)$245,720 
Net income67,171 67,171 1,750 68,921 
Currency translation adjustment, net(18,765)(18,765)7,229 (11,536)
Pension liability adjustments, net of tax431 431 431 
Derivative gain275 275 275 
Stock-based compensation122,351 695 761 1,456 1,456 
Issuance of treasury stock under 401(k) plan27,852 230 173 403 403 
Balance June 30, 202262,774,777 $562,774 $5,654 $(23,848)$(245,235)$299,345 $6,325 $305,670 
Net income (loss)43,169 43,169 (456)42,713 
Currency translation adjustment, net(28,872)(28,872)(645)(29,517)
Pension liability adjustments, net of tax241 241 241 
Derivative gain287 287 287 
Stock-based compensation 1,169 1,169 1,169 
Issuance of treasury stock under 401(k) plan29,883 238 186 424 424 
Balance September 30, 202262,804,660 $564,181 $48,823 $(23,662)$(273,579)$315,763 $5,224 $320,987 


See accompanying Notes to Condensed Consolidated Financial Statements.
5

TITAN INTERNATIONAL, INC.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
(All amounts in thousands)
Nine months ended September 30,
Cash flows from operating activities:20232022
Net income$84,988 $136,212 
Adjustments to reconcile net income to net cash provided by operating activities:  
Depreciation and amortization31,598 32,283 
Loss on sale of the Australian wheel business 10,890 
Deferred income tax provision (benefit)5,868 (1,631)
Income on indirect taxes(3,096)(32,043)
Gain on fixed asset and investment sale(409)(256)
Stock-based compensation3,700 3,113 
Issuance of stock under 401(k) plan1,329 1,186 
Foreign currency gain(2,348)(4,176)
(Increase) decrease in assets:  
Accounts receivable17,503 (43,499)
Inventories32,197 (44,180)
Prepaid and other current assets18,386 6,361 
Other assets(410)(4,352)
Increase (decrease) in liabilities:  
Accounts payable(62,751)(9,516)
Other current liabilities12,241 49,885 
Other liabilities1,310 1,963 
Net cash provided by operating activities140,106 102,240 
Cash flows from investing activities:  
Capital expenditures(41,480)(32,755)
Proceeds from the sale of the Australian wheel business 9,293 
Proceeds from sale of fixed assets1,795 680 
Net cash used for investing activities(39,685)(22,782)
Cash flows from financing activities:  
Proceeds from borrowings6,628 88,907 
Repayments of debt(25,017)(120,728)
Repurchase of common stock(19,064)(25,000)
Other financing activities(2,540)(720)
Net cash used for financing activities(39,993)(57,541)
Effect of exchange rate changes on cash(8,103)(3,444)
Net increase in cash and cash equivalents52,325 18,473 
Cash and cash equivalents, beginning of period159,577 98,108 
Cash and cash equivalents, end of period$211,902 $116,581 
Supplemental information:
Interest paid$15,971 $16,813 
Income taxes paid, net of refunds received $17,581 $27,723 


See accompanying Notes to Condensed Consolidated Financial Statements.
6


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)

1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Basis of presentation
The accompanying unaudited condensed consolidated interim financial statements include the accounts of Titan International, Inc. and its subsidiaries (Titan or the Company) and have been prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP) for interim financial information and in accordance with the rules and regulations of the United States Securities and Exchange Commission (the SEC). Accordingly, they do not include all of the information and footnotes required by US GAAP for complete financial statements. The accompanying unaudited condensed consolidated interim financial statements reflect all normal and recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the Company's financial position and the results of operations and cash flows for the periods presented, and should be read in conjunction with the consolidated financial statements and the related notes thereto included in the Company’s latest Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 27, 2023 (the 2022 Form 10-K). All significant intercompany transactions have been eliminated in consolidation. These unaudited condensed consolidated interim financial statements include estimates and assumptions of management that affect the amounts reported in the condensed consolidated financial statements. Actual results could differ from these estimates.

Fair value of financial instruments
The Company records all financial instruments, including cash and cash equivalents, accounts receivable, notes receivable, accounts payable, other accruals, and notes payable at cost, which approximates fair value due to their short term or stated rates.  Investments in marketable equity securities are recorded at fair value.  Our 7.00% senior secured notes due 2028 were carried at a cost of $396.1 million at September 30, 2023. The fair value of the senior secured notes due 2028 at September 30, 2023, as obtained through an independent pricing source, was approximately $373.0 million.

Russia-Ukraine military conflict
In February 2022, in response to the military conflict between Russia and Ukraine, the United States, other North Atlantic Treaty Organization member states, as well as non-member states, announced targeted economic sanctions on Russia, certain Russian citizens and enterprises. The continuation of the conflict triggered additional economic and other sanctions enacted by the United States and other countries throughout the world. The scope of potential additional sanctions is unknown.

The Company currently owns 64.3% of the Voltyre-Prom, a leading producer of agricultural and industrial tires in Volgograd, Russia, which represents approximately 6% and 7% of consolidated assets of Titan as of September 30, 2023 and December 31, 2022, respectively. The Russian operations represent approximately 5% of consolidated global sales for both the three months ended September 30, 2023 and 2022, while representing 6% of consolidated global sales for both the nine months ended September 30, 2023 and 2022. The impact of the military conflict between Russia and Ukraine has not had a significant impact on global operations. The Company continues to monitor the potential impacts on the business including the increased cost of energy in Europe and the ancillary impacts that the military conflict could have on other global operations.

Sale of Australian wheel business
On March 29, 2022, the Company entered into a definitive agreement (the Agreement) for the sale of its Australian wheel business, to OTR Tyres, a leading Australian tire, wheel and service provider. The closing date of the transaction was March 31, 2022. The Agreement contains customary representations, warranties and covenants for transactions of this type. The sale included gross proceeds and cash repatriated of approximately $17.5 million, and the assumption by OTR Tyres of all liabilities, including employee and lease obligations. Refer to Note 12 for additional information on the loss on sale of the Australian wheel business.

Share Repurchase Program
On December 16, 2022, the Board of Directors authorized a share repurchase program allowing for the expenditure of up to $50.0 million (the “Share Repurchase Program”) for the repurchase of the Company's common stock. This authorization took effect immediately and will remain in place for up to three years. Under the Share Repurchase Program Titan repurchased 1,026,795 shares of its common stock totaling $12.7 million during the three months ended September 30, 2023, and 1,629,863 shares of its common stock totaling $19.0 million during the nine months ended September 30, 2023. As of September 30, 2023, $31.0 million remains available for future share repurchases under this program.


7


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Supplier financing program
A subsidiary of Titan participates in supplier financing programs pursuant to credit agreements between certain suppliers and financial institution. The program enables those suppliers to receive payment from participating financial institutions prior to the payment date specified in the terms between Titan and the supplier. Titan does not incur annual service fees associated with its enrollment in the supplier financing program. The transactions are at the sole discretion of both the suppliers and the financial institution, and Titan is not a party to the agreement and has no economic interest in the supplier's decision to receive payment prior to the payment date. The terms between Titan and a supplier, including the amount due and scheduled payment dates, are not impacted by a supplier's participation in the program. Amounts due to suppliers who participate in the program are included in the accounts payable line item in Titan's Consolidated Balance Sheets and Titan’s payments made under the program are reflected in cash flows from operating activities in Titan's Consolidated Statements of Cash Flows. For suppliers who participate in a supplier financing program, Titan will pay the financial institution directly rather than the supplier. The confirmed obligations under the supplier financing programs included in the accounts payable line item in Titan's Consolidated Balance Sheet were $5.1 million at September 30, 2023, and $11.8 million at December 31, 2022.

Adoption of new accounting standards
In September 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50) Disclosure of Supplier Finance Program Obligations ("ASU No. 2022-04"). The ASU requires that a buyer in a supplier finance program disclose sufficient information about the program to allow a user of financial statements to understand the program’s nature, activity during the period, and potential magnitude. The amendments in this ASU will be applied retrospectively to each period in which a balance sheet is presented, with the exception of a new requirement to disclose a rollforward of program activity, which will be applied prospectively. The amendments in the ASU are effective for fiscal years beginning after December 15, 2022, with early adoption permitted. The Company adopted the impact of this ASU effective March 31, 2023 and incorporated the required disclosures within Note 1 to condensed consolidated financial statements.

Accounting standards issued but not yet adopted
On May 3, 2023, the SEC amended disclosure rules to modernize the disclosure requirements relating to repurchase of an issuer's equity securities. Under the amended rules, issuers will be required to provide daily repurchase activity on a quarterly or semi-annual basis, depending upon the type of issuer. Issuers will also have to explain the purpose of such repurchases and how they determined buyback amounts. The Company will adopt the impact of this standard on October 1, 2023 and will include the related enhanced disclosures in the Company's Form 10-K for the year ended December 31, 2023 and in the Company's quarterly reports thereafter.

2. ACCOUNTS RECEIVABLE, NET

Accounts receivable consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Accounts receivable$244,248 $272,928 
Allowance for credit losses(5,653)(6,170)
Accounts receivable, net$238,595 $266,758 

Accounts receivable are reduced by an estimated allowance for credit losses which is based on known risks and historical losses.

8


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
3. INVENTORIES

Inventories consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Raw material$113,600 $128,170 
Work-in-process41,655 42,468 
Finished goods204,887 226,585 
 $360,142 $397,223 

Inventories are reduced by estimated provisions for slow-moving and obsolete inventory.

4. PROPERTY, PLANT AND EQUIPMENT, NET

Property, plant and equipment, net consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Land and improvements$40,749 $40,330 
Buildings and improvements236,601 237,507 
Machinery and equipment605,209 588,857 
Tools, dies and molds112,817 112,990 
Construction-in-process35,112 29,291 
 1,030,488 1,008,975 
Less accumulated depreciation(728,007)(712,370)
 $302,481 $296,605 
 
Depreciation on property, plant and equipment for the nine months ended September 30, 2023 and 2022 totaled $30.4 million and $31.3 million, respectively.


9


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
5. OTHER CURRENT LIABILITIES

Other current liabilities consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Compensation and benefits$50,929 $45,389 
Warranty20,670 19,914 
Accrued insurance benefits18,239 21,154 
Customer rebates and deposits17,450 16,279 
Accrued other taxes15,785 18,549 
Operating lease current liabilities4,882 3,850 
Accrued interest11,867 5,040 
Foreign government grant (1)
2,193 1,888 
Settlement of legal matter (2)
 1,260 
Other20,746 18,605 
 $162,761 $151,928 
(1) In August 2014, the Company received an approximately $17.0 million capital grant from the Italian government for asset damages related to the earthquake that occurred in May 2012 at one of our Italian subsidiaries. The grant was recorded as deferred income in non-current liabilities which is being amortized over the life of the reconstructed building. There are no specific stipulations associated with the government grant.
(2) The amount relates to a legal settlement between Titan Tire Corporation and Dico, Inc. executed on February 1, 2021 in the amount of $11.5 million, of which the final remaining amount of $1.3 million was paid on January 31, 2023. The Company paid $9.2 million and $1.6 million, including accrued interest, to the federal government on February 25, 2021 and February 1, 2022, respectively.

6. WARRANTY

Changes in the warranty liability during the nine months ended September 30, 2023 and 2022, respectively, consisted of the following (amounts in thousands):
 20232022
Warranty liability at beginning of the period$19,914 $16,628 
Provision for warranty liabilities10,334 11,297 
Warranty payments made(9,578)(8,419)
Warranty liability at end of the period$20,670 $19,506 

The Company provides limited warranties on workmanship on its products in all market segments.  The majority of the Company’s products are subject to a limited warranty that ranges between less than one year and ten years, with certain product warranties being prorated after the first year.  The Company calculates a provision for warranty expense based on past warranty experience.  Warranty accruals are included as a component of other current liabilities on the Condensed Consolidated Balance Sheets.

10


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
7. DEBT

Long-term debt consisted of the following (amounts in thousands):
September 30, 2023
Principal BalanceUnamortized Debt IssuanceNet Carrying Amount
7.00% senior secured notes due 2028$400,000 $(3,942)$396,058 
Titan Europe credit facilities24,283  24,283 
Other debt6,962  6,962 
     Total debt431,245 (3,942)427,303 
Less amounts due within one year17,556  17,556 
     Total long-term debt$413,689 $(3,942)$409,747 
December 31, 2022
Principal BalanceUnamortized Debt IssuanceNet Carrying Amount
7.00% senior secured notes due 2028$400,000 $(4,599)$395,401 
Titan Europe credit facilities37,362  37,362 
Other debt12,855  12,855 
     Total debt450,217 (4,599)445,618 
Less amounts due within one year30,857  30,857 
     Total long-term debt$419,360 $(4,599)$414,761 

Aggregate principal maturities of long-term debt at September 30, 2023 for each of the years (or other periods) set forth below were as follows (amounts in thousands):
October 1 - December 31, 2023$10,693 
202411,242 
20253,314 
20261,887 
2027486 
Thereafter403,623 
 $431,245 
7.00% senior secured notes due 2028
On April 22, 2021, the Company issued $400.0 million aggregate principal amount of 7.00% senior secured notes due April 2028 (the senior secured notes due 2028), guaranteed by certain of the Company's subsidiaries. Including the impact of debt issuance costs, these notes had an effective yield of 7.27% at issuance. These notes are secured by the land and buildings of the following subsidiaries of the Company: Titan Wheel Corporation of Illinois, Titan Tire Corporation, Titan Tire Corporation of Freeport, and Titan Tire Corporation of Bryan. The Company is subject to certain covenants associated with the senior secured notes due 2028 and remained in compliance with these debt covenants at September 30, 2023.

Titan Europe credit facilities
The Titan Europe credit facilities include borrowings from various institutions totaling $24.3 million in aggregate principal amount at September 30, 2023. Maturity dates on this debt range from less than one year to five years. The interest rates range from 0.5% to 6.5%.

Revolving credit facility
The Company has a $125.0 million revolving credit facility with BMO Harris Bank N.A., as agent, and other financial institutions party thereto. The credit facility is collateralized by accounts receivable and inventory of certain of the Company’s
11


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
domestic subsidiaries and is scheduled to mature in October 2026. The credit facility can be expanded by up to $50 million through an accordion provision within the agreement. From time to time Titan's availability under this credit facility may be less than $125.0 million as a result of outstanding letters of credit and eligible accounts receivable and inventory balances at certain of its domestic subsidiaries. Based on eligible accounts receivable and inventory balances, the Company's amount available for borrowing totaled $102.1 million at September 30, 2023. With outstanding letters of credit totaling $6.2 million, the net amount available for borrowing under the credit facility totaled $95.9 million at September 30, 2023. There were no borrowings under the revolving credit facility at September 30, 2023.

Other debt
The Company has a working capital loan at Titan Pneus do Brasil Ltda at varying interest rates from approximately 5% to 6.5%, which totaled $7.0 million at September 30, 2023. The maturity date on this loan is one year or less. The Company expects to negotiate an extension of the maturity date on this loan with the respective financial institution or repay, as needed.

8. LEASES

The Company leases certain buildings and equipment under both operating and finance leases.  Certain lease agreements provide for renewal options, fair value purchase options, and payment of property taxes, maintenance, and insurance by the Company. Under FASB Accounting Standards Codification Topic 842 "Leases," the Company made an accounting policy election, by class of underlying asset, not to separate non-lease components such as those previously stated from lease components and instead will treat the lease agreement as a single lease component for all asset classes. Operating right-of-use (ROU) assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent Titan's obligations to make lease payments arising from the lease. The majority of Titan's leases are operating leases. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of Titan's leases do not provide an implicit interest rate, the Company used its incremental borrowing rate (7.27%), based on the information available at the lease commencement date, in determining the present value of lease payments. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of sales and selling, general and administrative expenses on the Condensed Consolidated Statements of Operations. Amortization expense associated with finance leases is included in cost of sales and selling, general and administrative expenses, and interest expense associated with finance leases is included in interest expense in the Condensed Consolidated Statements of Operations.


























12


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Supplemental balance sheet information related to leases was as follows (amounts in thousands):
Balance Sheet ClassificationSeptember 30, 2023December 31, 2022
Operating lease ROU assetsOperating lease assets$10,635 $8,932 
                                
Operating lease current liabilitiesOther current liabilities$4,882 $3,850 
Operating lease long-term liabilitiesOther long-term liabilities5,156 2,409 
    Total operating lease liabilities$10,038 $6,259 
Finance lease, grossProperty, plant & equipment, net$6,904 $6,994 
Finance lease accumulated depreciationProperty, plant & equipment, net(5,045)(3,820)
   Finance lease, net$1,859 $3,174 
Finance lease current liabilitiesOther current liabilities$1,148 $2,562 
Finance lease long-term liabilitiesOther long-term liabilities1,409 3,444 
   Total finance lease liabilities$2,557 $6,006 

At September 30, 2023, maturities of lease liabilities were as follows (amounts in thousands):
Operating LeasesFinance Leases
October 1 - December 31, 2023$1,469 $365 
20244,817 1,142 
20252,526 746 
20261,100 491 
2027352 48 
Thereafter766 1 
Total lease payments$11,030 $2,793 
Less imputed interest992 236 
$10,038 $2,557 
Weighted average remaining lease term (in years)3.062.45
Supplemental cash flow information related to leases for the nine months ended September 30, 2023 were as follows: operating cash flows from operating leases were $2.4 million.

9. EMPLOYEE BENEFIT PLANS

The Company has three frozen defined benefit pension plans covering certain employees or former employees of three U.S. subsidiaries. The Company also has pension plans covering certain employees of several foreign subsidiaries. The Company also sponsors a number of defined contribution plans in the U.S. and at foreign subsidiaries. The Company contributed approximately $0.3 million to the pension plans during the nine months ended September 30, 2023 and no amounts are expected to be contributed to the pension plans during the remainder of 2023.

The components of net periodic pension cost consisted of the following for the periods set forth below (amounts in thousands):
13


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
Three months endedNine months ended
September 30,September 30,
2023202220232022
Service cost$112 $43 $331 $1,215 
Interest cost1,022 714 3,097 2,148 
Expected return on assets(1,167)(1,518)(3,501)(4,554)
Amortization of unrecognized prior service cost(16)(15)(49)(47)
Amortization of net unrecognized loss (gain)241 (5)719 (18)
   Net periodic pension cost (benefit)$192 $(781)$597 $(1,256)
Service cost is recorded as cost of sales in the Condensed Consolidated Statements of Operations while all other components are recorded in other income.

10. VARIABLE INTEREST ENTITIES

The Company holds a variable interest in two joint ventures for which Titan is the primary beneficiary. One of these joint ventures operate distribution facilities that primarily distribute mining products. Titan is the 50% owner of the distribution facility located in Canada. Titan is also a 50% owner of a manufacturer of undercarriage components and complete track systems for earthmoving machines in India. The Company’s variable interests in these joint ventures relate to sales of Titan products to these entities, consigned inventory, and working capital loans. As the primary beneficiary of these variable interest entities (VIEs), the VIEs’ assets, liabilities, and results of operations are included in the Company’s condensed consolidated financial statements. The other equity holders’ interests are reflected in “Net income attributable to noncontrolling interests” in the Condensed Consolidated Statements of Operations and “Noncontrolling interests” in the Condensed Consolidated Balance Sheets.
The following table summarizes the carrying amount of the VIEs’ assets and liabilities included in the Company’s Condensed Consolidated Balance Sheets (amounts in thousands):
 September 30,
2023
December 31, 2022
Cash and cash equivalents$1,591 $1,729 
Inventory3,670 2,581 
Other current assets3,141 4,179 
Property, plant and equipment, net3,710 4,657 
Other non-current assets235 465 
   Total assets$12,347 $13,611 
Current liabilities$1,968 $2,077 
Other long-term liabilities882 1,062 
  Total liabilities$2,850 $3,139 
All assets in the above table can only be used to settle obligations of the consolidated VIE to which the respective assets relate. Liabilities are nonrecourse obligations. Amounts presented in the table above are adjusted for intercompany eliminations.

The Company holds variable interests in certain VIEs that are not consolidated because Titan is not the primary beneficiary. The Company's involvement with these entities is in the form of direct equity interests and prepayments related to purchases of materials. The maximum exposure to loss represents the loss of assets recognized by Titan relating to non-consolidated entities and amounts due to the non-consolidated assets. The assets and liabilities recognized in Titan's Condensed Consolidated Balance Sheets related to Titan's interest in these non-consolidated VIEs and the Company's maximum exposure to loss relating to non-consolidated VIEs as of the dates set forth below were as follows (amounts in thousands):
14


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
 September 30, 2023December 31, 2022
Investments$6,714 $6,827 
     Total VIE assets6,714 6,827 
Accounts payable to the non-consolidated VIEs5,207 3,936 
  Maximum exposure to loss$11,921 $10,763 

11. ROYALTY EXPENSE

The Company has trademark license agreements with The Goodyear Tire & Rubber Company to manufacture and sell certain farm tires under the Goodyear brand. These agreements cover sales in North America, Latin America, Europe, the Middle East, Africa, Russia, and other Commonwealth of Independent States countries. Each of these agreements is scheduled to expire in 2025. Royalty expenses were $2.3 million and $3.3 million for the three months ended September 30, 2023 and 2022, respectively, and $7.2 million and $9.2 million for the nine months ended September 30, 2023 and 2022, respectively.
12. OTHER INCOME

Other income consisted of the following (amounts in thousands):
Three months endedNine months ended
September 30,September 30,
 2023202220232022
Income on indirect taxes (1)
$ $9,593 $475 $32,043 
Loss on sale of Australian wheel business (2)
   (10,890)
Proceeds from government grant (3)
   1,324 
Equity investment income222  954 570 
Gain on sale of assets87 74 158 256 
Other income152 24 822 1,223 
 $461 $9,691 $2,409 $24,526 

(1) In May 2022 and September 2022, the Brazilian tax authorities approved indirect tax credits to be applied against future tax obligations. Refer to Footnote 13 for additional information.

(2) The loss on sale of the Australian wheel business is comprised primarily of the release of the cumulative translation adjustment of approximately $10.0 million and closing costs associated with the completion of the transaction of approximately $0.9 million. Refer to Note 1 for additional information.

(3) In August 2014, the Company received approximately $17.0 million capital grant from the Italian government for asset damages related to the earthquake that occurred in May 2012 at one of our Italian subsidiaries. The grant was recorded as deferred income in non-current liabilities which is being amortized over the life of the reconstructed building. There are no specific stipulations associated with the government grant. The Company received proceeds of an additional $1.9 million from the grant during the nine months ended September 30, 2022, of which $1.3 million was recorded as other income to match to the historical depreciation recorded on the underlying asset.
15


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
13. INCOME TAXES

The Company recorded income tax expense of $4.7 million and $11.4 million for the three months ended September 30, 2023 and 2022, respectively. For the nine months ended September 30, 2023 and 2022, the Company recorded income tax expense of $28.4 million and $39.1 million, respectively. The Company's effective income tax rate was 19.4% and 21.1% for the three months ended September 30, 2023 and 2022, respectively, and 25.0% and 22.3% for the nine months ended September 30, 2023 and 2022, respectively.

The Company’s 2023 and 2022 income tax expense and rates differed from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of foreign income tax rate differential on the mix of earnings, non-deductible royalty expenses in certain foreign jurisdictions, and certain permanent foreign inclusion items on the domestic provision.

The Company continues to monitor the realization of its deferred tax assets and assesses the need for a valuation allowance. The Company analyzes available positive and negative evidence to determine if a valuation allowance is needed based on the weight of the evidence. This objectively verifiable evidence primarily includes the past three years' profit and loss positions. This process requires management to make estimates, assumptions, and judgments that are uncertain in nature. The Company has established valuation allowances with respect to certain deferred tax assets in the U.S. and certain foreign jurisdictions and continues to monitor and assess the need for valuation allowances in all its jurisdictions.

Brazilian Tax Credits
In June 2021, the Company’s Brazilian subsidiaries received a notice that they had prevailed on an existing legal claim in regards to certain non-income (indirect) taxes that had been previously charged and paid. The matter specifically relates to companies’ rights to exclude the state tax on goods circulation (a value-added-tax or VAT equivalent, known in Brazil as “ICMS”) from the calculation of certain additional indirect taxes (specifically the program of social integration (“PIS”) and contribution for financing of social security (“COFINS”) levied by the Brazilian States on the sale of goods.

During the second quarter of 2023, one of the Company’s Brazilian subsidiaries received a notice that they had prevailed on an additional legal claim in regards to the non-income (indirect) tax credits that had been granted in a prior year ruling. The most recent ruling exempted, the interest benefit on the indirect tax credits granted in prior year from taxation. For the nine months ended September 30, 2023, the Company recorded indirect tax credits of $0.5 million, within other income in the condensed consolidated statements of operations. The Company also recorded $2.6 million within provision for income taxes in the condensed consolidated statements of operations for the nine months ended September 30, 2023.

During the second and third quarter of 2022, the Company submitted the related supporting documentation and received approval from Brazilian tax authorities for the indirect tax credits for one of its Brazilian subsidiaries. For the three and nine months ended September 30, 2022, the Company recorded indirect tax credits of $9.5 million and $32.0 million within other income in the condensed consolidated statements of operations. The Company also recorded $1.6 million and $9.4 million of income tax expense associated with the recognition of these indirect tax credits for the three and nine months ended September 30, 2022.

The Company expects to be able to apply the tax credits received to settle the income tax liability that was incurred as a result of the credit. The Company also expects to utilize the majority of the credit against future PIS/COFINS and income tax obligations by the end of the year.
16


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
14. EARNINGS PER SHARE

Earnings per share (EPS) were as follows (amounts in thousands, except per share data):
Three months endedNine months ended
September 30,September 30,
2023202220232022
Net income attributable to Titan and applicable to common shareholders$19,280 $43,169 $81,325 $134,262 
Determination of shares:
   Weighted average shares outstanding (basic)62,598 62,803 62,810 63,107 
   Effect of restricted stock and stock options497 426 461 480 
   Weighted average shares outstanding (diluted)$63,095 $63,229 $63,271 $63,587 
Earnings per common share:
Basic$0.31 $0.69 $1.29 $2.13 
Diluted$0.31 $0.68 $1.29 $2.11 

15. LITIGATION

The Company is a party to routine legal proceedings arising out of the normal course of business. Due to the difficult nature of predicting unresolved and future legal claims, the Company cannot anticipate or predict the material adverse effect on its consolidated financial condition, results of operations, or cash flows as a result of efforts to comply with, or liabilities pertaining to, legal judgments. In the opinion of management, the Company is not currently involved in any legal proceedings which, individually or in the aggregate, could have a material effect on its financial position, results of operations, or cash flows.

16. SEGMENT INFORMATION

The Company has aggregated its operating units into reportable segments based on its three customer markets: agricultural, earthmoving/construction, and consumer. Each reportable segment includes wheels, tires, wheel/tire assemblies, and undercarriage systems and components. These segments are based on the information used by the Chief Executive Officer to make certain operating decisions, allocate portions of capital expenditures, and assess segment performance. Segment external sales, expenses, and income from operations are determined based on the results of operations for the operating units of the Company's manufacturing facilities. Segment assets are generally determined on the basis of the tangible assets located at such operating units’ manufacturing facilities and the intangible assets associated with the acquisitions of such operating units. However, certain operating units’ property, plant and equipment balances are carried at the corporate level.


















17


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
The table below presents information about certain operating results, separated by market segments, for the three and nine months ended September 30, 2023 and 2022 (amounts in thousands):
Three months endedNine months ended
September 30,September 30,
 2023202220232022
Net sales  
Agricultural$212,967 $289,259 $787,973 $917,443 
Earthmoving/construction155,045 199,921 528,652 611,550 
Consumer33,769 41,542 114,976 130,621 
 $401,781 $530,722 $1,431,601 $1,659,614 
Gross profit  
Agricultural$37,026 $45,949 $135,012 $155,794 
Earthmoving/construction22,257 34,959 88,583 102,651 
Consumer6,790 6,725 23,930 25,570 
$66,073 $87,633 $247,525 $284,015 
Income from operations  
Agricultural$21,383 $31,125 $86,071 $106,126 
Earthmoving/construction8,501 21,836 46,561 59,952 
Consumer4,526 4,856 17,183 18,976 
Corporate & Unallocated(7,435)(7,326)(21,806)(20,154)
      Income from operations$26,975 $50,491 $128,009 $164,900 
Interest expense(3,931)(7,221)(16,185)(22,835)
Foreign exchange gain (loss)876 1,198 (882)8,749 
Other income461 9,691 2,409 24,526 
      Income before income taxes$24,381 $54,159 $113,351 $175,340 
Assets by segment were as follows as of the dates set forth below (amounts in thousands):
September 30,
2023
December 31,
2022
Total assets  
Agricultural$553,408 $548,523 
Earthmoving/construction495,605 538,064 
Consumer129,422 133,213 
Corporate & Unallocated79,300 64,830 
 $1,257,735 $1,284,630 

18


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
17. RELATED PARTY TRANSACTIONS

The Company sells products and pays commissions to companies controlled by persons related to the Chairman of the Board of Directors of the Company, Mr. Maurice Taylor. The related party is Mr. Fred Taylor, who was Mr. Maurice Taylor’s brother. Mr. Fred Taylor passed away on December 13, 2021. The companies with which Mr. Fred Taylor was associated that do business with Titan include the following: Blacksmith OTR, LLC; F.B.T. Enterprises, Inc.; Green Carbon, Inc.; Silverstone, Inc.; and OTR Wheel Engineering, Inc. Sales of Titan products to these companies were approximately $0.7 million and $3.1 million for the three and nine months ended September 30, 2023, and approximately $1.2 million and $3.5 million for the three and nine months ended September 30, 2022. Titan had trade receivables due from these companies of approximately $0.1 million at September 30, 2023, and approximately $0.2 million at December 31, 2022.  Titan had purchases from these companies of approximately $0.2 million and $0.4 million for the three and nine months ended September 30, 2023, and approximately $0.5 million and $1.0 million for the three and nine months ended September 30, 2022. Sales commissions accrued to the above companies were approximately $0.1 million and $0.4 million for the three and nine months ended September 30, 2023 as compared to $0.4 million and $1.3 million accrued for the three and nine months ended September 30, 2022.

18. ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME

Accumulated other comprehensive loss consisted of the following (amounts in thousands):

 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at July 1, 2023$(233,461)$1,074 $(9,174)$(241,561)
Currency translation adjustments, net(25,420)— — (25,420)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(21)
— — 80 80 
Derivative loss— (82)— (82)
Balance at September 30, 2023$(258,881)$992 $(9,094)$(266,983)
 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at January 1, 2023$(243,712)$1,224 $(9,267)$(251,755)
Currency translation adjustments, net(15,169)— — (15,169)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(51)
— — 173 173 
Derivative loss— (232)— (232)
Balance at September 30, 2023$(258,881)$992 $(9,094)$(266,983)
19


TITAN INTERNATIONAL, INC.
Notes to Condensed Consolidated Financial Statements
(Unaudited)
 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at July 1, 2022$(236,367)$539 $(9,407)$(245,235)
Currency translation adjustments, net(28,872)— — (28,872)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(107)
— — 241 241 
Derivative gain— 287 — 287 
Balance at September 30, 2022$(265,239)$826 $(9,166)$(273,579)
 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at January 1, 2022$(236,059)$(39)$(10,382)$(246,480)
Currency translation adjustments, net (1)
(29,180)— — (29,180)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(451)
— — 1,216 1,216 
Derivative gain— 865 — 865 
Balance at September 30, 2022$(265,239)$826 $(9,166)$(273,579)

(1) The currency translation adjustments, net includes currency translation on amounts reclassified into other expense within the Condensed Consolidated Statements of Operations of approximately $10.0 million for the nine months ended September 30, 2022 related to the sale of the Australian wheel business. Refer to Note 1 and 12 for additional information.

19. SUBSEQUENT EVENTS

The Company has evaluated subsequent events through the filing of this Form 10-Q and determined that there have been no subsequent events that have occurred that would require adjustments or disclosures in the condensed consolidated financial statements.


20


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations

Management's discussion and analysis of financial condition and results of operations (MD&A) is designed to provide a reader of the financial statements included in this quarterly report with a narrative from the perspective of the management of Titan International, Inc. (Titan or the Company) on Titan's financial condition, results of operations, liquidity, and other factors that may affect the Company's future results. The MD&A in this quarterly report should be read in conjunction with the condensed consolidated financial statements and other financial information included elsewhere in this quarterly report and the MD&A and audited consolidated financial statements and related notes in the Company's Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 27, 2023 (the 2022 Form 10-K).

Russia-Ukraine Military Conflict
In February 2022, in response to the military conflict between Russia and Ukraine, the United States, other North Atlantic Treaty Organization member states, as well as non-member states, announced targeted economic sanctions on Russia, certain Russian citizens and enterprises. The continuation of the conflict triggered additional economic and other sanctions enacted by the United States and other countries throughout the world. The scope of potential additional sanctions is unknown.

The Company currently owns 64.3% of the Voltyre-Prom, a leading producer of agricultural and industrial tires in Volgograd, Russia, which represents approximately 6% and 7% of consolidated assets of Titan both as of September 30, 2023 and December 31, 2022, respectively. The Russian operations represent approximately 5% of consolidated global sales for both the three months ended September 30, 2023 and 2022, while representing 6% of consolidated global sales for both the nine months ended September 30, 2023 and 2022. The impact of the military conflict between Russia and Ukraine has not had a significant impact on global operations. The Company continues to monitor the potential impacts on the business including the increased cost of energy in Europe and the ancillary impacts that the military conflict could have on other global operations.

As the military conflict in Ukraine exacerbates the global food crisis, Titan remains committed to the role it plays in the continuity of food supply and keeping essential goods moving, including its tire operation in Volgograd, Russia. Tires produced in the Voltyre-Prom facility are primarily sold into Commonwealth of Independent States (CIS) countries, located in Europe and Asia. This facility is in full compliance with all international sanctions on Russia. Titan has stopped any additional investments into this joint project and emphasizes that neither this operation, nor any other Titan operations, sell any products to the Russian military or other government agencies.

The potential impact of bans, sanction programs, and boycotts on our business is uncertain at the current time due to the fluid nature of the military conflict. The potential impacts include supply chain and logistics disruptions, financial impacts including disruptions to the execution of banking transactions with certain Russian financial institutions, volatility in foreign exchange rates and interest rates, inflationary pressures on raw materials and energy, loss of operational control and/or assets, heightened cybersecurity threats and other restrictions.

Brazilian Tax Credits
In June 2021, the Company’s Brazilian subsidiaries received a notice that they had prevailed on an existing legal claim in regards to certain non-income (indirect) taxes that had been previously charged and paid. The matter specifically relates to companies’ rights to exclude the state tax on goods circulation (a value-added-tax or VAT equivalent, known in Brazil as “ICMS”) from the calculation of certain additional indirect taxes (specifically the program of social integration (“PIS”) and contribution for financing of social security (“COFINS”) levied by the Brazilian States on the sale of goods.

During the second quarter of 2023, one of the Company’s Brazilian subsidiaries received a notice that they had prevailed on an additional legal claim in regards to the non-income (indirect) tax credits that had been granted in a prior year ruling. The most recent ruling exempted the interest benefit on the indirect tax credits granted in prior year from taxation. For the nine months ended September 30, 2023, the Company recorded indirect tax credits of $0.5 million within other income in the condensed consolidated statements of operations. The Company also recorded $2.6 million within provision for income taxes in the condensed consolidated statements of operations for the nine months ended September 30, 2023.

During the second and third quarter of 2022, the Company submitted the related supporting documentation and received the approval from Brazilian tax authorities for the indirect tax credits for one of its Brazilian subsidiaries. For the three and nine months ended September 30, 2022, the Company recorded indirect tax credits of $9.5 million and $32.0 million within other income in the condensed consolidated statements of operations. The Company also recorded $1.6 million and $9.4 million of
21


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
income tax expense associated with the recognition of these indirect tax credits for the three and nine months ended September 30, 2022.

The Company expects to be able to apply the tax credits received to settle the income tax liability that was incurred as a result of the credit. The Company also expects to utilize the majority of the credit against future PIS/COFINS and income tax obligations by the end of the year.

FORWARD-LOOKING STATEMENTS
This Form 10-Q contains forward-looking statements, which are covered by the safe harbor for "forward-looking statements" provided by the Private Securities Litigation Reform Act of 1995. Readers can identify these statements by the fact that they do not relate strictly to historical or current facts. The Company tried to identify forward-looking statements in this quarterly report by using words such as “anticipates,” “estimates,” “expects,” “intends,” “plans,” and “believes,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may,” and “could.” These forward-looking statements include, among other items, information concerning:
the Company's financial performance;
anticipated trends in the Company’s business;
expectations with respect to the end-user markets into which the Company sells its products (including agricultural equipment, earthmoving/construction equipment, and consumer products);
future expenditures for capital projects and future stock repurchases
the Company’s ability to continue to control costs and maintain quality;
the Company's ability to meet conditions of loan agreements, indentures and other financing documents;
the Company’s business strategies, including its intention to introduce new products;
expectations concerning the performance and success of the Company’s existing and new products; and
the Company’s intention to consider and pursue acquisition and divestiture opportunities.
Readers of this Form 10-Q should understand that these forward-looking statements are based on the Company’s current expectations and assumptions about future events and are subject to a number of risks, uncertainties, and changes in circumstances that are difficult to predict, including those in Part I, Item 1A, Risk Factors, of the 2022 Form 10-K and Part II, Item 1A, Risk Factors, of this quarterly report on Form 10-Q, certain of which are beyond the Company’s control.

Actual results could differ materially from those expressed in, or implied by, these forward-looking statements as a result of various factors, including:
the effect of the geopolitical instability resulting from the military conflicts between Russia and Ukraine on our Russian and global operations, and between the Israel and Hamas on our global operations;
the effect of a recession on the Company and its customers and suppliers;
the effect of the market demand cycles on the company's sales, which may have significant fluctuations;
changes in the Company’s end-user markets into which the Company sells its products as a result of domestic and world economic or regulatory influences or otherwise;
changes in the marketplace, including new products and pricing changes by the Company’s competitors;
the Company's ability to maintain satisfactory labor relations;
the Company's ability to operate in accordance with its business plan and strategies
unfavorable outcomes of legal proceedings;
the Company's ability to comply with current or future regulations applicable to the Company's business and the industry in which it competes or any actions taken or orders issued by regulatory authorities;
availability and price of raw materials;
availability and price of supply chain logistics and freight;
22


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
levels of operating efficiencies;
the effects of the Company's indebtedness and its compliance with the terms thereof;
changes in the interest rate environment and their effects on the Company's outstanding indebtedness;
unfavorable product liability and warranty claims;
actions of domestic and foreign governments, including the imposition of additional tariffs and approval of tax credits or other incentives;
geopolitical and economic uncertainties relating to the countries in which the Company operates or does business;
risks associated with acquisitions, including difficulty in integrating operations and personnel, disruption of ongoing business, and increased expenses;
results of investments;
the effects of potential processes to explore various strategic transactions, including potential dispositions;
fluctuations in currency translations;
climate change and related laws and regulations;
risks associated with environmental laws and regulations and increased attention to ESG matters;
risks relating to our manufacturing facilities, including that any of our material facilities may become inoperable; and
risks related to financial reporting, internal controls, tax accounting, and information systems, including cybersecurity threats.
Any changes in such factors could lead to significantly different results.  Any assumptions that are inaccurate or do not prove to be correct could have a material adverse effect on the Company’s ability to achieve the results as indicated in the forward-looking statements.  Forward-looking statements speak only as of the date of this report. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events, or otherwise.  In light of these risks and uncertainties, there can be no assurance that the forward-looking information and assumptions contained in this report will in fact transpire. The reader should not place undue reliance on the forward-looking statements included in this report or that may be made elsewhere from time to time by the Company, or on its behalf. All forward-looking statements attributable to Titan are expressly qualified by these cautionary statements.

OVERVIEW
Titan International, Inc., together with its subsidiaries, is a global wheel, tire, and undercarriage industrial manufacturer and supplier that services customers across the globe. As a leading manufacturer in the off-highway industry, Titan produces a broad range of products to meet the specifications of original equipment manufacturers (OEMs) and aftermarket customers in the agricultural, earthmoving/construction, and consumer markets. Titan manufactures and sells certain tires under the Goodyear Farm Tire, Titan Tire and Voltyre-Prom Tire brands and has complete research and development facilities to validate tire and wheel designs.

Agricultural Segment: Titan’s agricultural wheels, tires, and components are manufactured for use on various agricultural equipment, including tractors, combines, skidders, plows, planters, and irrigation equipment, and are sold directly to OEMs and to the aftermarket through independent distributors, equipment dealers, and Titan’s distribution centers. The wheels range in diameter from nine inches to 54 inches, with the 54-inch diameter being the largest agricultural wheel manufactured in North America. Basic configurations are combined with distinct variations (such as different centers and a wide range of material thickness) allowing the Company to offer a broad line of products to meet customer specifications. Titan’s agricultural tires range from approximately one foot to approximately seven feet in outside diameter and from five inches to 55 inches in width. Agricultural tires are offered in Titan, Goodyear, and Votyre brands with a full portfolio of sizes, load carrying capabilities, and tread patterns necessary for the markets served. The Company offers the added value of delivering a complete wheel and tire assembly to OEM and aftermarket customers.

Earthmoving/Construction Segment: The Company manufactures wheels, tires, and undercarriage systems and components for various types of OTR earthmoving, mining, military, construction, and forestry equipment, including skid steers, aerial lifts, cranes, graders and levelers, scrapers, self-propelled shovel loaders, articulated dump trucks, load transporters, haul trucks,
23


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
backhoe loaders, crawler tractors, lattice cranes, shovels, and hydraulic excavators. The Company provides OEM and aftermarket customers with a broad range of earthmoving/construction wheels ranging in diameter from 15 to 63 inches and in weight from 125 pounds to 7,000 pounds. The 63-inch diameter wheel is the largest manufactured for the global earthmoving/construction market. Titan’s earthmoving/construction tires are offered in the Titan brand and range from approximately three feet to approximately 13 feet in outside diameter and in weight from 50 pounds to 12,500 pounds. Earthmoving/construction tires offered by Titan serve virtually every off-road application in the industry with some of the highest load requirements in the most severe applications. The Company also offers the added value of wheel and tire assembly for certain applications in the earthmoving/construction segment.

Consumer Segment: Titan manufactures bias truck tires in Latin America and light truck tires in Russia.  Titan also offers select products for ATVs, side-by-sides, rock climbers, turf, and have recently expanded our offering into the lawn and garden segment with a major OE customer. This segment also includes sales that do not readily fall into the Company's other segments, such as custom rubber stock mixing sales to a variety of OEM's in tangential industries.

The Company’s top customers, including global leaders in agricultural and construction equipment manufacturing, have been purchasing products from Titan or its predecessors for numerous years. Customers including AGCO Corporation, Caterpillar Inc., CNH Global N.V., Deere & Company, Hitachi, Ltd., Kubota Corporation, Liebherr, and Volvo have helped sustain Titan’s market leading position in wheel, tire, assembly, and undercarriage products.

MARKET CONDITIONS AND OUTLOOK

AGRICULTURAL MARKET OUTLOOK
Agriculture-related commodity prices continued to remain at historically high levels during the first three quarters of 2023. High farmer income and replacement of an aging large equipment fleet are both market conditions which are anticipated to support continued healthy demand for our products in the mid to long term time horizon. There are concerns over a slowdown in OEM customer demand due to their elevated inventory levels, lower demand in small agricultural equipment primarily in the Americas, and softness in the Brazilian economy, which are resulting in uncertain demand in the near term. However, the underlying market conditions mentioned previously provide support for the mid to long term healthy demand for our products. Many more variables, including weather, volatility in the price of commodities, grain prices, export markets, foreign currency exchange rates, government policies, subsidies, and the demand for used equipment can greatly affect the Company's performance in the agricultural market in a given period.

EARTHMOVING/CONSTRUCTION MARKET OUTLOOK
The earthmoving/construction segment is affected by many variables, including commodity prices, road construction, infrastructure, government appropriations, housing starts, and other macroeconomic drivers. The construction market is primarily driven by GDP by country and the need for infrastructure developments. The earthmoving/construction markets experienced some slow down in OEM demand during the second and third quarters of 2023, most notably in the Americas, that stems from concerns over elevated inventory levels and some economic softness in Brazil. We expect a recovery and continued market stability over the mid to long term given the level of mining capital budgets and forecasted GDP growth. Mineral commodity prices are at relatively high levels that also currently support growth, while global recession concerns could impact demand in various parts of the world.

CONSUMER MARKET OUTLOOK
The consumer market consists of several distinct product lines within different regions. These products include light truck tires, turf equipment, specialty products, including custom mixing of rubber stock, and train brakes. The markets remained stable during the first quarter of 2023, but experienced some slow down during the second and third quarters of 2023 due to elevated inventory levels in Latin America. There are strong initiatives underway to bolster opportunities in various specialty products including mixing of rubber stock in the United States. The consumer segment pace of growth can vary from period to period and is affected by many variables including inflationary impacts, consumer spending, interest rates, government policies, and other macroeconomic drivers.

24


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
RESULTS OF OPERATIONS

Three months endedNine months ended
(Amounts in thousands, except percentages)September 30,September 30,
 20232022% Increase/(Decrease)20232022% Increase/(Decrease)
Net sales$401,781 $530,722 (24.3)%$1,431,601 $1,659,614 (13.7)%
Cost of sales 335,708 443,089 (24.2)%1,184,076 1,375,599 (13.9)%
Gross profit66,073 87,633 (24.6)%247,525 284,015 (12.8)%
  Gross profit %16.4 %16.5 %(0.6)%17.3 %17.1 %1.2 %
Selling, general and administrative expenses33,587 31,410 6.9 %102,917 102,306 0.6 %
Research and development expenses3,167 2,434 30.1 %9,399 7,592 23.8 %
Royalty expense2,344 3,298 (28.9)%7,200 9,217 (21.9)%
Income from operations$26,975 $50,491 (46.6)%$128,009 $164,900 (22.4)%

Net Sales
Net sales for the three months ended September 30, 2023 were $401.8 million, compared to $530.7 million in the comparable period of 2022. Net sales change was due to sales decreases in all segments. Net sales change was primarily due to sales volume decrease caused by elevated inventory levels at our customers in the Americas, particularly OEM customers, lower levels of end customer demand in small agricultural equipment, and economic softness in Brazil. The net sales change was also impacted by negative price/mix from lower raw material costs and unfavorable currency translation of 1.1%.

Net sales for the nine months ended September 30, 2023 were $1,431.6 million, compared to $1,659.6 million in the comparable period of 2022. Net sales change was due to sales decreases in all segments. Net sales change was primarily due to the reduced demand caused by aforementioned elevated inventory levels with OEM customers, and slowdown in economic activity in Brazil and small agricultural equipment. It was also impacted by negative price/mix which was primarily due to lower raw material and other input costs, most notably steel, and unfavorable currency translation of 1.6%. Additionally, the Company sold its Australian wheel business in the first quarter of 2022 which resulted in a reduction of net sales of 0.6%, or $10.0 million for the nine months ended September 30, 2023, compared to the nine months ended September 30, 2022.

Gross Profit
Gross profit for the three months ended September 30, 2023 was $66.1 million, or 16.4% of net sales, compared to $87.6 million, or 16.5% of net sales, for the three months ended September 30, 2022. The change in gross profit was primarily due to the lower sales volume, which resulted in lower fixed cost leverage. The gross profit margin was similar to the prior year, notwithstanding the net sales decline, primarily as a result of continued strong actions taken by the Company to improve financial performance.

Gross profit for the nine months ended September 30, 2023 was $247.5 million, or 17.3% of net sales, compared to $284.0 million, or 17.1% of net sales, for the nine months ended September 30, 2022. The change in gross profit for nine months ended September 30, 2023 as compared to the prior year period was due to the impact of lower sales volume in North America and the aforementioned factors experienced in the third quarter. The increase in gross margin was due to lower production input costs as a result of actions taken to improve financial performance, which have helped offset the impact of lower fixed cost leverage.

Selling, General and Administrative Expenses
Selling, general and administrative expenses for the three months ended September 30, 2023 were $33.6 million, or 8.4% of net sales, compared to $31.4 million, or 5.9% of net sales, for the three months ended September 30, 2022. The change in SG&A for the three months ended September 30, 2023 as compared to the prior year period was due to certain personnel related inflationary cost impacts.

Selling, general and administrative expenses for the nine months ended September 30, 2023 were $102.9 million, or 7.2% of net sales, compared to $102.3 million, or 6.2% of net sales, for the nine months ended September 30, 2022. The change in SG&A
25


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
for the three and nine months ended September 30, 2023 as compared to the prior year period was due to certain personnel related inflationary cost impacts.

Research and Development Expenses
Research and development (R&D) expenses for the three months ended September 30, 2023 were $3.2 million, or 0.8% of net sales, compared to $2.4 million, or 0.5% of net sales, for the comparable period in 2022. R&D expenses for the nine months ended September 30, 2023 were $9.4 million, or 0.7% of net sales, compared to $7.6 million, or 0.5% of net sales, for the comparable period in 2022. R&D spending reflects initiatives to improve product designs and an ongoing focus on innovation and quality.

Royalty Expense
The Company has trademark license agreements with The Goodyear Tire & Rubber Company to manufacture and sell certain farm tires under the Goodyear brand. These agreements cover sales in North America, Latin America, Europe, the Middle East, Africa, Russia, and other Commonwealth of Independent States countries.

Royalty expenses for the three months ended September 30, 2023 were $2.3 million, or 0.6% of net sales, compared to $3.3 million, or 0.6% of net sales, for the three months ended September 30, 2022. Royalty expenses for the nine months ended September 30, 2023 were $7.2 million, or 0.5% of net sales, compared to $9.2 million, or 0.6% of net sales, for the nine months ended September 30, 2022. The changes in royalty expenses for the three months and nine months ended September 30, 2023 as compared to the prior year periods were due to the decreases in net sales, as described previously.

Income from Operations
Income from operations for the three months ended September 30, 2023 was $27.0 million, compared to income from operations of $50.5 million for the three months ended September 30, 2022. Income from operations for the nine months ended September 30, 2023 was $128.0 million, compared to income from operations of $164.9 million for the nine months ended September 30, 2022. The changes in income from operations for the three months and nine months ended September 30, 2023 as compared to the prior year periods were primarily due to lower net sales and the net result of the items previously discussed.

OTHER PROFIT/LOSS ITEMS

Interest Expense, net
Interest expense was $3.9 million and $7.2 million for the three months ended September 30, 2023 and 2022, respectively, and $16.2 million and $22.8 million for the nine months ended September 30, 2023 and 2022. The decreases in interest expense for the three months and nine months ended September 30, 2023 were due to the reduced borrowing under the Company's global credit facilities, as compared to the prior year periods, and increased interest income associated with financial investments in Latin America and the United States.

Foreign Exchange Gain (Loss)
Foreign exchange gain was $0.9 million for the three months ended September 30, 2023, compared to a gain of $1.2 million for the three months ended September 30, 2022. Foreign exchange loss was $0.9 million for the nine months ended September 30, 2023, compared to a gain of $8.7 million for the nine months ended September 30, 2022.

Foreign exchange gain experienced during the three months ended September 30, 2023 was primarily the result of a favorable impact of the movement of exchange rates in certain geographies in which we conduct business, offset by an unfavorable impact of the translation of intercompany loans at certain foreign subsidiaries, which are denominated in local currencies rather than the reporting currency, which is the United States dollar. Since such loans are expected to be settled at some point in the future, these loans are adjusted each reporting period to reflect the current exchange rates. The foreign exchange loss experienced during the nine months ended September 30, 2023 was the result of an unfavorable impact of the translation of intercompany loans at certain foreign subsidiaries, which are denominated in local currencies rather than the reporting currency, which is the United States dollar.

Foreign exchange gains experienced during the three months and nine months ended September 30, 2022 were primarily the result of a favorable impact of the movement of exchange rates in certain geographies in which we conduct business.

26


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Other Income
Other income was $0.5 million for the three months ended September 30, 2023, as compared to other income of $9.7 million in the comparable period of 2022.  The change was primarily attributable to $9.5 million income on indirect tax credits in Brazil in the third quarter of 2022.

Other income was $2.4 million for the nine months ended September 30, 2023, as compared to other income of $24.5 million in the comparable period of 2022.  The change was primarily attributable to miscellaneous income in 2022 that did not occur in 2023 which included $32.0 million indirect tax credits in Brazil, a gain of $1.3 million from a government grant associated with an earthquake that affected one of our Italian subsidiaries, and a loss of $10.9 million on sale of the Australian wheel business.

Provision for Income Taxes
The Company recorded income tax expense of $4.7 million and $11.4 million for the three months ended September 30, 2023 and 2022, respectively. For the nine months ended September 30, 2023 and 2022, the Company recorded income tax expense of $28.4 million and $39.1 million, respectively. The Company's effective income tax rate was 19.4% and 21.1% for the three months ended September 30, 2023 and 2022, respectively, and 25.0% and 22.3% for the nine months ended September 30, 2023 and 2022, respectively.

The Company’s 2023 and 2022 income tax expense and rates differed from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of foreign income tax rate differential on the mix of earnings, non-deductible royalty expenses in certain foreign jurisdictions, and certain permanent foreign inclusion items on the domestic provision.

On August 16, 2022, the “Inflation Reduction Act” (H.R. 5376) was signed into law in the United States. As part of the Inflation Reduction Act, the U.S. Congress enacted the corporate alternative minimum tax (CAMT). Titan does not currently expect the Inflation Reduction Act or CAMT to have a material impact on our financial results, including on our annual estimated effective tax rate.

Net Income and Income per Share
Net income for the three months ended September 30, 2023 was $19.7 million, compared to net income of $42.7 million in the comparable period of 2022. For the three months ended September 30, 2023 and 2022, basic income per share were $0.31 and $0.69, respectively, and diluted income per share were $0.31 and $0.68, respectively. The Company's net income and income per share changes were due to the items previously discussed.

Net income for the nine months ended September 30, 2023 was $85.0 million, compared to net income of $136.2 million in the comparable period of 2022. For the nine months ended September 30, 2023 and 2022, basic income per share were $1.29 and $2.13, respectively, and diluted income per share were $1.29 and $2.11, respectively. The Company's net income and income per share changes were due to the items previously discussed.


















27


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
SEGMENT INFORMATION

Segment Summary (amounts in thousands, except percentages):
Three months ended September 30, 2023AgriculturalEarthmoving/
Construction
ConsumerCorporate/ Unallocated
 Expenses
Consolidated
 Totals
Net sales$212,967 $155,045 $33,769 $— $401,781 
Gross profit37,026 22,257 6,790 — 66,073 
Profit margin17.4 %14.4 %20.1 %— 16.4 %
Income (loss) from operations21,383 8,501 4,526 (7,435)26,975 
Three months ended September 30, 2022     
Net sales$289,259 $199,921 $41,542 $— $530,722 
Gross profit45,949 34,959 6,725 — 87,633 
Profit margin15.9 %17.5 %16.2 %— 16.5 %
Income (loss) from operations31,125 21,836 4,856 (7,326)50,491 
Nine months ended September 30, 2023AgriculturalEarthmoving/
Construction
ConsumerCorporate/ Unallocated
 Expenses
Consolidated
 Totals
Net sales$787,973 $528,652 $114,976 $— $1,431,601 
Gross profit135,012 88,583 23,930 — 247,525 
Profit margin17.1 %16.8 %20.8 %— 17.3 %
Income (loss) from operations86,071 46,561 17,183 (21,806)128,009 
Nine months ended September 30, 2022     
Net sales$917,443 $611,550 $130,621 $— $1,659,614 
Gross profit155,794 102,651 25,570 — 284,015 
Profit margin17.0 %16.8 %19.6 %— 17.1 %
Income (loss) from operations106,126 59,952 18,976 (20,154)164,900 

Agricultural Segment Results
Agricultural segment results for the periods presented below were as follows (amounts in thousands, except percentages):

Three months endedNine months ended
September 30,September 30,
 20232022% Increase (Decrease)20232022% Increase (Decrease)
Net sales$212,967 $289,259 (26.4)%$787,973 $917,443 (14.1)%
Gross profit37,026 45,949 (19.4)%135,012 155,794 (13.3)%
Profit margin17.4 %15.9 %9.4 %17.1 %17.0 %0.6 %
Income from operations 21,383 31,125 (31.3)%86,071 106,126 (18.9)%
    
28


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Net sales in the agricultural segment were $213.0 million for the three months ended September 30, 2023, as compared to $289.3 million for the comparable period in 2022. The net sales change was primarily due to lower sales volume in North and South America which was caused by actions taken by customers to reduce elevated inventory levels, most notably OEM customers, overall softness in demand for small agricultural equipment, and decline in Brazilian economic activity. In addition, the change in net sales was due to negative price/product mix partly impacted by contractual price reductions to customers that are reflective of raw material and other input cost reductions, and an unfavorable impact of foreign currency translation of 3.6%.

Gross profit in the agricultural segment was $37.0 million for the three months ended September 30, 2023, as compared to $45.9 million in the comparable period in 2022.  The change in gross profit was due to lower sales volume, which also resulted in lower fixed cost leverage. The increase in profit margin was due to actions taken to improve financial performance, including cost reductions and productivity initiatives executed across global operations in addition to lower production input costs.

Income from operations in the company's agricultural segment was $21.4 million for the three months ended September 30, 2023, as compared to income of $31.1 million for the three months ended September 30, 2022. The overall change in income from operations was attributable to lower gross profit.

Net sales in the agricultural segment were $788.0 million for the nine months ended September 30, 2023, as compared to $917.4 million for the comparable period in 2022. The net sales change was primarily due to lower sales volume in the Americas which was caused by aforementioned high inventory levels most notably with OEM customers, overall softness in demand for small agricultural equipment, and slowdown in economic activity in Brazil. The change in net sales was also impacted by negative price/product mix associated with lower steel prices, an unfavorable impact of foreign currency translation of 2.7%.

Gross profit in the agricultural segment was $135.0 million for the nine months ended September 30, 2023, as compared to $155.8 million in the comparable period in 2022.  The change in gross profit was due to lower sales volume. The increase in profit margin was due to the measures taken to improve financial performance, along with lower raw material and other input costs, which have helped offset the impact of lower fixed cost leverage.

Income from operations in the company's agricultural segment was $86.1 million for the nine months ended September 30, 2023, as compared to income of $106.1 million for the nine months ended September 30, 2022. The overall change in income from operations was attributable to lower gross profit from a decline in net sales.

Earthmoving/Construction Segment Results
Earthmoving/construction segment results for the periods presented below were as follows (amounts in thousands, except percentages):

Three months endedNine months ended
September 30,September 30,
 20232022% Decrease20232022% Decrease
Net sales$155,045 $199,921 (22.4)%$528,652 $611,550 (13.6)%
Gross profit22,257 34,959 (36.3)%88,583 102,651 (13.7)%
Profit margin14.4 %17.5 %(17.7)%16.8 %16.8 %0.0 %
Income from operations8,501 21,836 (61.1)%46,561 59,952 (22.3)%

Net sales in earthmoving/construction segment were $155.0 million for the three months ended September 30, 2023, as compared to $199.9 million in the comparable period in 2022. The change in earthmoving/construction sales was primarily due to decreased volume in the Americas and the undercarriage business which were caused by elevated customer inventory levels and a slowdown with certain construction OEM customers. In addition, the net sales change was impacted by negative price/product mix from decreased raw material and other input costs. Net sales were favorably impacted by foreign currency translation of 2.5%.

29


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Gross profit in the earthmoving/construction segment was $22.3 million for the three months ended September 30, 2023, as compared to $35.0 million for the three months ended September 30, 2022. The changes in gross profit and margin were primarily due to the lower sales volume, which also resulted in lower fixed cost leverage primarily in the Americas.

The Company's earthmoving/construction segment income from operations was $8.5 million for the three months ended September 30, 2023, as compared to income of $21.8 million for the three months ended September 30, 2022. The change was due to the decrease in sales volume and lower profitability.

The Company's earthmoving/construction segment net sales were $528.7 million for the nine months ended September 30, 2023, as compared to $611.6 million in the comparable period in 2022. The change in earthmoving/construction sales was primarily due to decreased volume in the Americas and the undercarriage business which was caused by elevated customer inventory levels and a slowdown at construction OEM customers, mentioned earlier. In addition, the net sales change was impacted by negative price/mix from lower raw material and other input costs, unfavorable impact of foreign currency translation of 0.3%, and the effects of the disposed Australian business of 1.0%.

Gross profit in the earthmoving/construction segment was $88.6 million for the nine months ended September 30, 2023, as compared to $102.7 million for the nine months ended September 30, 2022. The change in gross profit were primarily due to the lower sales volume, which also resulted in lower fixed cost leverage, primarily in the Americas. The profit margin remained consistent due to lower production input costs which have helped offset the impact of lower fixed cost leverage.

The Company's earthmoving/construction segment income from operations was $46.6 million for the nine months ended September 30, 2023 , as compared to $60.0 million for the nine months ended September 30, 2022. The change was due to the decrease in sales volume as mentioned previously.

Consumer Segment Results
Consumer segment results for the periods presented below were as follows (amounts in thousands, except percentages):
Three months endedNine months ended
September 30,September 30,
 20232022% Increase (Decrease)20232022% Increase (Decrease)
Net sales$33,769 $41,542 (18.7)%$114,976 $130,621 (12.0)%
Gross profit6,790 6,725 1.0 %23,930 25,570 (6.4)%
Profit margin20.1 %16.2 %24.1 %20.8 %19.6 %6.1 %
Income from operations4,526 4,856 (6.8)%17,183 18,976 (9.4)%

Consumer segment net sales were $33.8 million for the three months ended September 30, 2023, as compared to $41.5 million for the three months ended September 30, 2022. The change was due to negative price/product mix, and lower sales volumes, mainly in Latin America for light utility truck tires, which experienced a decline in demand due to elevated customer inventories and a general economic slowdown in the region. In addition, net sales were unfavorably impacted by foreign currency translation of 0.8%.

Gross profit from the consumer segment was $6.8 million for the three months ended September 30, 2023, as compared to $6.7 million for the three months ended September 30, 2022. The increases in gross profit and margin were primarily due to lower raw material and other input costs, mainly in the North American wheel and the undercarriage operations.

Consumer segment income from operations was $4.5 million for the three months ended September 30, 2023, as compared to income of $4.9 million for the three months ended September 30, 2022. The change was due to higher foreign exchange loss at certain foreign subsidiaries.

30


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Consumer segment net sales were $115.0 million for the nine months ended September 30, 2023, as compared to $130.6 million for the nine months ended September 30, 2022. The change was due to lower sales volumes, mainly in Latin America for light utility truck tires, where demand was lower from the softer economic conditions in the region and elevated customer inventory levels. In addition, net sales were unfavorably impacted by negative price/product mix from lower raw material and other input costs, foreign currency translation of 0.5%, and the effects of the disposed Australian business of 0.2%.

Gross profit from the consumer segment was $23.9 million for the nine months ended September 30, 2023, as compared to $25.6 million for the nine months ended September 30, 2022. The change in gross profit was primarily due to lower sales volumes, which also resulted in lower fixed cost leverage. The increase in profit margin was due to lower input costs which have helped offset the impact of lower fixed cost leverage.

Consumer segment income from operations was $17.2 million for the nine months ended September 30, 2023, as compared to income of $19.0 million for the nine months ended September 30, 2022. The change was due to decrease in gross profit as mentioned previously.

Corporate & Unallocated Expenses
Income from operations on a segment basis did not include unallocated costs of $7.4 million for the three months ended September 30, 2023, and $21.8 million for the nine months ended September 30, 2023, as compared to $7.3 million for the three months ended September 30, 2022, and $20.2 million for the nine months ended September 30, 2022. Unallocated expenses are primarily comprised of corporate selling, general and administrative expenses. The changes in corporate and unallocated expenses for the three and nine months ended September 30, 2023 as compared to the prior year periods were related to the increase in certain SG&A expenses primarily associated with legal costs.

31


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
LIQUIDITY AND CAPITAL RESOURCES

Cash Flows
As of September 30, 2023, the Company had $211.9 million of cash, which increased as compared to the December 31, 2022 ending balance of $159.6 million, due to the following items:

Operating Cash Flows
Summary of cash flows from operating activities:
(Amounts in thousands)Nine months ended September 30, 
 20232022Change
Net income$84,988 $136,212 $(51,224)
Depreciation and amortization31,598 32,283 (685)
Loss on sale of the Australian wheel business— 10,890 (10,890)
Deferred income tax provision5,868 (1,631)7,499 
Income on indirect taxes(3,096)(32,043)28,947 
Foreign currency gain(2,348)(4,176)1,828 
Accounts receivable17,503 (43,499)61,002 
Inventories32,197 (44,180)76,377 
Prepaid and other current assets18,386 6,361 12,025 
Accounts payable(62,751)(9,516)(53,235)
Other current liabilities12,241 49,885 (37,644)
Other liabilities1,310 1,963 (653)
Other operating activities4,210 (309)4,519 
Cash provided by operating activities$140,106 $102,240 $37,866 

For the first nine months of 2023, cash flows provided by operating activities was $140.1 million, driven primarily by net income of $85.0 million, and decreases in working capital components of $17.6 million. Included in net income of $85.0 million was a non-cash charge for depreciation and amortization expense of $31.6 million and deferred income tax provision of $5.9 million.

Operating cash flows increased by $37.9 million when comparing the first nine months of 2023 to the comparable period in 2022. Cash flows from operating activities increased primarily due to focused working capital management on inventories, and solid collections efforts on accounts receivable by $76.4 million and $61.0 million, respectively.

Summary of the components of cash conversion cycle:
September 30,December 31,September 30,
 202320222022
Days sales outstanding54 48 49 
Days inventory outstanding101 86 87 
Days payable outstanding(55)(57)(55)
Cash conversion cycle100 77 81 

Cash conversion cycle increased by 19 days when comparing September 30, 2023 to September 30, 2022, which was primarily due to the decreases in net sales in a short period of time, and cost of sales for the three months ended September 30, 2023 as compared to the three months ended September 30, 2022. Inventory management is critical for the business in preparation for the future periods to supply customers efficiently, which was the driver of increased days in inventory at the end of September 30, 2023.
32


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Investing Cash Flows
Summary of cash flows from investing activities:
(Amounts in thousands)Nine months ended September 30, 
 20232022Change
Capital expenditures$(41,480)$(32,755)$(8,725)
Proceeds from the sale of the Australian wheel business— 9,293 (9,293)
Proceeds from sale of fixed assets1,795 680 1,115 
Cash used for investing activities$(39,685)$(22,782)$(16,903)
Net cash used for investing activities was $39.7 million in the first nine months of 2023, as compared to net cash used for investing activities of $22.8 million in the first nine months of 2022. The Company invested a total of $41.5 million in capital expenditures in the first nine months of 2023, compared to $32.8 million in the comparable period of 2022. Capital expenditures represent plant equipment replacement and improvements, along with new tools, dies and molds related to new product development. The overall capital outlay for 2023 increased as the Company seeks to enhance the Company's existing facilities and manufacturing capabilities and drive plant efficiency and labor productivity gains. Cash used for investing activities for the first nine months of 2022 included $9.3 million from proceeds for the sale of the Australian wheel business.

Financing Cash Flows
Summary of cash flows from financing activities:
(Amounts in thousands)Nine months ended September 30, 
 20232022Change
Proceeds from borrowings$6,628 $88,907 $(82,279)
Payment on debt(25,017)(120,728)95,711 
Repurchase of common stock(19,064)(25,000)5,936 
Other financing activities(2,540)(720)(1,820)
Cash used for financing activities$(39,993)$(57,541)$17,548 
During the first nine months of 2023, $40.0 million of cash was used for financing activities. Payment on debt of $25.0 million and repurchase of common stock of $19.1 million was offset partially by proceeds from borrowings of $6.6 million. In 2022, the Company borrowed on the domestic revolving credit facility during the first quarter to facilitate the repurchasing of the Company's common stock from RDIF, and subsequently repaid the borrowing during the second quarter as cash flow improved.

Debt Restrictions
The Company’s $125 million revolving credit facility (credit facility) and indenture relating to the 7.00% senior secured notes due 2028 contain various restrictions, including:
When remaining availability under the credit facility is less than 10% of the total commitment under the credit facility ($12.5 million as of September 30, 2023), the Company is required to maintain a minimum fixed charge coverage ratio of not less than 1.0 to 1.0 (calculated quarterly on a trailing four quarter basis);
Limits on dividends and repurchases of the Company’s stock;
Restrictions on the ability of the Company to make additional borrowings, or to consolidate, merge, or otherwise fundamentally change the ownership of the Company;
Limitations on investments, dispositions of assets, and guarantees of indebtedness; and
Other customary affirmative and negative covenants.
These restrictions could limit the Company’s ability to respond to market conditions, provide for unanticipated capital investments, raise additional debt or equity capital, pay dividends, or take advantage of business opportunities, including future acquisitions. The Company is in compliance with these debt covenants at September 30, 2023.


33


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Guarantor Financial Information
The Company's 7.00% senior secured notes due 2028 are guaranteed by the following 100% owned subsidiaries of the Company: Titan Tire Corporation, Titan Tire Corporation of Bryan, Titan Tire Corporation of Freeport, and Titan Wheel Corporation of Illinois (together, the "Guarantors"). The note guarantees are full and unconditional, joint and several obligations of the guarantors. The guarantees of the guarantor subsidiaries are subject to release in limited circumstances only upon the occurrence of certain customary conditions.

The following summarized financial information of both the Company and the Guarantors is presented on a combined basis. Intercompany balances and transactions between the Company and the Guarantors have been eliminated and the summarized financial information does not reflect investments of the Company or the Guarantors in the Non-Guarantor Subsidiaries. The information is presented in accordance with the requirements of Rule 13-01 under the SEC’s Regulation S-X. The financial information may not necessarily be indicative of results of operations or financial position had the guarantor subsidiary operated as an independent entity.

Summarized Balance Sheets:
(Amounts in thousands)
September 30, 2023
Assets
Current assets$105,366 
Property, plant, and equipment, net86,288 
Intercompany accounts, non-guarantor subsidiaries497,330 
Other long-term assets57,166 
Liabilities
Current liabilities87,591 
Long-term debt396,058 
Other long-term liabilities4,844 

Summarized Statement of Operations:
(Amounts in thousands)Nine months ended
September 30, 2023
Net sales$633,676 
Gross profit91,719 
Income from operations39,206 
Net income16,071 
34


TITAN INTERNATIONAL, INC.
Management's Discussion and Analysis of
Financial Condition and Results of Operations
Liquidity Outlook
At September 30, 2023, the Company had $211.9 million of cash and cash equivalents. At September 30, 2023, there were no borrowings under the Company's $125 million credit facility. Titan's availability under this credit facility may be less than $125 million as a result of outstanding letters of credit and eligible accounts receivable and inventory balances at certain domestic subsidiaries. Based on eligible accounts receivable and inventory balances, the Company's amount available for borrowing totaled $102.1 million at September 30, 2023. With outstanding letters of credit totaling $6.2 million, the net amount available for borrowing under the credit facility totaled $95.9 million at September 30, 2023. The cash and cash equivalents balance of $211.9 million included $168.1 million held in foreign countries.

The Company is expecting full year capital expenditures to be approximately $55 million to $60 million. These capital expenditures are anticipated to be used primarily to continue to enhance the Company’s existing facilities and manufacturing capabilities and drive productivity gains, along with the purchase of new tools, dies and molds related to new product development.

Cash payments for interest are currently forecasted to be approximately $15.0 million for the remainder of 2023 based on September 30, 2023 debt balances. The forecasted interest payment is comprised primarily of the semi-annual payment of $14 million to be paid in October for the 7.00% senior secured notes.

Cash and cash equivalents along with anticipated internal cash flows from operations and utilization of availability on global credit facilities, are expected to provide sufficient liquidity for working capital needs, debt maturities, and capital expenditures. Potential divestitures and unencumbered assets are also a means to provide for future liquidity needs.

CRITICAL ACCOUNTING ESTIMATES
There were no material changes in the Company’s Critical Accounting Estimates since the filing of the 2022 Form 10-K. As discussed in the 2022 Form 10-K, the preparation of the condensed consolidated financial statements in conformity with US GAAP requires management to make estimates, assumptions, and judgments that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the condensed consolidated financial statements and the reported amounts of revenues and expenses during the reporting periods. Actual results may differ from those estimates and assumptions.  Refer to Note 1. Basis of Presentation and Significant Accounting Policies in Part I, Item 1, Notes to Condensed Consolidated Financial Statements of this Form 10-Q for a discussion of the Company’s updated accounting policies.

Item 3. Quantitative and Qualitative Disclosures About Market Risk

Titan is exposed to market risks, including changes in foreign currency exchange rates and interest rates, and commodity price fluctuations. Our exposure to market risk has not changed materially since December 31, 2022. For quantitative and qualitative disclosures about market risk, see Item 7A - Quantitative and Qualitative Disclosures About Market Risk included in the 2022 Form 10-K.

Item 4. Controls and Procedures

Evaluation of Disclosure Controls and Procedures
Titan management, including the Chief Executive Officer and Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company's disclosure controls and procedures (as defined under Rules 13a-15(e) and 15d-15(e) promulgated under the Securities Exchange Act of 1934 (the Exchange Act)) as of September 30, 2023. Based on that evaluation, the Chief Executive Officer and Chief Financial Officer concluded that, as of September 30, 2023, Titan's disclosure controls and procedures were effective to provide reasonable assurance that information required to be disclosed by Titan in the reports that it files or submits under the Exchange Act is recorded, processed, summarized, and reported accurately and within the time frames specified in the SEC's rules and forms and accumulated and communicated to Titan management, including the Chief Executive Officer and the Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

35

Changes in Internal Controls
There were no changes in internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during the third quarter of fiscal year 2023 that have materially affected, or are reasonably likely to materially affect, the Company's internal control over financial reporting.

Inherent Limitations on the Effectiveness of Controls
Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

36

PART II. OTHER INFORMATION

Item 1. Legal Proceedings

The Company is subject, from time to time, to certain legal proceedings and claims arising out of the normal course of its business, which cover a wide range of matters, including environmental issues, product liability, contracts, and labor and employment matters. See Note 15 Litigation in Part I, Item 1, Notes to Condensed Consolidated Financial Statements of this Form 10-Q for further discussion, which is incorporated herein by reference.

Item 1A. Risk Factors

Except for the additional risk factor set forth below, there have been no material changes from the risk factors disclosed in Item 1A. Risk Factors to the 2022 Form 10-K.

The Israeli-Hamas military conflict may adversely affect our business and financial statements.
In October 2023, an armed conflict between the Hamas-led militant groups and Israel military forces began and has continued to escalate in Israel through the date of the filing of the Form 10-Q. The Company does not have operations in the region affected by the military conflict and has not had a significant impact on global operations. The military conflict and a continued escalation could have broader economic consequences beyond their current scope. The Company continues to monitor the potential impacts on the business, including increased cost of energy, and the ancillary impacts that the military conflict could have on other global operations.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

Issuer Purchases of Equity Securities

The following table is a summary of stock repurchases for the three months ended September 30, 2023:
PeriodTotal Number of Shares PurchasedAverage Price Paid Per ShareTotal number of shares purchased as part of publicly announced plan or program
Approximate dollar value of shares that may yet be purchased under the plan or program(1)(2)
(in thousands)
July 1, 2023 to July 31, 2023— $— — $43,628 
August 1, 2023 to August 31, 2023501,795 $12.00 501,795 $37,609 
September 1, 2023 to September 30, 2023525,000 $12.62 525,000 $30,985 
Total1,026,795 1,026,795 

(1) On December 16, 2022, the Board of Directors authorized a share repurchase program allowing for the expenditure of up to $50.0 million for the repurchase of the Company’s Common Stock. As of September 30, 2023, $31.0 million remains available for future share repurchases under the program. All shares in the table were purchased under the publicly announced repurchase program.

(2) The stock repurchase program is authorized through December 16, 2025, but the program may be suspended or terminated at any time at the Board of Director’s discretion.

Item 5. Other Information

Rule 10b5-1 Trading Plans Adopted by Officers and Directors in the Third Quarter

During the fiscal quarter ending September 30, 2023, none of our directors or officers as defined in Rule 16a-1 under the Exchange Act adopted or terminated a “Rule 10b5-1 trading arrangement” or “non-Rule 10b5-1 trading arrangement,” as those terms are defined in Item 408 of Regulation S-K.


37

Item 6. Exhibits

31.1
31.2
32
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104The cover page from this Current Report on Form 10-Q formatted as inline XBRL



38

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, thereunto duly authorized.

TITAN INTERNATIONAL, INC.
(Registrant)

Date:November 1, 2023
By:
/s/  PAUL G. REITZ
Paul G. Reitz
President and Chief Executive Officer
(Principal Executive Officer)

By:
/s/ DAVID A. MARTIN
David A. Martin
SVP and Chief Financial Officer
(Principal Financial Officer)


39

Exhibit 31.1

CERTIFICATION
I, Paul G. Reitz, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Titan International, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.

Date:November 1, 2023By:/s/ PAUL G. REITZ
Paul G. Reitz
President and Chief Executive Officer
(Principal Executive Officer)




Exhibit 31.2

CERTIFICATION
I, David A. Martin, certify that:
1.I have reviewed this quarterly report on Form 10-Q of Titan International, Inc.;
2.Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3.Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
4.The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
a.Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b.Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c.Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d.Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
5.The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of registrant’s board of directors (or persons performing the equivalent function):
a.All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b.Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
Date:November 1, 2023By:/s/ DAVID A. MARTIN
David A. Martin
SVP and Chief Financial Officer
(Principal Financial Officer)








Exhibit 32

CERTIFICATION

In connection with the Quarterly Report of Titan International, Inc. on Form 10-Q for the period ended September 30, 2023, as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of the undersigned hereby certifies that, to the best of their knowledge, this Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934 and that information contained in this report fairly presents, in all material respects, the financial condition and results of operations of the Registrant.
TITAN INTERNATIONAL, INC.
(Registrant)

Date:November 1, 2023By:/s/ PAUL G. REITZ
Paul G. Reitz
President and Chief Executive Officer
(Principal Executive Officer)

Date:November 1, 2023By:/s/ DAVID A. MARTIN
David A. Martin
SVP and Chief Financial Officer
(Principal Financial Officer)



v3.23.3
Document and Entitiy Information - shares
9 Months Ended
Sep. 30, 2023
Oct. 24, 2023
Document Information [Line Items]    
Document Type 10-Q  
Document Quarterly Report true  
Document Period End Date Sep. 30, 2023  
Document Transition Report false  
Entity File Number 1-12936  
Entity Registrant Name TITAN INTERNATIONAL, INC.  
Entity Incorporation, State or Country Code DE  
Entity Tax Identification Number 36-3228472  
Entity Address, Address Line One 1525 Kautz Road, Suite 600  
Entity Address, City or Town West Chicago  
Entity Address, State or Province IL  
Entity Address, Postal Zip Code 60185  
City Area Code 630  
Local Phone Number 377-0486  
Title of 12(b) Security Common stock, $0.0001 par value  
Trading Symbol TWI  
Security Exchange Name NYSE  
Entity Current Reporting Status Yes  
Entity Interactive Data Current Yes  
Entity Filer Category Large Accelerated Filer  
Entity Small Business false  
Entity Emerging Growth Company false  
Entity Shell Company false  
Entity Central Index Key 0000899751  
Current Fiscal Year End Date --12-31  
Document Fiscal Year Focus 2023  
Document Fiscal Period Focus Q3  
Amendment Flag false  
Entity Common Stock, Shares Outstanding   61,889,778
v3.23.3
CONSOLIDATED STATEMENTS OF OPERATIONS - USD ($)
shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Revenue from Contract with Customer, Excluding Assessed Tax $ 401,781 $ 530,722 $ 1,431,601 $ 1,659,614
Cost of sales 335,708 443,089 1,184,076 1,375,599
Gross profit 66,073 87,633 247,525 284,015
Selling, general and administrative expenses 33,587 31,410 102,917 102,306
Research and development expenses 3,167 2,434 9,399 7,592
Royalty expense 2,344 3,298 7,200 9,217
Income (loss) from operations 26,975 50,491 128,009 164,900
Interest expense, net (3,931) (7,221) (16,185) (22,835)
Foreign exchange gain (loss) 876 1,198 (882) 8,749
Other income 461 9,691 2,409 24,526
Income before income taxes 24,381 54,159 113,351 175,340
Provision for income taxes 4,718 11,446 28,363 39,128
Net income 19,663 42,713 84,988 136,212
Net income (loss) attributable to noncontrolling interests 383 (456) 3,663 1,950
Net income attributable to Titan and applicable to common shareholders $ 19,280 $ 43,169 $ 81,325 $ 134,262
Earnings per common share:        
Basic $ 0.31 $ 0.69 $ 1.29 $ 2.13
Diluted $ 0.31 $ 0.68 $ 1.29 $ 2.11
Average common shares and equivalents outstanding:        
Basic 62,598 62,803 62,810 63,107
Diluted 63,095 63,229 63,271 63,587
v3.23.3
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Net income $ 19,663 $ 42,713 $ 84,988 $ 136,212
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax (82) 287 (232) 865
Currency translation adjustment (26,694) (29,517) (20,395) (23,778)
Pension liability adjustments, net of tax of $(51) and $(451), respectively 80 241 173 1,216
Comprehensive income (loss) (7,033) 13,724 64,534 114,515
Net comprehensive (loss) income attributable to redeemable and noncontrolling interests (891) (1,101) (1,563) 7,352
Comprehensive income (loss) attributable to Titan $ (6,142) $ 14,825 $ 66,097 $ 107,163
v3.23.3
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Parenthetical) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Statement of Comprehensive Income [Abstract]        
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, Tax $ 21 $ 107 $ 51 $ 451
v3.23.3
CONSOLIDATED BALANCE SHEETS - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Current assets    
Cash and cash equivalents $ 211,902 $ 159,577
Accounts receivable, net 238,595 266,758
Inventories 360,142 397,223
Prepaid and other current assets 70,682 86,070
Total current assets 881,321 909,628
Property, plant and equipment, net 302,481 296,605
Operating Lease, Right-of-Use Asset 10,635 8,932
Deferred income taxes 32,361 38,736
Other long-term assets 30,937 30,729
Total assets 1,257,735 1,284,630
Current liabilities    
Short-term debt 17,556 30,857
Accounts payable 194,501 263,376
Other current liabilities 162,761 151,928
Total current liabilities 374,818 446,161
Long-term debt 409,747 414,761
Deferred income taxes 2,834 3,425
Other long-term liabilities 37,147 37,145
Total liabilities $ 824,546 $ 901,492
Common Stock, par value $ 0.0001  
Common Stock, shares authorized (in shares) 120,000,000  
Common Stock, shares issued (in shares) 66,525,269 66,525,269
Treasury Stock, Common, Shares 4,825,031 3,681,308
Titan stockholders' equity    
Common stock ($0.0001 par value, 120,000,000 shares authorized, 66,525,269 issued at September 30, 2023 and 66,525,269 at December 31, 2022) $ 0 $ 0
Additional paid-in capital 567,402 565,546
Retained earnings 172,188 90,863
Treasury stock (at cost, 4,825,031 shares at September 30, 2023 and 3,681,308 shares at December 31, 2022) (39,389) (23,418)
Accumulated other comprehensive loss (266,983) (251,755)
Total Titan shareholders’ equity 433,218 381,236
Noncontrolling interests (29) 1,902
Total equity 433,189 383,138
Total liabilities and equity $ 1,257,735 $ 1,284,630
v3.23.3
CONSOLIDATED STATEMENTS OF CHANGES IN EQUITY - USD ($)
$ in Thousands
Total
Common Stock [Member]
Additional paid-in capital [Member]
Retained earnings [Member]
Treasury Stock, Common
Accumulated other comprehensive income (loss) [Member]
Parent [Member]
Noncontrolling interest [Member]
Balance, Beginning (in shares) at Dec. 31, 2021   66,411,784            
Balance, Beginning at Dec. 31, 2021 $ (227,172)   $ (562,340) $ 85,439 $ 1,121 $ 246,480 $ (229,300) $ 2,128
Net income       23,922     23,922  
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest               656
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest 24,578              
Currency translation adjustment, net           18,457 18,457 (1,182)
Temporary Equity, Foreign Currency Translation Adjustments 17,275              
Pension liability adjustments, net of tax 544         544 544  
Derivative, Gain on Derivative 303         303 303  
Stock Issued During Period, Shares, Restricted Stock Award, Gross   212,440            
Stock-based compensation 488   (851)   1,339   488  
Issuance of treasury stock under 401(k) plan   32,609            
Issuance of treasury stock under 401(k) plan 360   360       360  
Stock Repurchased During Period, Shares   (4,032,259)            
Treasury Stock, Value, Acquired, Cost Method (25,000)       (25,000)   (25,000)  
Balance, Ending (in shares) at Mar. 31, 2022   62,624,574            
Balance, Ending at Mar. 31, 2022 (245,720)   (561,849) 61,517 24,782 227,176 (248,374) 2,654
Balance, Beginning (in shares) at Dec. 31, 2021   66,411,784            
Balance, Beginning at Dec. 31, 2021 (227,172)   (562,340) 85,439 1,121 246,480 (229,300) 2,128
Net income 136,212              
Currency translation adjustment, net (23,778)              
Pension liability adjustments, net of tax 1,216              
Balance, Ending (in shares) at Sep. 30, 2022   62,804,660            
Balance, Ending at Sep. 30, 2022 (320,987)   (564,181) (48,823) 23,662 273,579 (315,763) (5,224)
Balance, Beginning (in shares) at Mar. 31, 2022   62,624,574            
Balance, Beginning at Mar. 31, 2022 (245,720)   (561,849) 61,517 24,782 227,176 (248,374) 2,654
Net income       67,171     67,171  
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest               1,750
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest 68,921              
Currency translation adjustment, net           (18,765) (18,765) 7,229
Temporary Equity, Foreign Currency Translation Adjustments (11,536)              
Pension liability adjustments, net of tax 431         431 431  
Derivative, Gain on Derivative 275         275 275  
Stock Issued During Period, Shares, Restricted Stock Award, Gross   122,351            
Stock-based compensation 1,456   695   761   1,456  
Issuance of treasury stock under 401(k) plan   27,852            
Issuance of treasury stock under 401(k) plan 403   230   173   403  
Balance, Ending (in shares) at Jun. 30, 2022   62,774,777            
Balance, Ending at Jun. 30, 2022 (305,670)   (562,774) (5,654) 23,848 245,235 (299,345) (6,325)
Net income 42,713     43,169     43,169  
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest               (456)
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest 42,713              
Currency translation adjustment, net (29,517)         (28,872) (28,872) (645)
Temporary Equity, Foreign Currency Translation Adjustments (29,517)              
Pension liability adjustments, net of tax 241         241 241  
Derivative, Gain on Derivative 287         287 287  
Stock Issued During Period, Shares, Restricted Stock Award, Gross   0            
Stock-based compensation 1,169   1,169       1,169  
Issuance of treasury stock under 401(k) plan   29,883            
Issuance of treasury stock under 401(k) plan 424   238   186   424  
Balance, Ending (in shares) at Sep. 30, 2022   62,804,660            
Balance, Ending at Sep. 30, 2022 (320,987)   (564,181) (48,823) 23,662 273,579 (315,763) (5,224)
Balance, Beginning (in shares) at Dec. 31, 2022   62,843,961            
Balance, Beginning at Dec. 31, 2022 (383,138)   (565,546) (90,863) 23,418 251,755 (381,236) (1,902)
Net income       31,838     31,838  
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest               1,592
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest 33,430              
Currency translation adjustment, net           8,039 8,039 (1,095)
Temporary Equity, Foreign Currency Translation Adjustments 6,944              
Pension liability adjustments, net of tax (30)         (30) (30)  
Derivative, Loss on Derivative (111)         (111) (111)  
Stock Issued During Period, Shares, Restricted Stock Award, Gross   322,157            
Stock-based compensation 700   (1,303)   2,003   700  
Issuance of treasury stock under 401(k) plan   28,733            
Issuance of treasury stock under 401(k) plan 429   250   179   429  
Stock Repurchased During Period, Shares   (109,789)            
Treasury Stock, Value, Acquired, Cost Method (1,293)       (1,293)   (1,293)  
Balance, Ending (in shares) at Mar. 31, 2023   63,085,062            
Balance, Ending at Mar. 31, 2023 (423,207)   (564,493) (122,701) 22,529 243,857 (420,808) (2,399)
Balance, Beginning (in shares) at Dec. 31, 2022   62,843,961            
Balance, Beginning at Dec. 31, 2022 (383,138)   (565,546) (90,863) 23,418 251,755 (381,236) (1,902)
Net income 84,988              
Currency translation adjustment, net (20,395)              
Pension liability adjustments, net of tax $ 173              
Stock Repurchased During Period, Shares (1,629,863)              
Treasury Stock, Value, Acquired, Cost Method $ (19,000)              
Balance, Ending (in shares) at Sep. 30, 2023   61,700,238            
Balance, Ending at Sep. 30, 2023 (433,189)   (567,402) (172,188) 39,389 266,983 (433,218) 29
Balance, Beginning (in shares) at Mar. 31, 2023   63,085,062            
Balance, Beginning at Mar. 31, 2023 (423,207)   (564,493) (122,701) 22,529 243,857 (420,808) (2,399)
Net income       30,207     30,207  
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest               1,688
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest 31,895              
Currency translation adjustment, net           2,212 2,212 (2,857)
Temporary Equity, Foreign Currency Translation Adjustments (645)              
Pension liability adjustments, net of tax 123         123 123  
Derivative, Loss on Derivative (39)         (39) (39)  
Stock Issued During Period, Shares, Restricted Stock Award, Gross   54,084            
Stock-based compensation 1,515   1,143   372   1,515  
Issuance of treasury stock under 401(k) plan   42,353            
Issuance of treasury stock under 401(k) plan 449   178   271   449  
Stock Repurchased During Period, Shares   (493,279)            
Treasury Stock, Value, Acquired, Cost Method (5,097)       (5,097)   (5,097)  
Noncontrolling Interest, Period Increase (Decrease) (448)   (80)       (80) (368)
Balance, Ending (in shares) at Jun. 30, 2023   62,688,220            
Balance, Ending at Jun. 30, 2023 (450,960)   (565,734) (152,908) 26,983 241,561 (450,098) (862)
Net income 19,663     19,280     19,280  
Net Income (Loss) Attributable to Nonredeemable Noncontrolling Interest               383
Net Income (Loss), Including Portion Attributable to Nonredeemable Noncontrolling Interest 19,663              
Currency translation adjustment, net (26,694)         (25,420) (25,420) (1,274)
Temporary Equity, Foreign Currency Translation Adjustments (26,694)              
Pension liability adjustments, net of tax 80         80 80  
Derivative, Loss on Derivative (82)         (82) (82)  
Stock-based compensation 1,485   1,485       1,485  
Issuance of treasury stock under 401(k) plan   38,813            
Issuance of treasury stock under 401(k) plan $ 451   183   268   451  
Stock Repurchased During Period, Shares (1,026,795) (1,026,795)            
Treasury Stock, Value, Acquired, Cost Method $ (12,674)       (12,674)   (12,674)  
Balance, Ending (in shares) at Sep. 30, 2023   61,700,238            
Balance, Ending at Sep. 30, 2023 $ (433,189)   $ (567,402) $ (172,188) $ 39,389 $ 266,983 $ (433,218) $ 29
v3.23.3
CONSOLIDATED STATEMENTS OF CASH FLOWS - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Cash flows from operating activities:    
Net income $ 84,988 $ 136,212
Adjustments to reconcile net income to net cash provided by operating activities:    
Depreciation and amortization 31,598 32,283
Gain (Loss) on Disposition of Business 0 10,890
Deferred income tax provision (benefit) 5,868 (1,631)
Deferred Income Taxes and Tax Credits (3,096) (32,043)
Unrealized Gain (Loss) on Investments (409) (256)
Stock-based compensation 3,700 3,113
Issuance of stock under 401(k) plan 1,329 1,186
Foreign currency gain (2,348) (4,176)
(Increase) decrease in assets:    
Accounts receivable 17,503 (43,499)
Inventories 32,197 (44,180)
Prepaid and other current assets 18,386 6,361
Other assets (410) (4,352)
Increase (decrease) in liabilities:    
Accounts payable (62,751) (9,516)
Other current liabilities 12,241 49,885
Other liabilities 1,310 1,963
Net cash provided by operating activities 140,106 102,240
Cash flows from investing activities:    
Capital expenditures (41,480) (32,755)
Payments for (Proceeds from) Investments 0 9,293
Proceeds from Sales of Assets, Investing Activities 1,795 680
Net cash used for investing activities (39,685) (22,782)
Cash flows from financing activities:    
Proceeds from borrowings 6,628 88,907
Payments for Repurchase of Common Stock (19,064) (25,000)
Repayments of debt (25,017) (120,728)
Proceeds from (Payments for) Other Financing Activities (2,540) (720)
Net cash used for financing activities (39,993) (57,541)
Effect of Exchange Rate on Cash, Cash Equivalents, Restricted Cash, and Restricted Cash Equivalents, Continuing Operations (8,103) (3,444)
Cash, Cash Equivalents, Restricted Cash and Restricted Cash Equivalents, Period Increase (Decrease), Including Exchange Rate Effect 52,325 18,473
Cash and cash equivalents 211,902 116,581
Supplemental information:    
Interest paid 15,971 16,813
Income taxes paid, net of refunds received $ 17,581 $ 27,723
v3.23.3
ACCOUNTING POLICIES
9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
ACCOUNTING POLICIES BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES
Basis of presentation
The accompanying unaudited condensed consolidated interim financial statements include the accounts of Titan International, Inc. and its subsidiaries (Titan or the Company) and have been prepared in accordance with accounting principles generally accepted in the United States of America (US GAAP) for interim financial information and in accordance with the rules and regulations of the United States Securities and Exchange Commission (the SEC). Accordingly, they do not include all of the information and footnotes required by US GAAP for complete financial statements. The accompanying unaudited condensed consolidated interim financial statements reflect all normal and recurring adjustments that are, in the opinion of management, necessary for a fair presentation of the Company's financial position and the results of operations and cash flows for the periods presented, and should be read in conjunction with the consolidated financial statements and the related notes thereto included in the Company’s latest Annual Report on Form 10-K for the year ended December 31, 2022, filed with the SEC on February 27, 2023 (the 2022 Form 10-K). All significant intercompany transactions have been eliminated in consolidation. These unaudited condensed consolidated interim financial statements include estimates and assumptions of management that affect the amounts reported in the condensed consolidated financial statements. Actual results could differ from these estimates.

Fair value of financial instruments
The Company records all financial instruments, including cash and cash equivalents, accounts receivable, notes receivable, accounts payable, other accruals, and notes payable at cost, which approximates fair value due to their short term or stated rates.  Investments in marketable equity securities are recorded at fair value.  Our 7.00% senior secured notes due 2028 were carried at a cost of $396.1 million at September 30, 2023. The fair value of the senior secured notes due 2028 at September 30, 2023, as obtained through an independent pricing source, was approximately $373.0 million.

Russia-Ukraine military conflict
In February 2022, in response to the military conflict between Russia and Ukraine, the United States, other North Atlantic Treaty Organization member states, as well as non-member states, announced targeted economic sanctions on Russia, certain Russian citizens and enterprises. The continuation of the conflict triggered additional economic and other sanctions enacted by the United States and other countries throughout the world. The scope of potential additional sanctions is unknown.

The Company currently owns 64.3% of the Voltyre-Prom, a leading producer of agricultural and industrial tires in Volgograd, Russia, which represents approximately 6% and 7% of consolidated assets of Titan as of September 30, 2023 and December 31, 2022, respectively. The Russian operations represent approximately 5% of consolidated global sales for both the three months ended September 30, 2023 and 2022, while representing 6% of consolidated global sales for both the nine months ended September 30, 2023 and 2022. The impact of the military conflict between Russia and Ukraine has not had a significant impact on global operations. The Company continues to monitor the potential impacts on the business including the increased cost of energy in Europe and the ancillary impacts that the military conflict could have on other global operations.

Sale of Australian wheel business
On March 29, 2022, the Company entered into a definitive agreement (the Agreement) for the sale of its Australian wheel business, to OTR Tyres, a leading Australian tire, wheel and service provider. The closing date of the transaction was March 31, 2022. The Agreement contains customary representations, warranties and covenants for transactions of this type. The sale included gross proceeds and cash repatriated of approximately $17.5 million, and the assumption by OTR Tyres of all liabilities, including employee and lease obligations. Refer to Note 12 for additional information on the loss on sale of the Australian wheel business.

Share Repurchase Program
On December 16, 2022, the Board of Directors authorized a share repurchase program allowing for the expenditure of up to $50.0 million (the “Share Repurchase Program”) for the repurchase of the Company's common stock. This authorization took effect immediately and will remain in place for up to three years. Under the Share Repurchase Program Titan repurchased 1,026,795 shares of its common stock totaling $12.7 million during the three months ended September 30, 2023, and 1,629,863 shares of its common stock totaling $19.0 million during the nine months ended September 30, 2023. As of September 30, 2023, $31.0 million remains available for future share repurchases under this program.
Supplier financing program
A subsidiary of Titan participates in supplier financing programs pursuant to credit agreements between certain suppliers and financial institution. The program enables those suppliers to receive payment from participating financial institutions prior to the payment date specified in the terms between Titan and the supplier. Titan does not incur annual service fees associated with its enrollment in the supplier financing program. The transactions are at the sole discretion of both the suppliers and the financial institution, and Titan is not a party to the agreement and has no economic interest in the supplier's decision to receive payment prior to the payment date. The terms between Titan and a supplier, including the amount due and scheduled payment dates, are not impacted by a supplier's participation in the program. Amounts due to suppliers who participate in the program are included in the accounts payable line item in Titan's Consolidated Balance Sheets and Titan’s payments made under the program are reflected in cash flows from operating activities in Titan's Consolidated Statements of Cash Flows. For suppliers who participate in a supplier financing program, Titan will pay the financial institution directly rather than the supplier. The confirmed obligations under the supplier financing programs included in the accounts payable line item in Titan's Consolidated Balance Sheet were $5.1 million at September 30, 2023, and $11.8 million at December 31, 2022.

Adoption of new accounting standards
In September 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50) Disclosure of Supplier Finance Program Obligations ("ASU No. 2022-04"). The ASU requires that a buyer in a supplier finance program disclose sufficient information about the program to allow a user of financial statements to understand the program’s nature, activity during the period, and potential magnitude. The amendments in this ASU will be applied retrospectively to each period in which a balance sheet is presented, with the exception of a new requirement to disclose a rollforward of program activity, which will be applied prospectively. The amendments in the ASU are effective for fiscal years beginning after December 15, 2022, with early adoption permitted. The Company adopted the impact of this ASU effective March 31, 2023 and incorporated the required disclosures within Note 1 to condensed consolidated financial statements.

Accounting standards issued but not yet adopted
On May 3, 2023, the SEC amended disclosure rules to modernize the disclosure requirements relating to repurchase of an issuer's equity securities. Under the amended rules, issuers will be required to provide daily repurchase activity on a quarterly or semi-annual basis, depending upon the type of issuer. Issuers will also have to explain the purpose of such repurchases and how they determined buyback amounts. The Company will adopt the impact of this standard on October 1, 2023 and will include the related enhanced disclosures in the Company's Form 10-K for the year ended December 31, 2023 and in the Company's quarterly reports thereafter.
v3.23.3
ACCOUNTS RECEIVABLE
9 Months Ended
Sep. 30, 2023
Receivables [Abstract]  
ACCOUNTS RECEIVABLE ACCOUNTS RECEIVABLE, NET
Accounts receivable consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Accounts receivable$244,248 $272,928 
Allowance for credit losses(5,653)(6,170)
Accounts receivable, net$238,595 $266,758 
Accounts receivable are reduced by an estimated allowance for credit losses which is based on known risks and historical losses.
v3.23.3
INVENTORIES
9 Months Ended
Sep. 30, 2023
Inventory Disclosure [Abstract]  
Inventory Disclosure [Text Block] INVENTORIES
Inventories consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Raw material$113,600 $128,170 
Work-in-process41,655 42,468 
Finished goods204,887 226,585 
 $360,142 $397,223 

Inventories are reduced by estimated provisions for slow-moving and obsolete inventory.
v3.23.3
PROPERTY, PLANT AND EQUIPMENT, NET
9 Months Ended
Sep. 30, 2023
Property, Plant and Equipment [Abstract]  
PROPERTY, PLANT AND EQUIPMENT PROPERTY, PLANT AND EQUIPMENT, NET
Property, plant and equipment, net consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Land and improvements$40,749 $40,330 
Buildings and improvements236,601 237,507 
Machinery and equipment605,209 588,857 
Tools, dies and molds112,817 112,990 
Construction-in-process35,112 29,291 
 1,030,488 1,008,975 
Less accumulated depreciation(728,007)(712,370)
 $302,481 $296,605 
 
Depreciation on property, plant and equipment for the nine months ended September 30, 2023 and 2022 totaled $30.4 million and $31.3 million, respectively.
v3.23.3
Other Current Liabilities
9 Months Ended
Sep. 30, 2023
Other Liabilities, Current [Abstract]  
Other Liabilities Disclosure OTHER CURRENT LIABILITIES
Other current liabilities consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Compensation and benefits$50,929 $45,389 
Warranty20,670 19,914 
Accrued insurance benefits18,239 21,154 
Customer rebates and deposits17,450 16,279 
Accrued other taxes15,785 18,549 
Operating lease current liabilities4,882 3,850 
Accrued interest11,867 5,040 
Foreign government grant (1)
2,193 1,888 
Settlement of legal matter (2)
— 1,260 
Other20,746 18,605 
 $162,761 $151,928 
(1) In August 2014, the Company received an approximately $17.0 million capital grant from the Italian government for asset damages related to the earthquake that occurred in May 2012 at one of our Italian subsidiaries. The grant was recorded as deferred income in non-current liabilities which is being amortized over the life of the reconstructed building. There are no specific stipulations associated with the government grant.
(2) The amount relates to a legal settlement between Titan Tire Corporation and Dico, Inc. executed on February 1, 2021 in the amount of $11.5 million, of which the final remaining amount of $1.3 million was paid on January 31, 2023. The Company paid $9.2 million and $1.6 million, including accrued interest, to the federal government on February 25, 2021 and February 1, 2022, respectively.
v3.23.3
WARRANTY
9 Months Ended
Sep. 30, 2023
Product Warranties Disclosures [Abstract]  
WARRANTY COSTS WARRANTY
Changes in the warranty liability during the nine months ended September 30, 2023 and 2022, respectively, consisted of the following (amounts in thousands):
 20232022
Warranty liability at beginning of the period$19,914 $16,628 
Provision for warranty liabilities10,334 11,297 
Warranty payments made(9,578)(8,419)
Warranty liability at end of the period$20,670 $19,506 

The Company provides limited warranties on workmanship on its products in all market segments.  The majority of the Company’s products are subject to a limited warranty that ranges between less than one year and ten years, with certain product warranties being prorated after the first year.  The Company calculates a provision for warranty expense based on past warranty experience.  Warranty accruals are included as a component of other current liabilities on the Condensed Consolidated Balance Sheets.
v3.23.3
REVOLVING CREDIT FACILITY AND LONG-TERM DEBT
9 Months Ended
Sep. 30, 2023
Debt Disclosure [Abstract]  
REVOLVING CREDIT FACILITY AND LONG-TERM DEBT DEBT
Long-term debt consisted of the following (amounts in thousands):
September 30, 2023
Principal BalanceUnamortized Debt IssuanceNet Carrying Amount
7.00% senior secured notes due 2028$400,000 $(3,942)$396,058 
Titan Europe credit facilities24,283 — 24,283 
Other debt6,962 — 6,962 
     Total debt431,245 (3,942)427,303 
Less amounts due within one year17,556 — 17,556 
     Total long-term debt$413,689 $(3,942)$409,747 
December 31, 2022
Principal BalanceUnamortized Debt IssuanceNet Carrying Amount
7.00% senior secured notes due 2028$400,000 $(4,599)$395,401 
Titan Europe credit facilities37,362 — 37,362 
Other debt12,855 — 12,855 
     Total debt450,217 (4,599)445,618 
Less amounts due within one year30,857 — 30,857 
     Total long-term debt$419,360 $(4,599)$414,761 

Aggregate principal maturities of long-term debt at September 30, 2023 for each of the years (or other periods) set forth below were as follows (amounts in thousands):
October 1 - December 31, 2023$10,693 
202411,242 
20253,314 
20261,887 
2027486 
Thereafter403,623 
 $431,245 
7.00% senior secured notes due 2028
On April 22, 2021, the Company issued $400.0 million aggregate principal amount of 7.00% senior secured notes due April 2028 (the senior secured notes due 2028), guaranteed by certain of the Company's subsidiaries. Including the impact of debt issuance costs, these notes had an effective yield of 7.27% at issuance. These notes are secured by the land and buildings of the following subsidiaries of the Company: Titan Wheel Corporation of Illinois, Titan Tire Corporation, Titan Tire Corporation of Freeport, and Titan Tire Corporation of Bryan. The Company is subject to certain covenants associated with the senior secured notes due 2028 and remained in compliance with these debt covenants at September 30, 2023.

Titan Europe credit facilities
The Titan Europe credit facilities include borrowings from various institutions totaling $24.3 million in aggregate principal amount at September 30, 2023. Maturity dates on this debt range from less than one year to five years. The interest rates range from 0.5% to 6.5%.

Revolving credit facility
The Company has a $125.0 million revolving credit facility with BMO Harris Bank N.A., as agent, and other financial institutions party thereto. The credit facility is collateralized by accounts receivable and inventory of certain of the Company’s
domestic subsidiaries and is scheduled to mature in October 2026. The credit facility can be expanded by up to $50 million through an accordion provision within the agreement. From time to time Titan's availability under this credit facility may be less than $125.0 million as a result of outstanding letters of credit and eligible accounts receivable and inventory balances at certain of its domestic subsidiaries. Based on eligible accounts receivable and inventory balances, the Company's amount available for borrowing totaled $102.1 million at September 30, 2023. With outstanding letters of credit totaling $6.2 million, the net amount available for borrowing under the credit facility totaled $95.9 million at September 30, 2023. There were no borrowings under the revolving credit facility at September 30, 2023.

Other debt
The Company has a working capital loan at Titan Pneus do Brasil Ltda at varying interest rates from approximately 5% to 6.5%, which totaled $7.0 million at September 30, 2023. The maturity date on this loan is one year or less. The Company expects to negotiate an extension of the maturity date on this loan with the respective financial institution or repay, as needed.
v3.23.3
LEASE COMMITMENTS (Notes)
9 Months Ended
Sep. 30, 2023
Leases [Abstract]  
Lessee, Operating Leases [Text Block] LEASESThe Company leases certain buildings and equipment under both operating and finance leases.  Certain lease agreements provide for renewal options, fair value purchase options, and payment of property taxes, maintenance, and insurance by the Company. Under FASB Accounting Standards Codification Topic 842 "Leases," the Company made an accounting policy election, by class of underlying asset, not to separate non-lease components such as those previously stated from lease components and instead will treat the lease agreement as a single lease component for all asset classes. Operating right-of-use (ROU) assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent Titan's obligations to make lease payments arising from the lease. The majority of Titan's leases are operating leases. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of Titan's leases do not provide an implicit interest rate, the Company used its incremental borrowing rate (7.27%), based on the information available at the lease commencement date, in determining the present value of lease payments. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of sales and selling, general and administrative expenses on the Condensed Consolidated Statements of Operations. Amortization expense associated with finance leases is included in cost of sales and selling, general and administrative expenses, and interest expense associated with finance leases is included in interest expense in the Condensed Consolidated Statements of Operations.
Supplemental balance sheet information related to leases was as follows (amounts in thousands):
Balance Sheet ClassificationSeptember 30, 2023December 31, 2022
Operating lease ROU assetsOperating lease assets$10,635 $8,932 
                                
Operating lease current liabilitiesOther current liabilities$4,882 $3,850 
Operating lease long-term liabilitiesOther long-term liabilities5,156 2,409 
    Total operating lease liabilities$10,038 $6,259 
Finance lease, grossProperty, plant & equipment, net$6,904 $6,994 
Finance lease accumulated depreciationProperty, plant & equipment, net(5,045)(3,820)
   Finance lease, net$1,859 $3,174 
Finance lease current liabilitiesOther current liabilities$1,148 $2,562 
Finance lease long-term liabilitiesOther long-term liabilities1,409 3,444 
   Total finance lease liabilities$2,557 $6,006 

At September 30, 2023, maturities of lease liabilities were as follows (amounts in thousands):
Operating LeasesFinance Leases
October 1 - December 31, 2023$1,469 $365 
20244,817 1,142 
20252,526 746 
20261,100 491 
2027352 48 
Thereafter766 
Total lease payments$11,030 $2,793 
Less imputed interest992 236 
$10,038 $2,557 
Weighted average remaining lease term (in years)3.062.45
Supplemental cash flow information related to leases for the nine months ended September 30, 2023 were as follows: operating cash flows from operating leases were $2.4 million.
Lessee, Finance Leases [Text Block] LEASESThe Company leases certain buildings and equipment under both operating and finance leases.  Certain lease agreements provide for renewal options, fair value purchase options, and payment of property taxes, maintenance, and insurance by the Company. Under FASB Accounting Standards Codification Topic 842 "Leases," the Company made an accounting policy election, by class of underlying asset, not to separate non-lease components such as those previously stated from lease components and instead will treat the lease agreement as a single lease component for all asset classes. Operating right-of-use (ROU) assets represent the Company's right to use an underlying asset for the lease term and lease liabilities represent Titan's obligations to make lease payments arising from the lease. The majority of Titan's leases are operating leases. Operating lease ROU assets and liabilities are recognized at the lease commencement date based on the present value of lease payments over the lease term. As most of Titan's leases do not provide an implicit interest rate, the Company used its incremental borrowing rate (7.27%), based on the information available at the lease commencement date, in determining the present value of lease payments. Operating lease expense is recognized on a straight-line basis over the lease term and is included in cost of sales and selling, general and administrative expenses on the Condensed Consolidated Statements of Operations. Amortization expense associated with finance leases is included in cost of sales and selling, general and administrative expenses, and interest expense associated with finance leases is included in interest expense in the Condensed Consolidated Statements of Operations.
Supplemental balance sheet information related to leases was as follows (amounts in thousands):
Balance Sheet ClassificationSeptember 30, 2023December 31, 2022
Operating lease ROU assetsOperating lease assets$10,635 $8,932 
                                
Operating lease current liabilitiesOther current liabilities$4,882 $3,850 
Operating lease long-term liabilitiesOther long-term liabilities5,156 2,409 
    Total operating lease liabilities$10,038 $6,259 
Finance lease, grossProperty, plant & equipment, net$6,904 $6,994 
Finance lease accumulated depreciationProperty, plant & equipment, net(5,045)(3,820)
   Finance lease, net$1,859 $3,174 
Finance lease current liabilitiesOther current liabilities$1,148 $2,562 
Finance lease long-term liabilitiesOther long-term liabilities1,409 3,444 
   Total finance lease liabilities$2,557 $6,006 

At September 30, 2023, maturities of lease liabilities were as follows (amounts in thousands):
Operating LeasesFinance Leases
October 1 - December 31, 2023$1,469 $365 
20244,817 1,142 
20252,526 746 
20261,100 491 
2027352 48 
Thereafter766 
Total lease payments$11,030 $2,793 
Less imputed interest992 236 
$10,038 $2,557 
Weighted average remaining lease term (in years)3.062.45
Supplemental cash flow information related to leases for the nine months ended September 30, 2023 were as follows: operating cash flows from operating leases were $2.4 million.
v3.23.3
EMPLOYEE BENEFIT PLANS
9 Months Ended
Sep. 30, 2023
Retirement Benefits [Abstract]  
Pension and Other Postretirement Benefits Disclosure [Text Block] EMPLOYEE BENEFIT PLANS
The Company has three frozen defined benefit pension plans covering certain employees or former employees of three U.S. subsidiaries. The Company also has pension plans covering certain employees of several foreign subsidiaries. The Company also sponsors a number of defined contribution plans in the U.S. and at foreign subsidiaries. The Company contributed approximately $0.3 million to the pension plans during the nine months ended September 30, 2023 and no amounts are expected to be contributed to the pension plans during the remainder of 2023.

The components of net periodic pension cost consisted of the following for the periods set forth below (amounts in thousands):
Three months endedNine months ended
September 30,September 30,
2023202220232022
Service cost$112 $43 $331 $1,215 
Interest cost1,022 714 3,097 2,148 
Expected return on assets(1,167)(1,518)(3,501)(4,554)
Amortization of unrecognized prior service cost(16)(15)(49)(47)
Amortization of net unrecognized loss (gain)241 (5)719 (18)
   Net periodic pension cost (benefit)$192 $(781)$597 $(1,256)
Service cost is recorded as cost of sales in the Condensed Consolidated Statements of Operations while all other components are recorded in other income.
v3.23.3
VARIABLE INTEREST ENTITIES (Notes)
9 Months Ended
Sep. 30, 2023
Variable Interest Entity, Measure of Activity [Abstract]  
Variable Interest Entities Disclosure [Text Block] VARIABLE INTEREST ENTITIES
The Company holds a variable interest in two joint ventures for which Titan is the primary beneficiary. One of these joint ventures operate distribution facilities that primarily distribute mining products. Titan is the 50% owner of the distribution facility located in Canada. Titan is also a 50% owner of a manufacturer of undercarriage components and complete track systems for earthmoving machines in India. The Company’s variable interests in these joint ventures relate to sales of Titan products to these entities, consigned inventory, and working capital loans. As the primary beneficiary of these variable interest entities (VIEs), the VIEs’ assets, liabilities, and results of operations are included in the Company’s condensed consolidated financial statements. The other equity holders’ interests are reflected in “Net income attributable to noncontrolling interests” in the Condensed Consolidated Statements of Operations and “Noncontrolling interests” in the Condensed Consolidated Balance Sheets.
The following table summarizes the carrying amount of the VIEs’ assets and liabilities included in the Company’s Condensed Consolidated Balance Sheets (amounts in thousands):
 September 30,
2023
December 31, 2022
Cash and cash equivalents$1,591 $1,729 
Inventory3,670 2,581 
Other current assets3,141 4,179 
Property, plant and equipment, net3,710 4,657 
Other non-current assets235 465 
   Total assets$12,347 $13,611 
Current liabilities$1,968 $2,077 
Other long-term liabilities882 1,062 
  Total liabilities$2,850 $3,139 
All assets in the above table can only be used to settle obligations of the consolidated VIE to which the respective assets relate. Liabilities are nonrecourse obligations. Amounts presented in the table above are adjusted for intercompany eliminations.

The Company holds variable interests in certain VIEs that are not consolidated because Titan is not the primary beneficiary. The Company's involvement with these entities is in the form of direct equity interests and prepayments related to purchases of materials. The maximum exposure to loss represents the loss of assets recognized by Titan relating to non-consolidated entities and amounts due to the non-consolidated assets. The assets and liabilities recognized in Titan's Condensed Consolidated Balance Sheets related to Titan's interest in these non-consolidated VIEs and the Company's maximum exposure to loss relating to non-consolidated VIEs as of the dates set forth below were as follows (amounts in thousands):
 September 30, 2023December 31, 2022
Investments$6,714 $6,827 
     Total VIE assets6,714 6,827 
Accounts payable to the non-consolidated VIEs5,207 3,936 
  Maximum exposure to loss$11,921 $10,763 
v3.23.3
ROYALTY EXPENSE
9 Months Ended
Sep. 30, 2023
Other Income and Expenses [Abstract]  
ROYALTY EXPENSE ROYALTY EXPENSEThe Company has trademark license agreements with The Goodyear Tire & Rubber Company to manufacture and sell certain farm tires under the Goodyear brand. These agreements cover sales in North America, Latin America, Europe, the Middle East, Africa, Russia, and other Commonwealth of Independent States countries. Each of these agreements is scheduled to expire in 2025. Royalty expenses were $2.3 million and $3.3 million for the three months ended September 30, 2023 and 2022, respectively, and $7.2 million and $9.2 million for the nine months ended September 30, 2023 and 2022, respectively.
v3.23.3
OTHER INCOME
9 Months Ended
Sep. 30, 2023
Other Income and Expenses [Abstract]  
OTHER INCOME, NET OTHER INCOME
Other income consisted of the following (amounts in thousands):
Three months endedNine months ended
September 30,September 30,
 2023202220232022
Income on indirect taxes (1)
$— $9,593 $475 $32,043 
Loss on sale of Australian wheel business (2)
— — — (10,890)
Proceeds from government grant (3)
— — — 1,324 
Equity investment income222 — 954 570 
Gain on sale of assets87 74 158 256 
Other income152 24 822 1,223 
 $461 $9,691 $2,409 $24,526 

(1) In May 2022 and September 2022, the Brazilian tax authorities approved indirect tax credits to be applied against future tax obligations. Refer to Footnote 13 for additional information.

(2) The loss on sale of the Australian wheel business is comprised primarily of the release of the cumulative translation adjustment of approximately $10.0 million and closing costs associated with the completion of the transaction of approximately $0.9 million. Refer to Note 1 for additional information.

(3) In August 2014, the Company received approximately $17.0 million capital grant from the Italian government for asset damages related to the earthquake that occurred in May 2012 at one of our Italian subsidiaries. The grant was recorded as deferred income in non-current liabilities which is being amortized over the life of the reconstructed building. There are no specific stipulations associated with the government grant. The Company received proceeds of an additional $1.9 million from the grant during the nine months ended September 30, 2022, of which $1.3 million was recorded as other income to match to the historical depreciation recorded on the underlying asset.
v3.23.3
INCOME TAXES
9 Months Ended
Sep. 30, 2023
Income Tax Disclosure [Abstract]  
INCOME TAXES INCOME TAXES
The Company recorded income tax expense of $4.7 million and $11.4 million for the three months ended September 30, 2023 and 2022, respectively. For the nine months ended September 30, 2023 and 2022, the Company recorded income tax expense of $28.4 million and $39.1 million, respectively. The Company's effective income tax rate was 19.4% and 21.1% for the three months ended September 30, 2023 and 2022, respectively, and 25.0% and 22.3% for the nine months ended September 30, 2023 and 2022, respectively.

The Company’s 2023 and 2022 income tax expense and rates differed from the amount of income tax determined by applying the U.S. Federal income tax rate to pre-tax income primarily as a result of foreign income tax rate differential on the mix of earnings, non-deductible royalty expenses in certain foreign jurisdictions, and certain permanent foreign inclusion items on the domestic provision.

The Company continues to monitor the realization of its deferred tax assets and assesses the need for a valuation allowance. The Company analyzes available positive and negative evidence to determine if a valuation allowance is needed based on the weight of the evidence. This objectively verifiable evidence primarily includes the past three years' profit and loss positions. This process requires management to make estimates, assumptions, and judgments that are uncertain in nature. The Company has established valuation allowances with respect to certain deferred tax assets in the U.S. and certain foreign jurisdictions and continues to monitor and assess the need for valuation allowances in all its jurisdictions.

Brazilian Tax Credits
In June 2021, the Company’s Brazilian subsidiaries received a notice that they had prevailed on an existing legal claim in regards to certain non-income (indirect) taxes that had been previously charged and paid. The matter specifically relates to companies’ rights to exclude the state tax on goods circulation (a value-added-tax or VAT equivalent, known in Brazil as “ICMS”) from the calculation of certain additional indirect taxes (specifically the program of social integration (“PIS”) and contribution for financing of social security (“COFINS”) levied by the Brazilian States on the sale of goods.

During the second quarter of 2023, one of the Company’s Brazilian subsidiaries received a notice that they had prevailed on an additional legal claim in regards to the non-income (indirect) tax credits that had been granted in a prior year ruling. The most recent ruling exempted, the interest benefit on the indirect tax credits granted in prior year from taxation. For the nine months ended September 30, 2023, the Company recorded indirect tax credits of $0.5 million, within other income in the condensed consolidated statements of operations. The Company also recorded $2.6 million within provision for income taxes in the condensed consolidated statements of operations for the nine months ended September 30, 2023.

During the second and third quarter of 2022, the Company submitted the related supporting documentation and received approval from Brazilian tax authorities for the indirect tax credits for one of its Brazilian subsidiaries. For the three and nine months ended September 30, 2022, the Company recorded indirect tax credits of $9.5 million and $32.0 million within other income in the condensed consolidated statements of operations. The Company also recorded $1.6 million and $9.4 million of income tax expense associated with the recognition of these indirect tax credits for the three and nine months ended September 30, 2022.

The Company expects to be able to apply the tax credits received to settle the income tax liability that was incurred as a result of the credit. The Company also expects to utilize the majority of the credit against future PIS/COFINS and income tax obligations by the end of the year.
v3.23.3
EARNINGS PER SHARE
9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
EARNINGS PER SHARE EARNINGS PER SHARE
Earnings per share (EPS) were as follows (amounts in thousands, except per share data):
Three months endedNine months ended
September 30,September 30,
2023202220232022
Net income attributable to Titan and applicable to common shareholders$19,280 $43,169 $81,325 $134,262 
Determination of shares:
   Weighted average shares outstanding (basic)62,598 62,803 62,810 63,107 
   Effect of restricted stock and stock options497 426 461 480 
   Weighted average shares outstanding (diluted)$63,095 $63,229 $63,271 $63,587 
Earnings per common share:
Basic$0.31 $0.69 $1.29 $2.13 
Diluted$0.31 $0.68 $1.29 $2.11 
v3.23.3
LITIGATION
9 Months Ended
Sep. 30, 2023
Commitments and Contingencies Disclosure [Abstract]  
LITIGATION LITIGATIONThe Company is a party to routine legal proceedings arising out of the normal course of business. Due to the difficult nature of predicting unresolved and future legal claims, the Company cannot anticipate or predict the material adverse effect on its consolidated financial condition, results of operations, or cash flows as a result of efforts to comply with, or liabilities pertaining to, legal judgments. In the opinion of management, the Company is not currently involved in any legal proceedings which, individually or in the aggregate, could have a material effect on its financial position, results of operations, or cash flows.
v3.23.3
SEGMENT INFORMATION
9 Months Ended
Sep. 30, 2023
Segment Reporting [Abstract]  
Segment information SEGMENT INFORMATIONThe Company has aggregated its operating units into reportable segments based on its three customer markets: agricultural, earthmoving/construction, and consumer. Each reportable segment includes wheels, tires, wheel/tire assemblies, and undercarriage systems and components. These segments are based on the information used by the Chief Executive Officer to make certain operating decisions, allocate portions of capital expenditures, and assess segment performance. Segment external sales, expenses, and income from operations are determined based on the results of operations for the operating units of the Company's manufacturing facilities. Segment assets are generally determined on the basis of the tangible assets located at such operating units’ manufacturing facilities and the intangible assets associated with the acquisitions of such operating units. However, certain operating units’ property, plant and equipment balances are carried at the corporate level.
The table below presents information about certain operating results, separated by market segments, for the three and nine months ended September 30, 2023 and 2022 (amounts in thousands):
Three months endedNine months ended
September 30,September 30,
 2023202220232022
Net sales  
Agricultural$212,967 $289,259 $787,973 $917,443 
Earthmoving/construction155,045 199,921 528,652 611,550 
Consumer33,769 41,542 114,976 130,621 
 $401,781 $530,722 $1,431,601 $1,659,614 
Gross profit  
Agricultural$37,026 $45,949 $135,012 $155,794 
Earthmoving/construction22,257 34,959 88,583 102,651 
Consumer6,790 6,725 23,930 25,570 
$66,073 $87,633 $247,525 $284,015 
Income from operations  
Agricultural$21,383 $31,125 $86,071 $106,126 
Earthmoving/construction8,501 21,836 46,561 59,952 
Consumer4,526 4,856 17,183 18,976 
Corporate & Unallocated(7,435)(7,326)(21,806)(20,154)
      Income from operations$26,975 $50,491 $128,009 $164,900 
Interest expense(3,931)(7,221)(16,185)(22,835)
Foreign exchange gain (loss)876 1,198 (882)8,749 
Other income461 9,691 2,409 24,526 
      Income before income taxes$24,381 $54,159 $113,351 $175,340 
Assets by segment were as follows as of the dates set forth below (amounts in thousands):
September 30,
2023
December 31,
2022
Total assets  
Agricultural$553,408 $548,523 
Earthmoving/construction495,605 538,064 
Consumer129,422 133,213 
Corporate & Unallocated79,300 64,830 
 $1,257,735 $1,284,630 
v3.23.3
RELATED PARTY TRANSACTIONS
9 Months Ended
Sep. 30, 2023
Related Party Transactions [Abstract]  
Related Party Transactions Disclosure [Text Block] RELATED PARTY TRANSACTIONSThe Company sells products and pays commissions to companies controlled by persons related to the Chairman of the Board of Directors of the Company, Mr. Maurice Taylor. The related party is Mr. Fred Taylor, who was Mr. Maurice Taylor’s brother. Mr. Fred Taylor passed away on December 13, 2021. The companies with which Mr. Fred Taylor was associated that do business with Titan include the following: Blacksmith OTR, LLC; F.B.T. Enterprises, Inc.; Green Carbon, Inc.; Silverstone, Inc.; and OTR Wheel Engineering, Inc. Sales of Titan products to these companies were approximately $0.7 million and $3.1 million for the three and nine months ended September 30, 2023, and approximately $1.2 million and $3.5 million for the three and nine months ended September 30, 2022. Titan had trade receivables due from these companies of approximately $0.1 million at September 30, 2023, and approximately $0.2 million at December 31, 2022.  Titan had purchases from these companies of approximately $0.2 million and $0.4 million for the three and nine months ended September 30, 2023, and approximately $0.5 million and $1.0 million for the three and nine months ended September 30, 2022. Sales commissions accrued to the above companies were approximately $0.1 million and $0.4 million for the three and nine months ended September 30, 2023 as compared to $0.4 million and $1.3 million accrued for the three and nine months ended September 30, 2022.
v3.23.3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Notes)
9 Months Ended
Sep. 30, 2023
Stockholders' Equity Note [Abstract]  
Comprehensive Loss Note ACCUMULATED OTHER COMPREHENSIVE (LOSS) INCOME
Accumulated other comprehensive loss consisted of the following (amounts in thousands):

 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at July 1, 2023$(233,461)$1,074 $(9,174)$(241,561)
Currency translation adjustments, net(25,420)— — (25,420)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(21)
— — 80 80 
Derivative loss— (82)— (82)
Balance at September 30, 2023$(258,881)$992 $(9,094)$(266,983)
 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at January 1, 2023$(243,712)$1,224 $(9,267)$(251,755)
Currency translation adjustments, net(15,169)— — (15,169)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(51)
— — 173 173 
Derivative loss— (232)— (232)
Balance at September 30, 2023$(258,881)$992 $(9,094)$(266,983)
 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at July 1, 2022$(236,367)$539 $(9,407)$(245,235)
Currency translation adjustments, net(28,872)— — (28,872)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(107)
— — 241 241 
Derivative gain— 287 — 287 
Balance at September 30, 2022$(265,239)$826 $(9,166)$(273,579)
 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at January 1, 2022$(236,059)$(39)$(10,382)$(246,480)
Currency translation adjustments, net (1)
(29,180)— — (29,180)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(451)
— — 1,216 1,216 
Derivative gain— 865 — 865 
Balance at September 30, 2022$(265,239)$826 $(9,166)$(273,579)

(1) The currency translation adjustments, net includes currency translation on amounts reclassified into other expense within the Condensed Consolidated Statements of Operations of approximately $10.0 million for the nine months ended September 30, 2022 related to the sale of the Australian wheel business. Refer to Note 1 and 12 for additional information.
v3.23.3
Subsequent Events
3 Months Ended
Sep. 30, 2023
Subsequent Events [Abstract]  
Subsequent Events SUBSEQUENT EVENTSThe Company has evaluated subsequent events through the filing of this Form 10-Q and determined that there have been no subsequent events that have occurred that would require adjustments or disclosures in the condensed consolidated financial statements.
v3.23.3
Pay vs Performance Disclosure - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Pay vs Performance Disclosure        
Net income attributable to Titan and applicable to common shareholders $ 19,280 $ 43,169 $ 81,325 $ 134,262
v3.23.3
Insider Trading Arrangements
3 Months Ended
Sep. 30, 2023
Trading Arrangements, by Individual  
Rule 10b5-1 Arrangement Adopted false
Non-Rule 10b5-1 Arrangement Adopted false
Rule 10b5-1 Arrangement Terminated false
Non-Rule 10b5-1 Arrangement Terminated false
v3.23.3
ACCOUNTING POLICIES (Policies)
9 Months Ended
Sep. 30, 2023
Accounting Policies [Abstract]  
Fair value of financial instruments Fair value of financial instrumentsThe Company records all financial instruments, including cash and cash equivalents, accounts receivable, notes receivable, accounts payable, other accruals, and notes payable at cost, which approximates fair value due to their short term or stated rates.  Investments in marketable equity securities are recorded at fair value.  Our 7.00% senior secured notes due 2028 were carried at a cost of $396.1 million at September 30, 2023. The fair value of the senior secured notes due 2028 at September 30, 2023, as obtained through an independent pricing source, was approximately $373.0 million.
New Accounting Pronouncements, Policy
Adoption of new accounting standards
In September 2022, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") No. 2022-04, Liabilities—Supplier Finance Programs (Subtopic 405-50) Disclosure of Supplier Finance Program Obligations ("ASU No. 2022-04"). The ASU requires that a buyer in a supplier finance program disclose sufficient information about the program to allow a user of financial statements to understand the program’s nature, activity during the period, and potential magnitude. The amendments in this ASU will be applied retrospectively to each period in which a balance sheet is presented, with the exception of a new requirement to disclose a rollforward of program activity, which will be applied prospectively. The amendments in the ASU are effective for fiscal years beginning after December 15, 2022, with early adoption permitted. The Company adopted the impact of this ASU effective March 31, 2023 and incorporated the required disclosures within Note 1 to condensed consolidated financial statements.
v3.23.3
ACCOUNTS RECEIVABLE (Tables)
9 Months Ended
Sep. 30, 2023
Receivables [Abstract]  
Schedule of Accounts, Notes, Loans and Financing Receivable [Table Text Block]
Accounts receivable consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Accounts receivable$244,248 $272,928 
Allowance for credit losses(5,653)(6,170)
Accounts receivable, net$238,595 $266,758 
v3.23.3
INVENTORIES (Tables)
9 Months Ended
Sep. 30, 2023
Inventory Disclosure [Abstract]  
Schedule of Inventory, Current [Table Text Block]
Inventories consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Raw material$113,600 $128,170 
Work-in-process41,655 42,468 
Finished goods204,887 226,585 
 $360,142 $397,223 
v3.23.3
PROPERTY, PLANT AND EQUIPMENT, NET (Tables)
9 Months Ended
Sep. 30, 2023
Property, Plant and Equipment [Abstract]  
Property, Plant and Equipment [Table Text Block]
Property, plant and equipment, net consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Land and improvements$40,749 $40,330 
Buildings and improvements236,601 237,507 
Machinery and equipment605,209 588,857 
Tools, dies and molds112,817 112,990 
Construction-in-process35,112 29,291 
 1,030,488 1,008,975 
Less accumulated depreciation(728,007)(712,370)
 $302,481 $296,605 
v3.23.3
Other Liabilities (Tables)
9 Months Ended
Sep. 30, 2023
Other Liabilities, Current [Abstract]  
Other Current Liabilities
Other current liabilities consisted of the following (amounts in thousands):
 September 30,
2023
December 31,
2022
Compensation and benefits$50,929 $45,389 
Warranty20,670 19,914 
Accrued insurance benefits18,239 21,154 
Customer rebates and deposits17,450 16,279 
Accrued other taxes15,785 18,549 
Operating lease current liabilities4,882 3,850 
Accrued interest11,867 5,040 
Foreign government grant (1)
2,193 1,888 
Settlement of legal matter (2)
— 1,260 
Other20,746 18,605 
 $162,761 $151,928 
(1) In August 2014, the Company received an approximately $17.0 million capital grant from the Italian government for asset damages related to the earthquake that occurred in May 2012 at one of our Italian subsidiaries. The grant was recorded as deferred income in non-current liabilities which is being amortized over the life of the reconstructed building. There are no specific stipulations associated with the government grant.
(2) The amount relates to a legal settlement between Titan Tire Corporation and Dico, Inc. executed on February 1, 2021 in the amount of $11.5 million, of which the final remaining amount of $1.3 million was paid on January 31, 2023. The Company paid $9.2 million and $1.6 million, including accrued interest, to the federal government on February 25, 2021 and February 1, 2022, respectively.
v3.23.3
WARRANTY (Tables)
9 Months Ended
Sep. 30, 2023
Product Warranties Disclosures [Abstract]  
Schedule of Product Warranty Liability [Table Text Block]
Changes in the warranty liability during the nine months ended September 30, 2023 and 2022, respectively, consisted of the following (amounts in thousands):
 20232022
Warranty liability at beginning of the period$19,914 $16,628 
Provision for warranty liabilities10,334 11,297 
Warranty payments made(9,578)(8,419)
Warranty liability at end of the period$20,670 $19,506 
v3.23.3
REVOLVING CREDIT FACILITY AND LONG-TERM DEBT (Tables)
9 Months Ended
Sep. 30, 2023
Debt Instrument [Line Items]  
Schedule of Long-term Debt Instruments [Table Text Block]
Long-term debt consisted of the following (amounts in thousands):
September 30, 2023
Principal BalanceUnamortized Debt IssuanceNet Carrying Amount
7.00% senior secured notes due 2028$400,000 $(3,942)$396,058 
Titan Europe credit facilities24,283 — 24,283 
Other debt6,962 — 6,962 
     Total debt431,245 (3,942)427,303 
Less amounts due within one year17,556 — 17,556 
     Total long-term debt$413,689 $(3,942)$409,747 
December 31, 2022
Principal BalanceUnamortized Debt IssuanceNet Carrying Amount
7.00% senior secured notes due 2028$400,000 $(4,599)$395,401 
Titan Europe credit facilities37,362 — 37,362 
Other debt12,855 — 12,855 
     Total debt450,217 (4,599)445,618 
Less amounts due within one year30,857 — 30,857 
     Total long-term debt$419,360 $(4,599)$414,761 
Schedule of Maturities of Long-term Debt [Table Text Block]
Aggregate principal maturities of long-term debt at September 30, 2023 for each of the years (or other periods) set forth below were as follows (amounts in thousands):
October 1 - December 31, 2023$10,693 
202411,242 
20253,314 
20261,887 
2027486 
Thereafter403,623 
 $431,245 
v3.23.3
LEASE COMMITMENTS (Tables)
9 Months Ended
Sep. 30, 2023
Leases [Abstract]  
Lease, Cost [Table Text Block]
Supplemental balance sheet information related to leases was as follows (amounts in thousands):
Balance Sheet ClassificationSeptember 30, 2023December 31, 2022
Operating lease ROU assetsOperating lease assets$10,635 $8,932 
                                
Operating lease current liabilitiesOther current liabilities$4,882 $3,850 
Operating lease long-term liabilitiesOther long-term liabilities5,156 2,409 
    Total operating lease liabilities$10,038 $6,259 
Finance lease, grossProperty, plant & equipment, net$6,904 $6,994 
Finance lease accumulated depreciationProperty, plant & equipment, net(5,045)(3,820)
   Finance lease, net$1,859 $3,174 
Finance lease current liabilitiesOther current liabilities$1,148 $2,562 
Finance lease long-term liabilitiesOther long-term liabilities1,409 3,444 
   Total finance lease liabilities$2,557 $6,006 
Lessee, Operating Lease, Liability, Maturity [Table Text Block]
At September 30, 2023, maturities of lease liabilities were as follows (amounts in thousands):
Operating LeasesFinance Leases
October 1 - December 31, 2023$1,469 $365 
20244,817 1,142 
20252,526 746 
20261,100 491 
2027352 48 
Thereafter766 
Total lease payments$11,030 $2,793 
Less imputed interest992 236 
$10,038 $2,557 
Weighted average remaining lease term (in years)3.062.45
Finance Lease, Liability, Maturity [Table Text Block]
Operating LeasesFinance Leases
October 1 - December 31, 2023$1,469 $365 
20244,817 1,142 
20252,526 746 
20261,100 491 
2027352 48 
Thereafter766 
Total lease payments$11,030 $2,793 
Less imputed interest992 236 
$10,038 $2,557 
Weighted average remaining lease term (in years)3.062.45
v3.23.3
EMPLOYEE BENEFIT PLANS (Tables)
9 Months Ended
Sep. 30, 2023
Retirement Benefits [Abstract]  
Schedule of Defined Benefit Plans Disclosures [Table Text Block] The components of net periodic pension cost consisted of the following for the periods set forth below (amounts in thousands):
Three months endedNine months ended
September 30,September 30,
2023202220232022
Service cost$112 $43 $331 $1,215 
Interest cost1,022 714 3,097 2,148 
Expected return on assets(1,167)(1,518)(3,501)(4,554)
Amortization of unrecognized prior service cost(16)(15)(49)(47)
Amortization of net unrecognized loss (gain)241 (5)719 (18)
   Net periodic pension cost (benefit)$192 $(781)$597 $(1,256)
v3.23.3
VARIABLE INTEREST ENTITIES (Tables)
9 Months Ended
Sep. 30, 2023
Variable Interest Entity, Measure of Activity [Abstract]  
Schedule of Variable Interest Entities [Table Text Block]
The following table summarizes the carrying amount of the VIEs’ assets and liabilities included in the Company’s Condensed Consolidated Balance Sheets (amounts in thousands):
 September 30,
2023
December 31, 2022
Cash and cash equivalents$1,591 $1,729 
Inventory3,670 2,581 
Other current assets3,141 4,179 
Property, plant and equipment, net3,710 4,657 
Other non-current assets235 465 
   Total assets$12,347 $13,611 
Current liabilities$1,968 $2,077 
Other long-term liabilities882 1,062 
  Total liabilities$2,850 $3,139 
All assets in the above table can only be used to settle obligations of the consolidated VIE to which the respective assets relate. Liabilities are nonrecourse obligations. Amounts presented in the table above are adjusted for intercompany eliminations.
Schedule of Non Consolidated Variable Interest Entities [Table Text Block] The assets and liabilities recognized in Titan's Condensed Consolidated Balance Sheets related to Titan's interest in these non-consolidated VIEs and the Company's maximum exposure to loss relating to non-consolidated VIEs as of the dates set forth below were as follows (amounts in thousands):
 September 30, 2023December 31, 2022
Investments$6,714 $6,827 
     Total VIE assets6,714 6,827 
Accounts payable to the non-consolidated VIEs5,207 3,936 
  Maximum exposure to loss$11,921 $10,763 
v3.23.3
OTHER INCOME (Tables)
9 Months Ended
Sep. 30, 2023
Other Income and Expenses [Abstract]  
Other Income [Table Text Block]
Other income consisted of the following (amounts in thousands):
Three months endedNine months ended
September 30,September 30,
 2023202220232022
Income on indirect taxes (1)
$— $9,593 $475 $32,043 
Loss on sale of Australian wheel business (2)
— — — (10,890)
Proceeds from government grant (3)
— — — 1,324 
Equity investment income222 — 954 570 
Gain on sale of assets87 74 158 256 
Other income152 24 822 1,223 
 $461 $9,691 $2,409 $24,526 

(1) In May 2022 and September 2022, the Brazilian tax authorities approved indirect tax credits to be applied against future tax obligations. Refer to Footnote 13 for additional information.

(2) The loss on sale of the Australian wheel business is comprised primarily of the release of the cumulative translation adjustment of approximately $10.0 million and closing costs associated with the completion of the transaction of approximately $0.9 million. Refer to Note 1 for additional information.

(3) In August 2014, the Company received approximately $17.0 million capital grant from the Italian government for asset damages related to the earthquake that occurred in May 2012 at one of our Italian subsidiaries. The grant was recorded as deferred income in non-current liabilities which is being amortized over the life of the reconstructed building. There are no specific stipulations associated with the government grant. The Company received proceeds of an additional $1.9 million from the grant during the nine months ended September 30, 2022, of which $1.3 million was recorded as other income to match to the historical depreciation recorded on the underlying asset.
v3.23.3
EARNINGS PER SHARE (Tables)
9 Months Ended
Sep. 30, 2023
Earnings Per Share [Abstract]  
Schedule of Earnings Per Share, Basic and Diluted [Table Text Block]
Earnings per share (EPS) were as follows (amounts in thousands, except per share data):
Three months endedNine months ended
September 30,September 30,
2023202220232022
Net income attributable to Titan and applicable to common shareholders$19,280 $43,169 $81,325 $134,262 
Determination of shares:
   Weighted average shares outstanding (basic)62,598 62,803 62,810 63,107 
   Effect of restricted stock and stock options497 426 461 480 
   Weighted average shares outstanding (diluted)$63,095 $63,229 $63,271 $63,587 
Earnings per common share:
Basic$0.31 $0.69 $1.29 $2.13 
Diluted$0.31 $0.68 $1.29 $2.11 
v3.23.3
SEGMENT INFORMATION (Tables)
9 Months Ended
Sep. 30, 2023
Segment Reporting Information [Line Items]  
Reconciliation of Revenue from Segments to Consolidated [Table Text Block]
The table below presents information about certain operating results, separated by market segments, for the three and nine months ended September 30, 2023 and 2022 (amounts in thousands):
Three months endedNine months ended
September 30,September 30,
 2023202220232022
Net sales  
Agricultural$212,967 $289,259 $787,973 $917,443 
Earthmoving/construction155,045 199,921 528,652 611,550 
Consumer33,769 41,542 114,976 130,621 
 $401,781 $530,722 $1,431,601 $1,659,614 
Gross profit  
Agricultural$37,026 $45,949 $135,012 $155,794 
Earthmoving/construction22,257 34,959 88,583 102,651 
Consumer6,790 6,725 23,930 25,570 
$66,073 $87,633 $247,525 $284,015 
Income from operations  
Agricultural$21,383 $31,125 $86,071 $106,126 
Earthmoving/construction8,501 21,836 46,561 59,952 
Consumer4,526 4,856 17,183 18,976 
Corporate & Unallocated(7,435)(7,326)(21,806)(20,154)
      Income from operations$26,975 $50,491 $128,009 $164,900 
Interest expense(3,931)(7,221)(16,185)(22,835)
Foreign exchange gain (loss)876 1,198 (882)8,749 
Other income461 9,691 2,409 24,526 
      Income before income taxes$24,381 $54,159 $113,351 $175,340 
Reconciliation of Assets from Segment to Consolidated [Table Text Block]
Assets by segment were as follows as of the dates set forth below (amounts in thousands):
September 30,
2023
December 31,
2022
Total assets  
Agricultural$553,408 $548,523 
Earthmoving/construction495,605 538,064 
Consumer129,422 133,213 
Corporate & Unallocated79,300 64,830 
 $1,257,735 $1,284,630 
v3.23.3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Tables)
9 Months Ended
Sep. 30, 2023
Stockholders' Equity Note [Abstract]  
Schedule of Accumulated Other Comprehensive Loss
Accumulated other comprehensive loss consisted of the following (amounts in thousands):

 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at July 1, 2023$(233,461)$1,074 $(9,174)$(241,561)
Currency translation adjustments, net(25,420)— — (25,420)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(21)
— — 80 80 
Derivative loss— (82)— (82)
Balance at September 30, 2023$(258,881)$992 $(9,094)$(266,983)
 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at January 1, 2023$(243,712)$1,224 $(9,267)$(251,755)
Currency translation adjustments, net(15,169)— — (15,169)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(51)
— — 173 173 
Derivative loss— (232)— (232)
Balance at September 30, 2023$(258,881)$992 $(9,094)$(266,983)
 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at July 1, 2022$(236,367)$539 $(9,407)$(245,235)
Currency translation adjustments, net(28,872)— — (28,872)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(107)
— — 241 241 
Derivative gain— 287 — 287 
Balance at September 30, 2022$(265,239)$826 $(9,166)$(273,579)
 Currency
Translation
Adjustments
Gain (Loss) on
Derivatives
Unrecognized
Losses and
Prior Service
Cost
 
 
Total
Balance at January 1, 2022$(236,059)$(39)$(10,382)$(246,480)
Currency translation adjustments, net (1)
(29,180)— — (29,180)
Defined benefit pension plans:
Amortization of unrecognized losses and prior service cost, net of tax of $(451)
— — 1,216 1,216 
Derivative gain— 865 — 865 
Balance at September 30, 2022$(265,239)$826 $(9,166)$(273,579)

(1) The currency translation adjustments, net includes currency translation on amounts reclassified into other expense within the Condensed Consolidated Statements of Operations of approximately $10.0 million for the nine months ended September 30, 2022 related to the sale of the Australian wheel business. Refer to Note 1 and 12 for additional information.
v3.23.3
ACCOUNTING POLICIES (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Jun. 30, 2023
Mar. 31, 2023
Mar. 31, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
New Accounting Pronouncements or Change in Accounting Principle [Line Items]              
Debt Instrument, Interest Rate, Stated Percentage 7.00%       7.00%    
Long-term Debt $ 396,100       $ 396,100    
Debt Instrument, Fair Value Disclosure 373,000       373,000    
Proceeds from Divestiture of Interest in Consolidated Subsidiaries           $ 17,500  
Stock Repurchase Program, Authorized Amount $ 50,000       $ 50,000    
Stock Repurchased During Period, Shares 1,026,795       1,629,863    
Treasury Stock, Value, Acquired, Cost Method $ 12,674 $ 5,097 $ 1,293 $ 25,000 $ 19,000    
Stock Repurchase Program, Remaining Authorized Repurchase Amount 31,000       31,000    
Supplier Finance Agreement $ 5,100       $ 5,100   $ 11,800
Voltyre-Prom [Member]              
New Accounting Pronouncements or Change in Accounting Principle [Line Items]              
Noncontrolling Interest, Ownership Percentage by Parent 64.30%       64.30%    
Senior Secured Notes 7.00 Percent              
New Accounting Pronouncements or Change in Accounting Principle [Line Items]              
Debt Instrument, Interest Rate, Stated Percentage 7.00%       7.00%    
Long-term Debt $ 400,000       $ 400,000   $ 400,000
v3.23.3
ACCOUNTS RECEIVABLE (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Receivables [Abstract]    
Accounts receivable $ 244,248 $ 272,928
Allowance for credit losses 5,653 6,170
Accounts receivable, net $ 238,595 $ 266,758
v3.23.3
INVENTORIES (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Inventory Disclosure [Abstract]    
Raw material $ 113,600 $ 128,170
Work-in-process 41,655 42,468
Finished goods 204,887 226,585
Inventory, Net, Total $ 360,142 $ 397,223
v3.23.3
PROPERTY, PLANT AND EQUIPMENT, NET (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Gross $ 1,030,488   $ 1,008,975
Less accumulated depreciation (728,007)   (712,370)
Property, Plant and Equipment, Net 302,481   296,605
Assets 1,257,735   1,284,630
Depreciation 30,400 $ 31,300  
Land and Land Improvements [Member]      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Gross 40,749   40,330
Building and Building Improvements [Member]      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Gross 236,601   237,507
Machinery and Equipment [Member]      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Gross 605,209   588,857
Tools, Dies and Molds [Member]      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Gross 112,817   112,990
Construction in Progress [Member]      
Property, Plant and Equipment [Line Items]      
Property, Plant and Equipment, Gross $ 35,112   $ 29,291
v3.23.3
Other Liabilities (Details) - USD ($)
$ in Thousands
9 Months Ended
Aug. 31, 2014
Sep. 30, 2022
Sep. 30, 2023
Dec. 31, 2022
Other Liabilities, Current [Abstract]        
Employee-related Liabilities, Current     $ 50,929 $ 45,389
Product Warranty Accrual, Current     20,670 19,914
Accrued Insurance, Current     18,239 21,154
Contract with Customer, Liability, Current     17,450 16,279
Accrual for Taxes Other than Income Taxes     15,785 18,549
Operating Lease, Liability, Current     4,882 3,850
Interest Payable, Current     11,867 5,040
Government Assistance, Amount     2,193 1,888
Loss Contingency Accrual     0 1,260
Other Accrued Liabilities, Current     20,746 18,605
Other current liabilities     $ 162,761 $ 151,928
Government Assistance, Amount $ 17,000 $ 1,900    
v3.23.3
WARRANTY (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Product Warranty Liability [Line Items]    
Warranty liability at beginning of the period $ 19,914 $ 16,628
Provision for warranty liabilities 10,334 11,297
Warranty payments made (9,578) (8,419)
Warranty liability at end of the period $ 20,670 $ 19,506
v3.23.3
REVOLVING CREDIT FACILITY AND LONG-TERM DEBT (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Debt Instrument [Line Items]    
Debt Instrument, Interest Rate, Effective Percentage 7.27%  
Debt Instruments [Abstract]    
7.00% senior secured notes due 2028 $ 396,100  
Debt Instrument, Unamortized Discount (3,942) $ (4,599)
Long-term Debt and Lease Obligation, Including Current Maturities 427,303 445,618
Short-term debt 17,556 30,857
Debt Instrument, Unamortized Discount, Current 0 0
Debt Instrument, Unamortized Discount (Premium), Net (3,942) (4,599)
Long-term debt 409,747 414,761
Line of Credit Facility, Maximum Borrowing Capacity 125,000  
Line of Credit Facility, Current Borrowing Capacity 102,100  
Letters of Credit Outstanding, Amount 6,200  
Line of Credit Facility, Remaining Borrowing Capacity 95,900  
Maturities of Long-term Debt [Abstract]    
October 1 - December 31, 2023 10,693  
2024 11,242  
2025 3,314  
2026 1,887  
2027 486  
Thereafter 403,623  
Long-term Debt, Gross $ 431,245  
Debt Instrument, Interest Rate, Stated Percentage 7.00%  
Titan Europe [Member]    
Debt Instruments [Abstract]    
Other Borrowings $ 24,283 37,362
Debt Instrument, Unamortized Discount, Noncurrent $ 0 0
Titan Europe [Member] | Minimum    
Maturities of Long-term Debt [Abstract]    
Debt Instrument, Interest Rate, Stated Percentage 0.50%  
Titan Europe [Member] | Maximum    
Maturities of Long-term Debt [Abstract]    
Debt Instrument, Interest Rate, Stated Percentage 6.50%  
Other Debt Obligations [Member]    
Debt Instruments [Abstract]    
Other debt $ 6,962 12,855
Debt Instrument, Unamortized Discount, Noncurrent $ 0 0
Other Debt Obligations [Member] | Minimum    
Maturities of Long-term Debt [Abstract]    
Debt Instrument, Interest Rate, Stated Percentage 5.00%  
Other Debt Obligations [Member] | Maximum    
Maturities of Long-term Debt [Abstract]    
Debt Instrument, Interest Rate, Stated Percentage 6.50%  
Titan Brazil [Member]    
Debt Instruments [Abstract]    
Other debt $ 7,000  
Senior Secured Notes 7.00 Percent    
Debt Instruments [Abstract]    
7.00% senior secured notes due 2028 400,000 400,000
Debt Instrument, Unamortized Discount (3,942) (4,599)
Long-term Debt $ 396,058 395,401
Maturities of Long-term Debt [Abstract]    
Debt Instrument, Interest Rate, Stated Percentage 7.00%  
Long-term Debt [Member]    
Debt Instruments [Abstract]    
Debt, Long-Term and Short-Term, Combined Amount $ 431,245 450,217
Maturities of Long-term Debt [Abstract]    
Long-term Debt, Gross $ 413,689 $ 419,360
v3.23.3
LEASE COMMITMENTS (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2023
Dec. 31, 2022
Leases [Abstract]    
Operating Lease, Right-of-Use Asset $ 10,635 $ 8,932
Operating Lease, Liability, Current 4,882 3,850
Operating Lease, Liability, Noncurrent 5,156 2,409
Operating Lease, Liability 10,038 6,259
Finance Lease, Gross 6,904 6,994
Finance Lease Accumulated Depreciation (5,045) (3,820)
Finance Lease, Right-of-Use Asset 1,859 3,174
Finance Lease, Liability, Current 1,148 2,562
Finance Lease, Liability, Noncurrent 1,409 3,444
Finance Lease, Liability 2,557 $ 6,006
Lessee, Operating Lease, Liability, Payment, Due [Abstract]    
October 1 - December 31, 2023 1,469  
2024 4,817  
2025 2,526  
2026 1,100  
2027 352  
Thereafter 766  
Total lease payments 11,030  
Less imputed interest 992  
Finance Lease, Liability, Payment, Due [Abstract]    
October 1 - December 31, 2023 365  
2024 1,142  
2025 746  
2026 491  
2027 48  
Thereafter 1  
Total lease payment 2,793  
Lease imputed interest $ 236  
Operating Lease, Weighted Average Remaining Lease Term 3 years 21 days  
Finance Lease, Weighted Average Remaining Lease Term 2 years 5 months 12 days  
Operating Lease, Payments $ 2,400  
v3.23.3
EMPLOYEE BENEFIT PLANS (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Defined Benefit Plan Disclosure [Line Items]        
Defined Benefit Plan, Plan Assets, Contributions by Employer     $ 300  
Pension Plan [Member]        
Defined Benefit Plan Disclosure [Line Items]        
Service cost $ 112 $ 43 331 $ 1,215
Interest cost 1,022 714 3,097 2,148
Expected return on assets (1,167) (1,518) (3,501) (4,554)
Amortization of unrecognized prior service cost (16) (15) (49) (47)
Amortization of net unrecognized loss (gain) 241 (5) 719 (18)
Net periodic pension cost (benefit) $ 192 $ (781) $ 597 $ (1,256)
v3.23.3
VARIABLE INTEREST ENTITIES (Details) - USD ($)
$ in Thousands
9 Months Ended
Sep. 30, 2023
Dec. 31, 2022
Variable Interest Entity [Line Items]    
Variable Interest Entity, Qualitative or Quantitative Information, Ownership Percentage 50.00%  
Inventories $ 360,142 $ 397,223
Property, Plant and Equipment, Net 302,481 296,605
Total assets 1,257,735 1,284,630
Total current liabilities 374,818 446,161
Total liabilities 824,546 901,492
Accounts payable 194,501 263,376
Variable Interest Entity, Not Primary Beneficiary [Member]    
Variable Interest Entity [Line Items]    
Total assets 6,714 6,827
Investments 6,714 6,827
Accounts payable 5,207 3,936
  Maximum exposure to loss 11,921 10,763
Variable Interest Entity, Primary Beneficiary [Member]    
Variable Interest Entity [Line Items]    
Cash and Cash Equivalents, at Carrying Value 1,591 1,729
Inventories 3,670 2,581
Other Assets, Current 3,141 4,179
Property, Plant and Equipment, Net 3,710 4,657
Other Assets, Noncurrent 235 465
Total assets 12,347 13,611
Total current liabilities 1,968 2,077
Liabilities, Noncurrent 882 1,062
Total liabilities $ 2,850 $ 3,139
v3.23.3
ROYALTY EXPENSE (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Other Income and Expenses [Abstract]        
Royalty expense $ 2,344 $ 3,298 $ 7,200 $ 9,217
v3.23.3
OTHER INCOME (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Aug. 31, 2014
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Other Income and Expenses [Abstract]          
Brazil Income Tax Adjustment   $ 0 $ 9,593 $ 475 $ 32,043
Gain (Loss) on Disposition of Business   0 0 0 (10,890)
Other Nonrecurring Income   0 0 0 1,324
Income (Loss) from Equity Method Investments   222 0 954 570
Gain (Loss) on Disposition of Assets   87 74 158 256
Other Nonoperating Income   152 24 822 1,223
Other Nonoperating Income (Expense), Total   $ 461 $ 9,691 $ 2,409 24,526
Government Assistance, Amount $ 17,000       $ 1,900
v3.23.3
INCOME TAXES (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Income Tax Disclosure [Abstract]        
Provision for income taxes $ 4,718 $ 11,446 $ 28,363 $ 39,128
Effective Income Tax Rate, Continuing Operations 19.40% 21.10% 25.00% 22.30%
Income taxes paid, net of refunds received     $ 17,581 $ 27,723
Deferred Income Taxes and Tax Credits     3,096 32,043
Taxes, Other   $ 1,600 2,600 9,400
Brazil Income Tax Adjustment $ 0 9,593 $ 475 $ 32,043
Brazil Indirect Income Tax Adjustment   $ 9,500    
v3.23.3
EARNINGS PER SHARE (Details) - USD ($)
$ / shares in Units, shares in Thousands, $ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items]        
Net income attributable to Titan and applicable to common shareholders $ 19,280 $ 43,169 $ 81,325 $ 134,262
Weighted Average Number of Shares Outstanding, Basic 62,598 62,803 62,810 63,107
Effect of restricted stock and stock options 497 426 461 480
Weighted average shares outstanding (diluted) 63,095 63,229 63,271 63,587
Earnings Per Share, Basic $ 0.31 $ 0.69 $ 1.29 $ 2.13
Diluted $ 0.31 $ 0.68 $ 1.29 $ 2.11
v3.23.3
SEGMENT INFORMATION (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Segment Reporting Information [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax $ 401,781 $ 530,722 $ 1,431,601 $ 1,659,614  
Gross profit (loss) 66,073 87,633 247,525 284,015  
Income (loss) from operations 26,975 50,491 128,009 164,900  
Interest expense (3,931) (7,221) (16,185) (22,835)  
Foreign Currency Transaction Gain (Loss), before Tax 876 1,198 (882) 8,749  
Other Nonoperating Income (Expense) 461 9,691 2,409 24,526  
Income (Loss) from Continuing Operations before Income Taxes, Noncontrolling Interest 24,381 54,159 113,351 175,340  
Assets 1,257,735   1,257,735   $ 1,284,630
Operating Segments [Member]          
Segment Reporting Information [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 401,781 530,722 1,431,601 1,659,614  
Gross profit (loss) 66,073 87,633 247,525 284,015  
Income (loss) from operations 26,975 50,491 128,009 164,900  
Operating Segments [Member] | Agricultural [Member]          
Segment Reporting Information [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 212,967 289,259 787,973 917,443  
Gross profit (loss) 37,026 45,949 135,012 155,794  
Income (loss) from operations 21,383 31,125 86,071 106,126  
Assets 553,408   553,408   548,523
Operating Segments [Member] | Earthmoving/construction [Member]          
Segment Reporting Information [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 155,045 199,921 528,652 611,550  
Gross profit (loss) 22,257 34,959 88,583 102,651  
Income (loss) from operations 8,501 21,836 46,561 59,952  
Assets 495,605   495,605   538,064
Operating Segments [Member] | Consumer [Member]          
Segment Reporting Information [Line Items]          
Revenue from Contract with Customer, Excluding Assessed Tax 33,769 41,542 114,976 130,621  
Gross profit (loss) 6,790 6,725 23,930 25,570  
Income (loss) from operations 4,526 4,856 17,183 18,976  
Assets 129,422   129,422   133,213
Operating Segments [Member] | Corporate & Unallocated          
Segment Reporting Information [Line Items]          
Income (loss) from operations (7,435) $ (7,326) (21,806) $ (20,154)  
Assets $ 79,300   $ 79,300   $ 64,830
v3.23.3
SEGMENT INFORMATION ASSETS (Details) - USD ($)
$ in Thousands
Sep. 30, 2023
Dec. 31, 2022
Segment Reporting Information [Line Items]    
Assets $ 1,257,735 $ 1,284,630
Operating Segments [Member] | Agricultural [Member]    
Segment Reporting Information [Line Items]    
Assets 553,408 548,523
Operating Segments [Member] | Earthmoving/construction [Member]    
Segment Reporting Information [Line Items]    
Assets 495,605 538,064
Operating Segments [Member] | Consumer [Member]    
Segment Reporting Information [Line Items]    
Assets 129,422 133,213
Operating Segments [Member] | Corporate & Unallocated    
Segment Reporting Information [Line Items]    
Assets $ 79,300 $ 64,830
v3.23.3
RELATED PARTY TRANSACTIONS (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Dec. 31, 2022
Related Party Transaction [Line Items]          
Related Party Transaction, Purchases from Related Party $ 200 $ 500 $ 400 $ 1,000  
Accounts Receivable, after Allowance for Credit Loss, Current 238,595   238,595   $ 266,758
Revenue from Contract with Customer, Excluding Assessed Tax 401,781 530,722 1,431,601 1,659,614  
Related Party          
Related Party Transaction [Line Items]          
Accounts Receivable, after Allowance for Credit Loss, Current 100   100   $ 200
Revenue from Contract with Customer, Excluding Assessed Tax 700 1,200 3,100 3,500  
Sales Commissions and Fees $ 100 $ 400 $ 400 $ 1,300  
v3.23.3
ACCUMULATED OTHER COMPREHENSIVE INCOME (LOSS) (Details) - USD ($)
$ in Thousands
3 Months Ended 9 Months Ended
Sep. 30, 2023
Sep. 30, 2022
Sep. 30, 2023
Sep. 30, 2022
Jun. 30, 2023
Dec. 31, 2022
Jun. 30, 2022
Dec. 31, 2021
Stockholders' Equity Note [Abstract]                
Accumulated Other Comprehensive Income (Loss), Foreign Currency Translation Adjustment, Net of Tax $ (258,881) $ (265,239) $ (258,881) $ (265,239) $ (233,461) $ (243,712) $ (236,367) $ (236,059)
Currency translation adjustments (25,420) (28,872) (15,169) (29,180)        
AOCI, Derivative Qualifying as Hedge, Excluded Component, after Tax 992 826 992 826 1,074 1,224 539 (39)
Other Comprehensive Income (Loss), Cash Flow Hedge, Gain (Loss), after Reclassification and Tax (82) 287 (232) 865        
Accumulated Other Comprehensive (Income) Loss, Defined Benefit Plan, after Tax (9,094) 9,166 (9,094) 9,166 9,174 9,267 9,407 10,382
Amortization of unrecognized losses and prior service cost, net of tax 80 241 173 1,216        
Accumulated other comprehensive loss (266,983) (273,579) (266,983) (273,579) $ (241,561) $ (251,755) $ (245,235) $ (246,480)
Other Comprehensive (Income) Loss, Defined Benefit Plan, after Reclassification Adjustment, Tax $ (21) $ (107) $ (51) $ (451)        

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