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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
 (Mark One)
 þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2008
 OR
 o
    
    TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
 For the transition period from  to
 Commission file number 001-12505
 CORE MOLDING TECHNOLOGIES, INC.
  Delaware
    
    31-1481870(State or other jurisdiction of incorporation or organization)
    
    (I.R.S. Employer Identification No.)800 Manor Park Drive, P.O. Box 28183, Columbus, Ohio
    
    43228 - 0183(Address of principal executive offices)
    
    (Zip Code)
   Title of each class
    
    Name of each exchange on which registeredCommon Stock, par value $.01
    
    NYSE Alternext US
 
 o þ
 o þ
 þ o
 o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
 o þ




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##### 



CORE MOLDING TECHNOLOGIES, INC AND SUBSIDIARIES
 TABLE OF CONTENTS
 Defined TermsPart IItem 1. Business
    
    
    3Item 1A. Risk Factors
    
    
    10Item 1B. Unresolved Staff Comments
    
    
    14Item 2. Properties
    
    
    15Item 3. Legal Proceedings
    
    
    16Item 4. Submission of Matters to a Vote of Security Holders
    
    
    16Part IIItem 5. Market for the Registrants Common Equity, Related Stockholder Matters, and Issuer
Purchases of Equity Securities
    
    
    17Item 6. Selected Financial Data
    
    
    18Item 7. Managements Discussion and Analysis of Financial Condition and Results of Operations
    
    
    19Item 7A. Quantitative and Qualitative Disclosures About Market Risk
    
    
    26Item 8. Financial Statements and Supplementary Data
    
    
    28Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
    
    
    51Item 9A(T). Controls and Procedures
    
    
    51Item 9B. Other Information
    
    
    51Part IIIItem 10. Directors, Executive Officers, and Corporate Governance
    
    
    52Item 11. Executive Compensation
    
    
    52Item 12. Security Ownership of Certain Beneficial Owners and Management and Related
Stockholder Matters
    
    
    52Item 13. Certain Relationships, Related Transactions, and Director Independence
    
    
    52Item 14. Principal Accounting Fees and Services
    
    
    52Part IVItem 15. Exhibits and Financial Statement Schedules
    
    
    53Signatures
    
    
    54Exhibit Index
    
    
    56EX-10(d)EX-10.(i)(1)EX-23EX-24EX-31(a)EX-31(b)EX-32(a)EX-32(b)
  2




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PART I
 
 ITEM 1. BUSINESS
 HISTORICAL DEVELOPMENT OF BUSINESS OF CORE MOLDING TECHNOLOGIES, INC.
       3




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DESCRIPTION OF BUSINESS OF CORE MOLDING TECHNOLOGIES, INC.
 Certain statements under this caption of this Annual Report on Form 10-K constitute forward-looking
statements within the meaning of the federal securities laws. As a general matter, forward-looking
statements are those focused upon future plans, objectives or performance as opposed to historical
items and include statements of anticipated events or trends and expectations and beliefs relating
to matters not historical in nature. Such forward-looking statements involve known and unknown
risks and are subject to uncertainties and factors relating to Core Molding Technologies operations
and business environment, all of which are difficult to predict and many of which are beyond Core
Molding Technologies control. These uncertainties and factors could cause Core Molding
Technologies actual results to differ materially from those matters expressed in or implied by
such forward-looking statements.
 Core Molding Technologies believes that the following factors, among others, could affect its
future performance and cause actual results to differ materially from those expressed or implied by
forward-looking statements made in this report: business conditions in the plastics,
transportation, watercraft and commercial product industries, federal and state regulations
(including engine emission regulations); general economic conditions in the countries in which Core
Molding Technologies operates; dependence upon two major customers as the primary source of Core
Molding Technologies sales revenues; recent efforts of Core Molding Technologies to expand its
customer base; failure of Core Molding Technologies suppliers to perform their contractual
obligations; the availability of raw materials; inflationary pressures; new technologies;
competitive and regulatory matters; labor relations; the loss or inability of Core Molding
Technologies to attract and retain key personnel; changes to federal, state and local environmental
laws and regulations; the availability of capital; the ability of Core Molding Technologies to
provide on-time delivery to customers, which may require additional shipping expenses to ensure
on-time delivery or otherwise result in late fees; risk of cancellation or rescheduling of orders;
inefficiencies related to the transfer and start up of Core Molding Technologies new Matamoros
production facility; managements decision to pursue new products or businesses which involve
additional costs, risks or capital expenditures; and other risks identified from time-to-time in
Core Molding Technologies other public documents on file with the Securities and Exchange
Commission, including those described in Item 1A of this Annual Report on Form 10-K .
   
    
    heat resistance
    
    corrosion resistance
    
    lighter weight
    
    lower cost
    
    greater flexibility in product design
    
    part consolidation for multiple piece assemblies
    
    lower initial tooling costs for lower volume applications
    
    high strength-to-weight ratio
    
    dent-resistance in comparison to steel or aluminum.
  4




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MAJOR COMPETITORS
  MAJOR CUSTOMERS
  Relationship with Navistar
    Relationship with PACCAR
   5




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OTHER CUSTOMERS
  EXPORT SALES
  FOREIGN OPERATIONS
   PRODUCTS
 SMC Compound
   
    
    Control information during various production processes; and
    
    Data for statistical batch controls.
  SMC PoundsProducedYear
    
    (Millions)2008
    
    
    222007
    
    
    222006
    
    
    31
 6




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Glass Mat Thermoplastic (GMT)
  Closed Molded Products
  Compression
Molding 
    Resin
Transfer Molding (RTM) 
 Open Molded Products
  Hand-Lay-Up

 7




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Spray-Up

  Assembly, Machining, and Paint Products
   RAW MATERIALS
  BACKLOG
  CAPACITY CONSTRAINTS
   8




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CAPITAL EXPENDITURES AND RESEARCH AND DEVELOPMENT
    ENVIRONMENTAL COMPLIANCE
   EMPLOYEES
  PATENTS, TRADE NAMES, AND TRADEMARKS
  9




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SEASONALITY & BUSINESS CYCLE
  
 ITEM 1A. RISK FACTORS
  We are dependent on sales to a small number of our major customers.
    Our business is affected by the cyclical nature of the industries and markets that we serve.
  Price increases in raw materials and availability of raw materials could adversely affect our
operating results and financial condition.
  10




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Cost reduction and quality improvement initiatives by original equipment manufacturers could have a
material adverse effect on our business, results of operations, or financial condition.
  We operate in highly competitive markets.
  We may be subject to additional shipping expense or late fees if we are not able to meet our
customers on-time demand for our products.
  If we fail to attract and retain key personnel our business could be harmed .
  Work stoppages or other labor issues at our facilities or at our customers facilities could
adversely affect our operations.
   11




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Increases in energy prices will increase our operating costs and likely reduce our profitability.
  Our business is subject to risks associated with manufacturing processes.
   Our insurance coverage may be inadequate to protect against the potential hazards incident to our
business.
  We have made acquisitions and may make acquisitions in the future. We may not realize the improved
operating results that we anticipate from these acquisitions or from acquisitions we may make in
the future, and we may experience difficulties in integrating the acquired businesses or may
inherit significant liabilities related to such businesses.
   If we are unable to meet future capital requirements, our business may be adversely affected.
  12




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Our failure to comply with our debt covenants could have a material adverse effect on our business,
financial condition or results of operations.
  Our efficiencies related to the proximity to our customers could be affected and would hurt our
ability to be competitive.
  Our products may be rendered obsolete or less attractive if there are changes in technology,
regulatory requirements, or competitive processes.
  Our stock price can be volatile.
  We are subject to environmental rules and regulations that may require us to make substantial
expenditures.
  Although we do not presently anticipate terminating any senior management employees, certain senior
management employees have entered into potentially costly severance arrangements with us if
terminated after a change in control.
  13




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Our stock price may be adversely affected as a result of shares eligible for future sale by
Navistar.
  Our foreign operations subject us to risks that could negatively affect our business.
  Economic conditions and disruptions in the financial markets could have an adverse effect on
our business, financial condition and results of operations.
  
 ITEM 1B. UNRESOLVED STAFF COMMENTS
  14




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ITEM 2. PROPERTIES
    ApproximateSquare FeetManufacturing/Warehouse
    
    
    315,409Office
    
    
    16,149Total
    
    
    331,558
   ApproximateSquare FeetManufacturing/Warehouse
    
    
    105,700Office
    
    
    5,200Total
    
    
    110,900
   ApproximateSquare FeetManufacturing/Warehouse
    
    
    103,976Office
    
    
    3,764Total
    
    
    107,740
  15




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ApproximateSquare FeetManufacturing/Warehouse
    
    
    309,400Office
    
    
    3,600Total
    
    
    313,000
   
 ITEM 3. LEGAL PROCEEDINGS
  
 ITEM 4. SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
 .
 16




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PART II
 
 ITEM 5. MARKET FOR REGISTRANTS COMMON EQUITY, RELATED STOCKHOLDER
MATTERS, AND ISSUER PURCHASES OF EQUITY SECURITIES
   Core Molding Technologies, Inc.
    
    High
    
    LowFourth Quarter
    
    
    2008
    
    
    $
    6.24
    
    
    $
    2.05Third Quarter
    
    
    2008
    
    
    
    7.49
    
    
    
    5.50Second Quarter
    
    
    2008
    
    
    
    7.40
    
    
    
    6.55First Quarter
    
    
    2008
    
    
    
    7.90
    
    
    
    6.48Fourth Quarter
    
    
    2007
    
    
    $
    7.71
    
    
    $
    6.75Third Quarter
    
    
    2007
    
    
    
    8.74
    
    
    
    6.70Second Quarter
    
    
    2007
    
    
    
    8.48
    
    
    
    6.56First Quarter
    
    
    2007
    
    
    
    10.35
    
    
    
    7.05
   Equity Compensation Plan Information
  Number of Sharesto be Issued Upon
    
    WeightedExercise of
    
    Average ExerciseOutstanding
    
    Price of
    
    Number of SharesOptions or
    
    Outstanding
    
    RemainingVesting of
    
    Options or
    
    Available forPlan Category
    
    Restricted Grants
    
    Restricted Grants
    
    Future IssuanceEquity compensation plans approved by
stockholders
    
    
    499,681
    
    
    $
    3.96
    
    
    
    2,012,596Equity compensation plans not approved by
stockholders (1)
    
    
    155,650
    
    
    $
    3.21
    
    
    
    
 
 (1)
    
    On August 4, 2003, the Company issued 261,250 options that were not covered under the Plan
at $3.21 to its Directors. 17




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COMPARISON OF 5 YEAR CUMULATIVE TOTAL RETURN*
 
 
 *
    
    $100 invested on 12/31/03 in stock & index-including reinvestment of dividends.
Fiscal year ending December 31.  
 ITEM 6. SELECTED FINANCIAL DATA
  (In thousands,
    
    Years Ended December 31,except per share data)
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005
    
    
    2004Operating Data:Product sales
    
    $
    110,539
    
    
    $
    101,045
    
    
    $
    150,174
    
    
    $
    124,910
    
    
    $
    103,733Tooling sales
    
    
    6,116
    
    
    
    21,667
    
    
    
    12,156
    
    
    
    5,633
    
    
    
    8,112Net sales
    
    
    116,655
    
    
    
    122,712
    
    
    
    162,330
    
    
    
    130,543
    
    
    
    111,845Gross margin
    
    
    21,210
    
    
    
    16,968
    
    
    
    29,869
    
    
    
    23,275
    
    
    
    17,113Income before interest and
taxes
    
    
    9,190
    
    
    
    5,569
    
    
    
    15,856
    
    
    
    10,394
    
    
    
    6,572Net income
    
    
    5,643
    
    
    
    3,726
    
    
    
    10,411
    
    
    
    6,286
    
    
    
    5,135Earnings Per Share Data:Net income per common share:Basic
    
    
    .84
    
    
    
    .43
    
    
    
    1.03
    
    
    
    .63
    
    
    
    .53Diluted
    
    
    .81
    
    
    
    .41
    
    
    
    1.00
    
    
    
    .60
    
    
    
    .52Balance Sheet Data:Total assets
    
    
    73,831
    
    
    
    61,695
    
    
    
    89,506
    
    
    
    74,221
    
    
    
    68,960Working capital
    
    
    10,631
    
    
    
    6,253
    
    
    
    27,575
    
    
    
    22,766
    
    
    
    13,530Long-term debt
    
    
    11,129
    
    
    
    5,914
    
    
    
    7,779
    
    
    
    9,595
    
    
    
    11,371Stockholders equity
    
    
    28,975
    
    
    
    21,827
    
    
    
    42,694
    
    
    
    34,141
    
    
    
    26,277Return on Equity
    
    
    19
    %
    
    
    17
    %
    
    
    24
    %
    
    
    18
    %
    
    
    20
    %
 18




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ITEM 7. MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND
RESULTS OF OPERATIONS
 This Managements Discussion and Analysis of Financial Condition and Results of Operations contains
forward-looking statements within the meaning of the federal securities laws. As a general matter,
forward-looking statements are those focused upon future plans, objectives or performance as
opposed to historical items and include statements of anticipated events or trends and expectations
and beliefs relating to matters not historical in nature. Such forward-looking statements involve
known and unknown risks and are subject to uncertainties and factors relating to Core Molding
Technologies operations and business environment, all of which are difficult to predict and many of
which are beyond Core Molding Technologies control. These uncertainties and factors could cause
Core Molding Technologies actual results to differ materially from those matters expressed in or
implied by such forward-looking statements.
 Core Molding Technologies believes that the following factors, among others, could affect its
future performance and cause actual results to differ materially from those expressed or implied by
forward-looking statements made in this report: business conditions in the plastics,
transportation, watercraft and commercial product industries; federal and state regulations
(including engine emission regulations); general economic conditions in the countries in which Core
Molding Technologies operates; dependence upon two major customers as the primary source of Core
Molding Technologies sales revenues; recent efforts of Core Molding Technologies to expand its
customer base; failure of Core Molding Technologies suppliers to perform their contractual
obligations; the availability of raw materials; inflationary pressures; new technologies;
competitive and regulatory matters; labor relations; the loss or inability of Core Molding
Technologies to attract and retain key personnel; changes to federal, state and local environmental
laws and regulations; the availability of capital; the ability of Core Molding Technologies to
provide on-time delivery to customers, which may require additional shipping expenses to ensure
on-time delivery or otherwise result in late fees; risk of cancellation or rescheduling of orders;
inefficiencies related to the transfer and start up of Core Molding Technologies new Matamoros
production facility; managements decision to pursue new products or businesses which involve
additional costs, risks or capital expenditures; and other risks identified from time-to-time in
Core Molding Technologies other public documents on file with the Securities and Exchange
Commission, including those described in Item 1A of this Annual Report on Form 10-K .
 OVERVIEW
    19




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RESULTS OF OPERATIONS
 2008 COMPARED WITH 2007
        20




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2007 COMPARED WITH 2006
        21




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LIQUIDITY AND CAPITAL RESOURCES
       22




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CONTRACTUAL OBLIGATIONS AND OFF-BALANCE SHEET TRANSACTIONS
   2009
    
    
    2010  2011
    
    
    2012  2013
    
    
    2014 and after
    
    
    TotalDebt
    
    $
    2,906,000
    
    
    $
    6,227,000
    
    
    $
    4,638,000
    
    
    $
    264,000
    
    
    $
    14,035,000Line of credit
    
    
    1,194,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,194,000Interest
    
    
    1,502,000
    
    
    
    1,469,000
    
    
    
    745,000
    
    
    
    253,000
    
    
    
    3,969,000Operating lease obligations
    
    
    362,000
    
    
    
    349,000
    
    
    
    
    
    
    
    
    
    
    
    711,000Contractual commitments for
capital expenditures
    
    
    8,455,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    8,455,000Postretirement benefits
    
    
    520,000
    
    
    
    890,000
    
    
    
    1,375,000
    
    
    
    13,093,000
    
    
    
    15,878,000Total
    
    $
    14,939,000
    
    
    $
    8,935,000
    
    
    $
    6,758,000
    
    
    $
    13,610,000
    
    
    $
    44,242,000
  CRITICAL ACCOUNTING POLICIES AND ESTIMATES
  23




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Accounts Receivable Allowances
  Inventories
  Goodwill and Long-Lived Assets
  Self-Insurance
  Post Retirement Benefits
  24




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Revenue Recognition
  Income Taxes
     Inflation
  Recent Accounting Pronouncements
 The Fair Value Option for Financial Assets
and Financial Liabilities
  25




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Disclosures about Derivative Instruments and Hedging
Activities
 Determination of the Useful Life of Intangible
Assets Goodwill and Other Intangible Assets
 The Hierarchy of Generally Accepted Accounting
Principles The Meaning of Present Fairly in Conformity With Generally
Accepted Accounting Principles The Meaning of Present Fairly in Conformity With Generally Accepted Accounting
Principles.
  
 ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
   26




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ITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
     /s/ Deloitte & Touche LLP

Columbus, OhioApril 1, 2009
 28




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Core Molding Technologies, Inc. and Subsidiaries
Consolidated Statements of Income
 Years Ended December 31,2008
    
    
    2007
    
    
    2006Net sales:Products
    
    $
    110,538,646
    
    
    $
    101,045,056
    
    
    $
    150,173,598Tooling
    
    
    6,116,189
    
    
    
    21,666,831
    
    
    
    12,156,392Total sales
    
    
    116,654,835
    
    
    
    122,711,887
    
    
    
    162,329,990Cost of sales
    
    
    93,194,073
    
    
    
    103,350,263
    
    
    
    130,093,453Postretirement benefits expense
    
    
    2,251,179
    
    
    
    2,393,642
    
    
    
    2,367,602Total cost of sales
    
    
    95,445,252
    
    
    
    105,743,905
    
    
    
    132,461,055Gross margin
    
    
    21,209,583
    
    
    
    16,967,982
    
    
    
    29,868,935Selling, general, and administrative
expense
    
    
    11,507,890
    
    
    
    10,856,539
    
    
    
    13,488,297Postretirement benefits expense
    
    
    512,108
    
    
    
    542,221
    
    
    
    524,889Total selling, general, and administrative
expense
    
    
    12,019,998
    
    
    
    11,398,760
    
    
    
    14,013,186Income before interest and income taxes
    
    
    9,189,585
    
    
    
    5,569,222
    
    
    
    15,855,749Interest income
    
    
    
    
    
    
    542,167
    
    
    
    645,120Interest expense
    
    
    (689,135
    )
    
    
    (717,162
    )
    
    
    (488,310
    )Income before income taxes
    
    
    8,500,450
    
    
    
    5,394,227
    
    
    
    16,012,559Income taxes:Current
    
    
    2,866,659
    
    
    
    1,540,421
    
    
    
    3,956,972Deferred
    
    
    (9,695
    )
    
    
    127,333
    
    
    
    1,644,940Total income taxes
    
    
    2,856,964
    
    
    
    1,667,754
    
    
    
    5,601,912Net income
    
    $
    5,643,486
    
    
    $
    3,726,473
    
    
    $
    10,410,647Net income per common share:Basic
    
    $
    .84
    
    
    $
    .43
    
    
    $
    1.03Diluted
    
    $
    .81
    
    
    $
    .41
    
    
    $
    1.00Weighted average common shares outstanding:Basic
    
    
    6,742,316
    
    
    
    8,686,905
    
    
    
    10,078,800Diluted
    
    
    6,992,249
    
    
    
    9,004,429
    
    
    
    10,387,122
  29




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Core Molding Technologies, Inc. and Subsidiaries
Consolidated Balance Sheets
 December 31,2008
    
    
    2007AssetsCurrent assets:Cash
    
    $
    
    
    
    $
    Accounts receivable (less allowance for doubtful accounts: 2008 
$109,000 and 2007  $334,000)
    
    
    15,435,103
    
    
    
    12,469,502Inventories:Finished and work in process goods
    
    
    4,991,848
    
    
    
    3,333,119Stores
    
    
    4,740,375
    
    
    
    5,011,291Total inventories, net
    
    
    9,732,223
    
    
    
    8,344,410Deferred tax asset
    
    
    1,869,198
    
    
    
    1,625,781Foreign sales tax receivable
    
    
    584,230
    
    
    
    959,767Prepaid expenses and other current assets
    
    
    876,094
    
    
    
    632,329Total current assets
    
    
    28,496,848
    
    
    
    24,031,789Property, plant, and equipment
    
    
    71,970,638
    
    
    
    59,906,910Accumulated depreciation
    
    
    (33,155,187
    )
    
    
    (29,691,245
    )Property,
plant, and equipment  net
    
    
    38,815,451
    
    
    
    30,215,665Deferred tax asset
    
    
    5,318,623
    
    
    
    6,173,514Goodwill
    
    
    1,097,433
    
    
    
    1,097,433Customer list/ Non-compete
    
    
    37,139
    
    
    
    87,629Other assets
    
    
    65,598
    
    
    
    89,168Total
    
    $
    73,831,092
    
    
    $
    61,695,198Liabilities and Stockholders EquityCurrent liabilities:Current portion long-term debt
    
    $
    2,905,716
    
    
    $
    1,865,716Notes payable line of credit
    
    
    1,193,965
    
    
    
    2,251,863Accounts payable
    
    
    6,866,388
    
    
    
    8,537,895Tooling in progress
    
    
    212,065
    
    
    
    102,419Current portion of postretirement benefit liability
    
    
    520,000
    
    
    
    489,000Accrued liabilities:Compensation and related benefits
    
    
    4,715,884
    
    
    
    3,350,867Interest payable
    
    
    96,103
    
    
    
    89,721Taxes
    
    
    427,972
    
    
    
    23,221Other
    
    
    928,080
    
    
    
    1,067,792Total current liabilities
    
    
    17,866,173
    
    
    
    17,778,494Long-term debt
    
    
    11,129,184
    
    
    
    5,913,563Interest rate swaps
    
    
    502,381
    
    
    
    223,566Postretirement benefits liability
    
    
    15,357,897
    
    
    
    15,952,891Total Liabilities
    
    
    44,855,635
    
    
    
    39,868,514Commitments and ContingenciesStockholders Equity:Preferred
stock  $0.01 par value, authorized shares  10,000,000;
outstanding shares: 2008 and 2007  0
    
    
    
    
    
    
    Common stock
 $0.01 par value, authorized shares  20,000,000;
outstanding shares: 2008  6,765,790 and 2007  6,727,871
    
    
    67,658
    
    
    
    67,279Paid-in capital
    
    
    23,002,472
    
    
    
    22,614,127Accumulated other comprehensive loss, net of income tax effect
    
    
    (1,092,977
    )
    
    
    (2,209,540
    )Treasury stock
    
    
    (26,179,054
    )
    
    
    (26,179,054
    )Retained earnings
    
    
    33,177,358
    
    
    
    27,533,872Total stockholders equity
    
    
    28,975,457
    
    
    
    21,826,684Total
    
    $
    73,831,092
    
    
    $
    61,695,198
  30




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Consolidated Statements of Stockholders Equity
for the Years Ended December 31, 2008, 2007, and 2006
 AccumulatedOtherCommon Stock
    
    
    
    
    
    
    
    
    
    
    Comprehensive
    
    
    
    
    
    
    TotalOutstanding
    
    
    Paid-In
    
    
    Retained
    
    
    Income
    
    
    Treasury
    
    
    StockholdersShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    (Loss)
    
    
    Stock
    
    
    EquityBalance at December 31, 2005
    
    
    10,041,467
    
    
    $
    100,415
    
    
    $
    20,770,944
    
    
    $
    13,328,299
    
    
    $
    (58,891
    )
    
    $
    
    
    
    $
    34,140,767Net Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,410,647
    
    
    
    
    
    
    
    
    
    
    
    10,410,647Hedge accounting effect of the
interest rate swap, net of
deferred income tax expense
of $25,541
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    39,576
    
    
    
    
    
    
    
    39,576Comprehensive Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    10,450,223Common shares issued from
exercise of stock options
    
    
    152,270
    
    
    
    1,522
    
    
    
    483,495
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    485,017Tax effect from exercise of
stock options
    
    
    
    
    
    
    
    
    
    
    279,505
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    279,505Restricted stock issued
    
    
    10,870
    
    
    
    109
    
    
    
    89,821
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    89,930Share-based compensation
    
    
    
    
    
    
    
    
    
    
    248,958
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    248,958Adoption of SFAS 158, net of
deferred income tax benefit
of $1,740,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (3,000,000
    )
    
    
    
    
    
    
    (3,000,000
    )Balance at December 31, 2006
    
    
    10,204,607
    
    
    $
    102,046
    
    
    $
    21,872,723
    
    
    $
    23,738,946
    
    
    $
    (3,019,315
    )
    
    $
    
    
    
    $
    42,694,400Net Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    3,726,473
    
    
    
    
    
    
    
    
    
    
    
    3,726,473Hedge accounting effect of the
interest rate swap, net of
deferred income tax benefit
of $63,824
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (89,230
    )
    
    
    
    
    
    
    (89,230
    )Deferral of unrecognized net
gain, net of tax expense
of $485,096
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    730,005
    
    
    
    
    
    
    
    730,005Amortization of unrecognized net
loss, net of tax expense
of $98,041
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    169,000
    
    
    
    
    
    
    
    169,000Comprehensive Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    4,536,248Common shares issued from
exercise of stock options
    
    
    115,256
    
    
    
    1,153
    
    
    
    357,071
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    358,224Tax effect from exercise of
stock options
    
    
    
    
    
    
    
    
    
    
    116,139
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    116,139Restricted stock issued
    
    
    8,008
    
    
    
    80
    
    
    
    56,705
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    56,785Share-based compensation
    
    
    
    
    
    
    
    
    
    
    211,489
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    211,489Cumulative impact of change in
accounting for uncertainties in
income taxes (FIN 48 - Note 9)
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    68,453
    
    
    
    
    
    
    
    
    
    
    
    68,453Purchase of treasury stock
    
    
    (3,600,000
    )
    
    
    (36,000
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (26,179,054
    )
    
    
    (26,215,054
    )Balance at December 31, 2007
    
    
    6,727,871
    
    
    $
    67,279
    
    
    $
    22,614,127
    
    
    $
    27,533,872
    
    
    $
    (2,209,540
    )
    
    $
    (26,179,054
    )
    
    $
    21,826,684Net Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,643,486
    
    
    
    
    
    
    
    
    
    
    
    5,643,486Hedge accounting effect of the
interest rate swap, net of
deferred income tax benefit
of $77,269
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (149,991
    )
    
    
    
    
    
    
    (149,991
    )Deferral of unrecognized net
gain, net of tax expense
of $653,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,184,000
    
    
    
    
    
    
    
    1,184,000Amortization of unrecognized net
loss, net of tax expense
of $45,437
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    82,554
    
    
    
    
    
    
    
    82,554Comprehensive Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,760,049Common shares issued from
exercise of stock options
    
    
    32,000
    
    
    
    320
    
    
    
    99,810
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    100,130Tax effect from exercise of
stock options
    
    
    
    
    
    
    
    
    
    
    1,092
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,092Restricted stock issued
    
    
    5,919
    
    
    
    59
    
    
    
    41,292
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    41,351Share-based compensation
    
    
    
    
    
    
    
    
    
    
    246,151
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    246,151Balance at December 31, 2008
    
    
    6,765,790
    
    
    $
    67,658
    
    
    $
    23,002,472
    
    
    $
    33,177,358
    
    
    $
    (1,092,977
    )
    
    $
    (26,179,054
    )
    
    $
    28,975,457
  31




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
 Years Ended December 31,2008
    
    
    2007
    
    
    2006Cash flows from operating activities:Net income
    
    $
    5,643,486
    
    
    $
    3,726,473
    
    
    $
    10,410,647Adjustments to reconcile net income to net cash provided by
operating activities:Depreciation and amortization
    
    
    3,544,676
    
    
    
    3,409,867
    
    
    
    2,715,517Deferred income taxes
    
    
    (9,695
    )
    
    
    127,332
    
    
    
    1,644,804Interest expense (income) related to ineffectiveness of
swap
    
    
    51,555
    
    
    
    34,664
    
    
    
    (3,401
    )(Gain) Loss on disposal of assets
    
    
    
    
    
    
    (3,116
    )
    
    
    49,049Share-based compensation
    
    
    287,502
    
    
    
    268,274
    
    
    
    338,888Amortization of gain on sale/leaseback transactions
    
    
    
    
    
    
    
    
    
    
    (648,054
    )Loss on translation of foreign currency
financial statements
    
    
    190,509
    
    
    
    7,826
    
    
    
    27,814Change in operating assets and liabilities:Accounts receivable
    
    
    (2,965,601
    )
    
    
    9,986,675
    
    
    
    (176,589
    )Inventories
    
    
    (1,387,813
    )
    
    
    (951,434
    )
    
    
    (97,955
    )Prepaid expenses and other assets
    
    
    331,261
    
    
    
    170,072
    
    
    
    (57,507
    )Accounts payable
    
    
    (1,675,948
    )
    
    
    (2,442,408
    )
    
    
    169,719Accrued and other liabilities
    
    
    1,746,083
    
    
    
    (4,202,820
    )
    
    
    935,226Postretirement benefits liability
    
    
    1,400,998
    
    
    
    1,816,475
    
    
    
    1,601,014Net cash provided by operating activities
    
    
    7,157,013
    
    
    
    11,947,880
    
    
    
    16,909,172Cash flows from investing activities:Purchase of property, plant, and equipment
    
    
    (12,097,474
    )
    
    
    (2,742,675
    )
    
    
    (9,226,312
    )Proceeds from sale of property and equipment
    
    
    
    
    
    
    3,116
    
    
    
    10,563Net cash used in investing activities
    
    
    (12,097,474
    )
    
    
    (2,739,559
    )
    
    
    (9,215,749
    )Cash flows from financing activities:Proceeds from issuance of common stock
    
    
    100,130
    
    
    
    358,224
    
    
    
    485,017Tax effect from exercise of stock options
    
    
    1,092
    
    
    
    116,139
    
    
    
    279,505Gross repayments on revolving line of credit
    
    
    (55,399,546
    )
    
    
    
    
    
    
    Gross borrowings on revolving line of credit
    
    
    54,341,649
    
    
    
    
    
    
    
    Net borrowings on revolving line of credit
    
    
    
    
    
    
    2,251,863
    
    
    
    Financing costs for new credit agreement
    
    
    (358,485
    )
    
    
    
    
    
    
    Gross borrowings on the construction loan
    
    
    8,121,337
    
    
    
    
    
    
    
    Payment of principal on bank note
    
    
    (1,285,716
    )
    
    
    (1,285,716
    )
    
    
    (1,285,716
    )Payment of principal on industrial revenue bond
    
    
    (580,000
    )
    
    
    (530,000
    )
    
    
    (490,000
    )Payments related to purchase of treasury stock
    
    
    
    
    
    
    (26,215,054
    )
    
    
    Net cash provided by (used in) financing activities
    
    
    4,940,461
    
    
    
    (25,304,544
    )
    
    
    (1,011,194
    )Net (decrease) increase in cash and cash equivalents
    
    
    
    
    
    
    (16,096,223
    )
    
    
    6,682,229Cash and cash equivalents at beginning of year
    
    
    
    
    
    
    16,096,223
    
    
    
    9,413,994Cash and cash equivalents at end of year
    
    $
    
    
    
    $
    
    
    
    $
    16,096,223Cash paid during the year for:Interest
    
    $
    659,520
    
    
    $
    627,873
    
    
    $
    578,300Income taxes (net of tax refunds)
    
    $
    2,327,387
    
    
    $
    19,912
    
    
    $
    5,054,371Non Cash:Fixed asset purchases in accounts payable
    
    $
    203,436
    
    
    $
    237,182
    
    
    $
    313,465
  32




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements
 1. Business Formation and Nature of Operations
   2. Summary of Significant Accounting Policies
 Principles of Consolidation 
 Use of
Estimates
 Revenue Recognition
 Cash and Cash Equivalents 
 Accounts
Receivable Allowances 
 33




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
 Inventories
 Property, Plant, and Equipment
 Ranges of estimated useful lives for computing depreciation are as follows:Land improvements
    
    20 yearsBuilding and improvements
    
    2040 yearsMachinery and equipment
    
    315 yearsTools, dies and patterns
    
    35 years
  Long-Lived Assets st
 Self-insurance

 Fair Value of Financial Instruments
   
    
    Level 1 inputs are quoted prices (unadjusted) in active markets for
identical asset or liabilities that the company has the ability to
access as of the reporting date.
    
    Level 2 inputs are inputs other than quoted prices included within
Level 1 that are observable for the asset or liability, either
directly or indirectly through corroboration with observable market
data.
    
    Level 3 inputs are unobservable inputs, such as internally developed
pricing models for the asset or liability due to little or no market
activity for the asset or liability.
 34




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
  Effective Date
of FASB Statement No. 157
  Quoted Prices inActive Markets for
    
    Significant Other
    
    SignificantRecurring Fair Value Measurements
    
    Identical Assets
    
    Observable Inputs
    
    Unobservable Inputs
    
    Balance as of(in millions)
    
    (Level 1)
    
    (Level 2)
    
    (Level 3)
    
    December 31, 2008LiabilitiesInterest rate swaps
    
    $
    
    
    
    $
    502,000
    
    
    $
    
    
    
    $
    502,000Total
    
    $
    
    
    
    $
    502,000
    
    
    $
    
    
    
    $
    502,000
 Concentration of Credit Risk
 Earnings Per Common Share
 35




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
  Years Ended December 31,2008
    
    
    2007
    
    
    2006Net income
    
    $
    5,643,486
    
    
    $
    3,726,473
    
    
    $
    10,410,647Weighted average common shares outstanding
    
    
    6,742,316
    
    
    
    8,686,905
    
    
    
    10,078,800Plus: dilutive options assumed exercised
    
    
    545,225
    
    
    
    587,700
    
    
    
    748,956Plus: weighted average non-vested restricted stock
    
    
    18,089
    
    
    
    33,532
    
    
    
    15,616Less: shares assumed repurchased with proceeds from
exercise
    
    
    313,381
    
    
    
    303,708
    
    
    
    456,250Weighted average common and potentially issuable
common shares outstanding
    
    
    6,992,249
    
    
    
    9,004,429
    
    
    
    10,387,122Basic earnings per common share
    
    $
    .84
    
    
    $
    .43
    
    
    $
    1.03Diluted earnings per common share
    
    $
    .81
    
    
    $
    .41
    
    
    $
    1.00
  Research and Development
 Recent Accounting Pronouncements  The Fair
Value Option for Financial Assets and Financial Liabilities
   36




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
 Disclosures about Derivative Instruments and Hedging
Activities
 Determination of the Useful Life of Intangible
Assets Goodwill and Other Intangible Assets
 The Hierarchy of Generally Accepted Accounting
Principles The Meaning of Present Fairly in Conformity With Generally
Accepted Accounting Principles The Meaning of Present Fairly in Conformity With Generally Accepted Accounting
Principles.
  Foreign Currency Adjustments
 3. Major Customers
  37




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
  2008
    
    
    2007
    
    
    2006Navistar product sales
    
    $
    63,759,160
    
    
    $
    45,306,691
    
    
    $
    71,016,465Navistar tooling sales
    
    
    3,120,481
    
    
    
    8,322,599
    
    
    
    10,206,378Total Navistar sales
    
    
    66,879,641
    
    
    
    53,629,290
    
    
    
    81,222,843PACCAR product sales
    
    
    27,695,164
    
    
    
    27,813,324
    
    
    
    34,990,325PACCAR tooling sales
    
    
    2,505,368
    
    
    
    12,518,169
    
    
    
    1,232,015Total PACCAR sales
    
    
    30,200,532
    
    
    
    40,331,493
    
    
    
    36,222,340Other product sales
    
    
    19,084,322
    
    
    
    27,925,041
    
    
    
    44,166,808Other tooling sales
    
    
    490,340
    
    
    
    826,063
    
    
    
    717,999Total other sales
    
    
    19,574,662
    
    
    
    28,751,104
    
    
    
    44,884,807Total product sales
    
    
    110,538,646
    
    
    
    101,045,056
    
    
    
    150,173,598Total tooling sales
    
    
    6,116,189
    
    
    
    21,666,831
    
    
    
    12,156,392Total sales
    
    $
    116,654,835
    
    
    $
    122,711,887
    
    
    $
    162,329,990
 4. Foreign Operations
  5. Property, Plant, and Equipment
  2008
    
    
    2007Land and land improvements
    
    $
    2,311,507
    
    
    $
    2,311,507Buildings
    
    
    20,260,380
    
    
    
    20,257,248Machinery and equipment
    
    
    37,740,971
    
    
    
    36,062,831Tools, dies, and patterns
    
    
    773,254
    
    
    
    765,268Additions in progress
    
    
    10,884,526
    
    
    
    510,056Total
    
    
    71,970,638
    
    
    
    59,906,910Less accumulated depreciation
    
    
    (33,155,187
    )
    
    
    (29,691,245
    )Property,
plant, and equipment  net
    
    $
    38,815,451
    
    
    $
    30,215,665
 38




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
  6. Debt and Leases
 December, 312008
    
    
    2007Construction loan
payable to a bank for new
manufacturing facility, interest at a
variable rate with monthly payments
of interest and principal over a
seven-year period through May 2016
    
    
    8,121,337
    
    
    
    Construction
loan payable to a bank, interest at a variable
rate with annual principal and
interest payments over a five-year
period through May 2014
    
    
    
    
    
    
    Note payable
to bank interest at a variable rate with
monthly payments of interest and
principal over a seven-year period
through December 2010
    
    
    2,678,563
    
    
    
    3,964,279Industrial Revenue Bond, interest
adjustable weekly (2008 average
2.68%; 2007 average 3.78%), payable
quarterly, principal due in variable
quarterly installments through April,
2013, secured by a bank letter of
credit with a balance of $3,332,000
and $3,930,000 as of December 31,
2008 and 2007, respectively
    
    
    3,235,000
    
    
    
    3,815,000Revolving line of credit,
collateralized by all the Companys
assets
    
    $
    1,193,965
    
    
    $
    2,251,863Total
    
    
    15,228,865
    
    
    
    10,031,142Less current portion
    
    
    (4,099,681
    )
    
    
    (4,117,579
    )Long-term debt
    
    $
    11,129,184
    
    
    $
    5,913,563
    39




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
    Industrial Revenue Bond
   Revolving Line of Credit
  Annual maturities of long-term debt are as follows:
 2009
    
    $
    4,100,0002010
    
    
    3,675,0002011
    
    
    2,552,0002012
    
    
    2,504,0002013
    
    
    2,134,000Thereafter
    
    
    264,000Total
    
    $
    15,229,000
 Interest Rate Swaps
  40




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries  Notes to Consolidated Financial Statements  (Continued)
     Bank Covenants
    Leases
  41




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries  Notes to Consolidated Financial Statements  (Continued)
    2009
    
    $
    362,0002010
    
    
    338,0002011
    
    
    11,000Total minimum lease payments
    
    $
    711,000
 7. Equity
 Treasury Stock
  Anti-takeover Measures
  Restrictions on Transfer
   42




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries  Notes to Consolidated Financial Statements  (Continued)
  8. Stock Based Compensation
    Stock Options
   43




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries  Notes to Consolidated Financial Statements  (Continued)
  2008
    
    
    2007
    
    
    2006Weighted
    
    
    
    
    
    
    Weighted
    
    
    
    
    
    
    WeightedNumber
    
    
    Average
    
    
    Number
    
    
    Average
    
    
    Number
    
    
    Averageof
    
    
    Exercise
    
    
    of
    
    
    Exercise
    
    
    of
    
    
    ExerciseOptions
    
    
    Price
    
    
    Options
    
    
    Price
    
    
    Options
    
    
    PriceOutstanding-
beginning of year
    
    
    620,700
    
    
    $
    3.33
    
    
    
    799,956
    
    
    $
    3.35
    
    
    
    1,032,700
    
    
    $
    3.33Granted
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Exercised
    
    
    (32,000
    )
    
    
    3.13
    
    
    
    (115,256
    )
    
    
    3.11
    
    
    
    (152,270
    )
    
    
    3.19Forfeited
    
    
    (18,475
    )
    
    
    4.60
    
    
    
    (64,000
    )
    
    
    3.96
    
    
    
    (80,474
    )
    
    
    3.45Outstanding-end of
year
    
    
    570,225
    
    
    $
    3.30
    
    
    
    620,700
    
    
    $
    3.33
    
    
    
    799,956
    
    
    $
    3.35Exercisable at
December 31
    
    
    481,395
    
    
    $
    3.29
    
    
    
    458,350
    
    
    $
    3.28
    
    
    
    493,176
    
    
    $
    3.23
  WeightedAverageNumber
    
    
    Weighted
    
    
    Remaining
    
    
    Aggregateof
    
    
    Average
    
    
    Contractual
    
    
    IntrinsicShares
    
    
    Exercise Price
    
    
    Term
    
    
    ValueOutstanding at December 31, 2007
    
    
    620,700
    
    
    $
    3.33Exercised
    
    
    (32,000
    )
    
    
    3.13
    
    
    
    
    
    
    $
    116,000Granted
    
    
    
    
    
    
    Forfeited
    
    
    (18,475
    )
    
    
    4.60Outstanding at December 31, 2008
    
    
    570,225
    
    
    $
    3.30
    
    
    
    5.29
    
    
    $
    Exercisable at December 31, 2008
    
    
    481,395
    
    
    $
    3.29
    
    
    
    5.18
    
    
    $
    Vested or expected to vest at
December 31, 2008
    
    
    565,784
    
    
    $
    3.30
    
    
    
    5.29
    
    
    $
    
 44




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries  Notes to Consolidated Financial Statements  (Continued)
  WeightedNumber
    
    
    AverageOf
    
    
    Grant DateShares
    
    
    Fair ValueUnvested at December 31, 2005
    
    
    518,072
    
    
    
    3.49Granted
    
    
    
    
    
    
    Vested
    
    
    (130,818
    )
    
    
    3.39Forfeited
    
    
    (80,474
    )
    
    
    3.45Unvested at December 31, 2006
    
    
    306,780
    
    
    
    3.54Granted
    
    
    
    
    
    
    Vested
    
    
    (83,930
    )
    
    
    3.36Forfeited
    
    
    (60,500
    )
    
    
    4.24Unvested at December 31, 2007
    
    
    162,350
    
    
    $
    3.46Granted
    
    
    
    
    
    
    Vested
    
    
    (62,720
    )
    
    
    3.38Forfeited
    
    
    (10,800
    )
    
    
    4.67Unvested at December 31, 2008
    
    
    88,830
    
    
    
    3.37
   OptionsOptions Outstanding
    
    ExercisableWeightedAverageRange of
    
    Number of
    
    Contractual Life
    
    Number ofExercise Prices
    
    Options
    
    In Years
    
    Options$2.75
    
    
    85,600
    
    
    
    4.2
    
    
    
    37,400$3.21
    
    
    419,625
    
    
    
    5.1
    
    
    
    404,995$3.28
    
    
    40,000
    
    
    
    6.2
    
    
    
    24,000$6.40
    
    
    20,000
    
    
    
    6.8
    
    
    
    12,000$7.98
    
    
    5,000
    
    
    
    7.0
    
    
    
    3,000570,225
    
    
    
    
    
    
    
    481,395
 Restricted Stock
  45




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries  Notes to Consolidated Financial Statements  (Continued)
  2008
    
    
    2007
    
    
    2006Number
    
    
    Weighted
    
    
    Number
    
    
    Weighted
    
    
    Number
    
    
    Weightedof
    
    
    Average
    
    
    of
    
    
    Average
    
    
    of
    
    
    AverageShares
    
    
    Fair Value
    
    
    Shares
    
    
    Fair Value
    
    
    Shares
    
    
    Fair ValueUnvested-
beginning of year
    
    
    61,416
    
    
    $
    7.02
    
    
    
    22,972
    
    
    $
    6.70
    
    
    
    
    
    
    $
    Granted
    
    
    41,635
    
    
    
    7.01
    
    
    
    51,105
    
    
    
    7.15
    
    
    
    36,305
    
    
    
    6.70Vested
    
    
    (5,919
    )
    
    
    6.99
    
    
    
    (8,008
    )
    
    
    7.09
    
    
    
    (10,870
    )
    
    
    6.70Forfeited
    
    
    (12,026
    )
    
    
    7.09
    
    
    
    (4,653
    )
    
    
    6.70
    
    
    
    (2,463
    )
    
    
    6.70Unvested at end of year
    
    
    85,106
    
    
    $
    7.01
    
    
    
    61,416
    
    
    $
    7.02
    
    
    
    22,972
    
    
    $
    6.70Vested and expected to
vest at December 31
    
    
    105,648
    
    
    $
    6.99
    
    
    
    77,223
    
    
    $
    6.98
    
    
    
    32,675
    
    
    $
    6.70
  9. Income Taxes
  2008
    
    
    2007
    
    
    2006Current:Federal  US
    
    $
    2,639,000
    
    
    $
    1,606,000
    
    
    $
    3,284,000Federal  Foreign
    
    
    71,000
    
    
    
    137,000
    
    
    
    104,000State and local
    
    
    157,000
    
    
    
    (202,000
    )
    
    
    569,0002,867,000
    
    
    
    1,541,000
    
    
    
    3,957,000Deferred:Federal
    
    
    (37,000
    )
    
    
    (142,000
    )
    
    
    1,655,000State and local
    
    
    27,000
    
    
    
    269,000
    
    
    
    (10,000
    )(10,000
    )
    
    
    127,000
    
    
    
    1,645,000Provision for income taxes
    
    $
    2,857,000
    
    
    $
    1,668,000
    
    
    $
    5,602,000
  2008
    
    
    2007
    
    
    2006Provision at federal statutory rate  US
    
    $
    2,890,000
    
    
    $
    1,834,000
    
    
    $
    5,444,000Effect of foreign taxes
    
    
    (47,000
    )
    
    
    (81,000
    )
    
    
    (81,000
    )State and local tax expense, net of federal benefit
    
    
    128,000
    
    
    
    83,000
    
    
    
    407,000Federal manufacturing deduction
    
    
    (141,000
    )
    
    
    (98,000
    )
    
    
    (106,000
    )Other
    
    
    27,000
    
    
    
    (70,000
    )
    
    
    (62,000
    )Provision for income taxes
    
    $
    2,857,000
    
    
    $
    1,668,000
    
    
    $
    5,602,000
  46




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries  Notes to Consolidated Financial Statements  (Continued)
   2008
    
    
    2007Current asset(liability):Accrued liabilities
    
    $
    1,083,000
    
    
    $
    674,000Accounts receivable
    
    
    301,000
    
    
    
    672,000Inventory
    
    
    543,000
    
    
    
    376,000Other, net
    
    
    (58,000
    )
    
    
    (96,000
    )Total current asset
    
    
    1,869,000
    
    
    
    1,626,000Non-current asset (liability):Property, plant, and equipment
    
    
    (314,000
    )
    
    
    425,000Postretirement benefits
    
    
    5,637,000
    
    
    
    5,842,000Interest rate swap
    
    
    153,000
    
    
    
    76,000Other, net
    
    
    (157,000
    )
    
    
    (170,000
    )Total non-current asset
    
    
    5,319,000
    
    
    
    6,173,000Total deferred tax asset  net
    
    $
    7,188,000
    
    
    $
    7,799,000
      47




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries  Notes to Consolidated Financial Statements  (Continued)
 10. Postretirement Benefits
    Postretirement Benefits2008
    
    
    2007Change in benefit obligation:Benefit obligation at beginning of year
    
    $
    16,442,000
    
    
    $
    16,107,000Service cost
    
    
    637,000
    
    
    
    798,000Interest cost
    
    
    1,049,000
    
    
    
    995,000Unrecognized gain
    
    
    (1,837,000
    )
    
    
    (1,215,000
    )Benefits paid
    
    
    (413,000
    )
    
    
    (243,000
    )Benefit obligation at end of year
    
    $
    15,878,000
    
    
    $
    16,442,000Plan Assets
    
    
    
    
    
    
    Amounts recorded in other comprehensive income:
    
    $
    1,294,000
    
    
    $
    3,259,000Weighted-average assumptions as of December 31:Discount rate used to determine benefit obligation
    
    
    6.10
    %
    
    
    6.50
    %Discount rate used to determine net periodic benefit cost
    
    
    6.10
    %
    
    
    5.90
    %
  2008
    
    
    2007
    
    
    2006Pension Expense:Multi-employer plan
contributions
    
    $
    535,000
    
    
    $
    424,000
    
    
    $
    423,000Defined contribution plan
contributions
    
    
    414,000
    
    
    
    452,000
    
    
    
    510,000Total pension expense
    
    
    949,000
    
    
    
    876,000
    
    
    
    933,000Health and life insurance:Service cost
    
    
    637,000
    
    
    
    798,000
    
    
    
    797,000Interest cost
    
    
    1,049,000
    
    
    
    995,000
    
    
    
    862,000Amortization of net loss
    
    
    128,000
    
    
    
    267,000
    
    
    
    300,000Net periodic benefit cost
    
    
    1,814,000
    
    
    
    2,060,000
    
    
    
    1,959,000Total postretirement benefits
expense
    
    $
    2,763,000
    
    
    $
    2,936,000
    
    
    $
    2,892,000
 48




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries  Notes to Consolidated Financial Statements  (Continued)
     1- Percentage
    
    1-PercentagePoint Increase
    
    Point DecreaseEffect on total of service and interest cost components
    
    $
    300,000
    
    
    $
    (244,000
    )Effect on postretirement benefit obligation
    
    $
    2,495,000
    
    
    $
    (2,043,000
    )
  Fiscal 2009
    
    $
    520,000Fiscal 2010
    
    $
    394,000Fiscal 2011
    
    $
    496,000Fiscal 2012
    
    $
    624,000Fiscal 2013
    
    $
    751,000Fiscal 2014
 2018
    
    $
    5,099,000
 11. Related Party Transactions
   49




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries  Notes to Consolidated Financial Statements  (Continued)
 12. Labor Concentration
  13. Commitments and Contingencies
  14. Quarterly Results of Operations (Unaudited)
  1st Quarter
    
    
    2nd Quarter
    
    
    3rd Quarter
    
    
    4th Quarter
    
    
    Total Year2008:Product sales
    
    $
    25,983,212
    
    
    $
    29,395,247
    
    
    $
    29,497,102
    
    
    $
    25,663,085
    
    
    $
    110,538,646Tooling sales
    
    
    3,102,225
    
    
    
    543,447
    
    
    
    533,461
    
    
    
    1,937,056
    
    
    
    6,116,189Net sales
    
    
    29,085,437
    
    
    
    29,938,694
    
    
    
    30,030,563
    
    
    
    27,600,141
    
    
    
    116,654,835Gross margin
    
    
    4,316,206
    
    
    
    5,620,963
    
    
    
    6,037,862
    
    
    
    5,234,552
    
    
    
    21,209,583Income before interest and taxes (1)
    
    
    1,501,871
    
    
    
    2,627,145
    
    
    
    2,851,822
    
    
    
    2,208,748
    
    
    
    9,189,585Net income (1)
    
    
    864,153
    
    
    
    1,716,261
    
    
    
    1,687,927
    
    
    
    1,375,144
    
    
    
    5,643,486Net income per common share:Basic (1)
    
    $
    0.13
    
    
    $
    0.25
    
    
    $
    0.25
    
    
    $
    0.20
    
    
    $
    0.84Diluted (1)
    
    $
    0.12
    
    
    $
    0.24
    
    
    $
    0.24
    
    
    $
    0.20
    
    
    $
    0.812007:Product sales
    
    $
    30,650,936
    
    
    $
    24,685,106
    
    
    $
    23,744,611
    
    
    $
    21,964,403
    
    
    $
    101,045,056Tooling sales
    
    
    578,155
    
    
    
    13,610,170
    
    
    
    6,175,333
    
    
    
    1,303,173
    
    
    
    21,666,831Net sales
    
    
    31,229,091
    
    
    
    38,295,276
    
    
    
    29,919,944
    
    
    
    23,267,576
    
    
    
    122,711,887Gross margin
    
    
    4,825,686
    
    
    
    4,605,074
    
    
    
    4,079,067
    
    
    
    3,458,155
    
    
    
    16,967,982Income before interest and taxes
    
    
    1,734,103
    
    
    
    1,817,912
    
    
    
    1,292,471
    
    
    
    724,736
    
    
    
    5,569,222Net income
    
    
    1,212,770
    
    
    
    1,266,133
    
    
    
    717,182
    
    
    
    530,388
    
    
    
    3,726,473Net income per common share:Basic (1)
    
    $
    0.12
    
    
    $
    0.12
    
    
    $
    0.10
    
    
    $
    0.08
    
    
    $
    0.43Diluted (1)
    
    $
    0.11
    
    
    $
    0.12
    
    
    $
    0.09
    
    
    $
    0.08
    
    
    $
    0.41
 
 (1)
    
    Sum of the quarters do not sum to total year due to rounding. 50




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##### Table of Contents



ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND
FINANCIAL DISCLOSURE
  
 ITEM 9A(T). CONTROLS AND PROCEDURES
 Disclosure Controls and Procedures
  Managements Report on Internal Control over Financial Reporting
    Changes In Internal Controls
  
 ITEM 9B. OTHER INFORMATION
  51




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##### Table of Contents



PART III
 
 ITEM 10. DIRECTORS, EXECUTIVE OFFICERS, AND CORPORATE GOVERNANCE
  
 ITEM 11. EXECUTIVE COMPENSATION
  
 ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER
MATTERS
  
 ITEM 13. CERTAIN RELATIONSHIPS, RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
  
 ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES
  52




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##### Table of Contents



PART IV
 
 ITEM 15. EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
 (a) Documents filed as Part of this Report:
 (1) Financial Statements
        (2) Financial Statement Schedules
    (3) Exhibits
  53




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##### Table of Contents



SIGNATURES
  CORE MOLDING TECHNOLOGIES, INC.By
    
    /s/ Kevin L. Barnett

Kevin L. BarnettPresident and Chief Executive OfficerDate: April 1, 2009
  /s/ Kevin L. Barnett

Kevin L. Barnett
    
    President, Chief Executive Officer,
and Director
    
    April 1, 2009/s/ Herman F. Dick, Jr.

Herman F. Dick, Jr.
    
    Vice President, Secretary, Treasurer,
and Chief Financial Officer
    
    April 1, 2009*

Thomas R. Cellitti
    
    Director
    
    April 1, 2009*

James F. Crowley
    
    Director
    
    April 1, 2009*

Ralph O. Hellmold
    
    Director
    
    April 1, 2009*

Malcolm M. Prine
    
    Director
    
    April 1, 2009*By /s/ Herman F. Dick, Jr.

Herman F. Dick, Jr.
    
    Attorney-In-Fact
    
    April 1, 2009
 54




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
 Schedule II
   Additions(Recovered)/Balance at
    
    Charged to
    
    Charged toBeginning
    
    Costs &
    
    Other
    
    Deductions
    
    Balance Atof Year
    
    Expenses
    
    Accounts
    
    (A)
    
    End of YearYear Ended December
31, 2008
    
    $
    334,000
    
    
    $
    (110,000
    )
    
    
    
    
    
    $
    115,000
    
    
    $
    109,000Year Ended December
31, 2007
    
    $
    262,000
    
    
    $
    107,000
    
    
    
    
    
    
    $
    35,000
    
    
    $
    334,000Year Ended December
31, 2006
    
    $
    214,000
    
    
    $
    120,000
    
    
    
    
    
    
    $
    72,000
    
    
    $
    262,000
 
 (A)
    
    Amount represents uncollectible accounts written off. 55




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##### Table of Contents



INDEX TO EXHIBITS
 Exhibit No.
    
    Description
    
    Location2(a)(1)
    
    Asset Purchase Agreement
dated as of September 12, 1996,
as amended October 31, 1996,
between Navistar and RYMAC1
    
    Incorporated by
reference to Exhibit
2-A to Registration
Statement on Form S-4
(Registration
No. 333-15809)2(a)(2)
    
    Second Amendment to Asset Purchase
Agreement dated December 16, 19961
    
    Incorporated by
reference to Exhibit
2(a)(2) to Annual Report
on Form 10-K for the year
ended December 31, 20012(b)(1)
    
    Agreement and Plan of Merger
dated as of November 1, 1996,
between Core Molding and
RYMAC
    
    Incorporated by
reference to Exhibit
2-B to Registration
Statement on Form
S-4 (Registration
No. 333-15809)2(b)(2)
    
    First Amendment to Agreement and
Plan of Merger dated as of
December 27, 1996 between
Core Molding and RYMAC
    
    Incorporated by reference to
Exhibit 2(b)(2) to Annual Report
on Form 10-K for the year
ended December 31, 20022(c)
    
    Asset Purchase Agreement dated as
of October 10, 2001, between
Core Molding Technologies, Inc. and
Airshield Corporation
    
    Incorporated by
reference to Exhibit 1 to
Form 8-K filed
October 31, 20013(a)(1)
    
    Certificate of Incorporation of
Core Molding Technologies, Inc.
as filed with the Secretary of State
of Delaware on October 8, 1996
    
    Incorporated by
reference to Exhibit
4(a) to Registration
Statement on Form
S-8, (Registration
No. 333-29203)3(a)(2)
    
    Certificate of Amendment of
Certificate of Incorporation
of Core Molding Technologies, Inc.
as filed with the Secretary of State
of Delaware on November 6, 1996
    
    Incorporated by
reference to Exhibit
4(b) to Registration
Statement on Form
S-8 (Registration
No. 333-29203)
 56




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##### Table of Contents



Exhibit No.
    
    Description
    
    Location3(a)(3)
    
    Certificate of Amendment of Certificate
of Incorporation as filed with the Secretary
of State of Delaware on August 28, 2002
    
    Incorporated by
reference to Exhibit 3(a)(4)
to Quarterly Report on
Form 10-Q for the quarter
ended September 30, 20023(a)(4)
    
    Certificate of Designation, Preferences and
Rights of Series A Junior Participating Preferred
Stock as filed with the Secretary of State of
Delaware on July 18, 2007
    
    Incorporated by
reference to Exhibit 3.1
to Form 8-K filed
July 19, 20073(b)
    
    Amended and Restated
By-Laws of Core Molding
Technologies, Inc.
    
    Incorporated by reference to
Exhibit 3.1 to Current Report
on Form 8-K filed
January 4, 20084(a)(1)
    
    Certificate of Incorporation of
Core Molding Technologies, Inc.
as filed with the Secretary of State
of Delaware on October 8, 1996
    
    Incorporated by
reference to Exhibit
4(a) to Registration
Statement on Form
S-8 (Registration
No. 333-29203)4(a)(2)
    
    Certificate of Amendment of
Certificate of Incorporation
of Core Molding Technologies, Inc.
as filed with the Secretary of State
of Delaware on November 6, 1996
    
    Incorporated by
reference to Exhibit
4(b) to Registration
Statement on Form
S-8 (Registration
No. 333-29203)4(a)(3)
    
    Certificate of Amendment of Certificate
of Incorporation as filed with the Secretary
of State of Delaware on August 28, 2002
    
    Incorporated by
reference to Exhibit
3(a)(4) to Quarterly
Report on Form 10-Q for the
quarter ended September 30, 20024(a)(4)
    
    Certificate of Designation, Preferences and
Rights of Series A Junior Participating Preferred
Stock as filed with the Secretary of State of
Delaware on July 18, 2007
    
    Incorporated by reference
to Exhibit 3.1 to Form
8-K filed July 19, 20074(b)
    
    Stockholder Rights Agreement dated as of
July 18, 2007, between Core Molding
Technologies, Inc. and American Stock
Transfer & Trust Company
    
    Incorporated by reference
to Exhibit 4.1 to Current
Report Form 8-K
filed July 19, 200710(a)
    
    Supply Agreement, dated June 23, 2008
between Core Molding Technologies, Inc.
and Core Composites Corporation and
Navistar, Inc.5
    
    Incorporated by
reference to Exhibit 10(a)
to Quarterly Report on
Form 10-Q for the quarter
ended June 30, 2008
 57




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##### Table of Contents



Exhibit No.
    
    Description
    
    Location10(b)
    
    Supply and Management Agreement dated
as of June 1, 2006 between PACCAR Inc.
and Core Molding Technologies, Inc.5
    
    Incorporated by reference
to Exhibit 10(a) to Quarterly
Report on Form 10-Q for the
quarter ended June 30, 200710(c)
    
    Registration Rights Agreement, dated
December 31, 1996, by and between
Navistar International Transportation
Corp. and various other persons who
become parties pursuant to the agreement
    
    Incorporated by reference to
Exhibit 10(d) to Annual
Report on Form 10-K
for the year ended
December 31, 200110(d)
    
    Credit agreement, dated December 9, 2008, by and
between Core Molding Technologies, Inc and
CoreComposites de Mexico, S De. R.L. de C.V.
and Key Bank National Association
    
    Filed herein10(e)
    
    Master Equipment Lease Agreement3
by and between KeyCorp Leasing,
a division of Key Corporate
Capital, Inc. and Core Molding
Technologies, Inc.
    
    Incorporated by reference to
Exhibit 10(f) to Annual Report
on Form 10-K for the year
ended December 31, 200210(e)(1)
    
    Amendment, dated March 26, 2001, to
Master Equipment Lease Agreement3by
and between KeyCorp Leasing,
a division of Key Corporate
Capital, Inc. and Core Molding
Technologies, Inc.
    
    Incorporated by reference
to Exhibit 10(f)(1) to
Annual Report on Form
10-K for the year ended
December 31, 200010(f)
    
    Loan Agreement, dated April 1,
1998, by and between South Carolina
Jobs  Economic Development Authority
and Core Molding Technologies, Inc.
    
    Incorporated by reference to
Exhibit 10(g) to Annual
Report on Form 10-K for the
year ended December 31, 200310(g)
    
    Reimbursement Agreement, dated
April 1, 1998, by and between Core
Molding Technologies, Inc. and Key Bank
National Association
    
    Incorporated by reference to
Exhibit 10(h) to Annual
Report on Form 10-K for the
year ended December 31, 200310(h)
    
    Core Molding Technologies, Inc.
Employee Stock Purchase Plan4
    
    Incorporated by
reference to Exhibit 4(e) to
Registration Statement on Form
S-8 (Registration No. 333-60909)10(h)(1)
    
    2002 Core Molding Technologies, Inc.
Employee Stock Purchase Plan (as amended
May 17, 2006) 4
    
    Incorporated by reference to
Exhibit 10.3 to Current Report
on Form 8-K dated May 23, 200610(i)
    
    Letter Agreement Regarding Terms and
Conditions of Interest Rate Swap
Agreement between Key Bank National
Association and Core Molding Technologies, Inc.
    
    Incorporated by reference to
Exhibit 10(j) to Annual Report
on Form 10-K for the year ended
December 31, 2003
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##### Table of Contents



Exhibit No.
    
    Description
    
    Location10(i)(1)
    
    Letter Agreement Regarding Terms and
Conditions of Interest Rate Swap
Agreement between Key Bank National
Association and Core Molding Technologies, Inc.
    
    Filed Herein10(j)
    
    2006 Core Molding Technologies, Inc.
Long Term Equity Incentive Plan4
    
    Incorporated by reference to
Exhibit 10.1 to Current Report
on Form 8-K dated May 23, 200610(k)
    
    Core Molding Technologies, Inc.
Cash Profit Sharing Plan4
    
    Incorporated by reference to
Exhibit 10(1) to Current Report on
Form 8-K dated December 29, 200810(l)
    
    Form of Amended and Restated
Executive Severance Agreement
between Core Molding Technologies, Inc.
and certain executive officers 4
    
    Incorporated by reference to
Exhibit 10.2 to Current Report on
Form 8-K dated December 29, 200810(m)
    
    Form of Amended and Restated
Restricted Stock Agreement
between Core Molding Technologies, Inc. and certain executive officers 4
    
    Incorporated by reference to
Exhibit 10.1 to Current Report
on Form 8-K dated January 4, 200810(n)
    
    Form of Executive Severance Agreement
between Core Molding Technologies, Inc.
and certain executive officers4
    
    Incorporated by reference to
Exhibit 10.4 to Current Report
on Form 8-K dated May 23, 200610(o)
    
    Form of Restricted Stock Agreement
between Core Molding Technologies, Inc.
and certain executive officers4
    
    Incorporated by reference to
Exhibit 10.2 to Current Report
on Form 8-K dated May 23, 200611
    
    Computation of Net Income per Share
    
    Exhibit 11 is omitted because
the required information is
included in the Notes to Financial
Statements in Part II, Item 8 of this
Annual Report on Form 10-K14
    
    Code of Conduct and Business Ethics
    
    Incorporated by reference to
Exhibit 14 to Annual Report
on Form 10-K for the year
ended December 31, 200323
    
    Consent of Deloitte & Touche LLP
    
    Filed Herein24
    
    Powers of Attorney
    
    Filed Herein31(a)
    
    Section 302 Certification by Kevin L.
Barnett, President and Chief Executive
Officer
    
    Filed Herein
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##### Table of Contents



Exhibit No.
    
    Description
    
    Location31(b)
    
    Section 302 Certification by Herman F.
Dick, Jr., Vice President, Secretary,
Treasurer, and Chief Financial Officer
    
    Filed Herein32(a)
    
    Certification of Kevin L. Barnett,
Chief Executive Officer of Core Molding
Technologies, Inc., dated April 1, 2009,
pursuant to 18 U.S.C. Section 1350
    
    Filed Herein32(b)
    
    Certification of Herman F. Dick, Jr.,
Vice President, Treasurer, Secretary, and
Chief Financial Officer of Core Molding
Technologies, Inc., dated April 1, 2009,
pursuant to 18 U.S.C. Section 1350
    
    Filed Herein
 
 1
    
    The Asset Purchase Agreement, as filed with the SEC at Exhibit 2-A to Registration
Statement on Form S-4 (Registration No. 333-15809), omits the exhibits (including, the Buyer Note,
Special Warranty Deed, Supply Agreement, Registration Rights Agreement, and Transition Services
Agreement, identified in the Asset Purchase Agreement) and schedules (including, those identified
in Sections 1, 3, 4, 5, 6, 8, and 30 of the Asset Purchase Agreement). Core Molding Technologies,
Inc. will provide any omitted exhibit or schedule to the SEC upon request.2
    
    The Loan Agreement filed with this Annual Report on Form 10-K, omits the exhibits
(including Revolving Credit Note, Term Note, Security Agreement, Ohio Mortgage, South Carolina
Mortgage, and Guaranty) and schedules. Core Molding Technologies, Inc. will provide any omitted
exhibit to the SEC upon request.3
    
    The Master Equipment Lease, incorporated by reference in the Exhibits to this Annual
Report on Form 10-K, omits certain schedules (including addendum to the schedules) which separately
identify equipment subject to the Master Equipment Lease and certain additional terms applicable to
the lease of such equipment. New schedules may be added under the terms of the Master Equipment
Lease from time to time and existing schedules may change. Core Molding Technologies, Inc. will
provide any omitted schedule to the SEC upon request.4
    
    Indicates management contracts or compensatory plans that are required to be filed as
an exhibit to this Annual Report on Form 10-K.5
    
    Certain portions of this Exhibit have been omitted intentionally subject to a
confidentiality treatment request. A complete version of the Exhibit has been filed separately
with the Securities and Exchange Commission. 60