##### Table of Contents



UNITED STATES SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-K
  þ
    
    ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the fiscal year ended December 31, 2009
 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
(State or other jurisdiction of incorporation or organization)
    
    31-1481870
(I.R.S. Employer Identification No.)800 Manor Park Drive, Columbus, Ohio
(Address of principal executive offices)
    
    43228 - 0183
(Zip Code)
   Title of each class 
Common Stock, par value $.01
    
    Name of each exchange on which registered
NYSE Amex
 
 Yes o No þ
 Yes o No þ
 Yes þ No o
 Yes o No o
 Form 10-K. o
  Large accelerated filer o
    
    Accelerated filer o
    
    Non-accelerated filer o
    
    Smaller reporting company þ(Do not check if a smaller reporting company)
 Yes o No þ




---



##### 



CORE MOLDING TECHNOLOGIES, INC AND SUBSIDIARIES
 TABLE OF CONTENTS
 Defined TermsPart IItem 1. Business
    
    
    3Item 1A. Risk Factors
    
    
    10Item 1B. Unresolved Staff Comments
    
    
    15Item 2. Properties
    
    
    15Item 3. Legal Proceedings
    
    
    16Item 4. (Removed and Reserved)
    
    
    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
    
    
    27Item 8. Financial Statements and Supplementary Data
    
    
    28Item 9. Changes in and Disagreements With Accountants on Accounting and Financial Disclosure
    
    
    53Item 9A(T). Controls and Procedures
    
    
    53Item 9B. Other Information
    
    
    53Part IIIItem 10. Directors, Executive Officers, and Corporate Governance
    
    
    54Item 11. Executive Compensation
    
    
    54Item 12. Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters
    
    
    54Item 13. Certain Relationships, Related Transactions, and Director Independence
    
    
    54Item 14. Principal Accountant Fees and Services
    
    
    54Part IVItem 15. Exhibits and Financial Statement Schedules
    
    
    55Signatures
    
    
    56Exhibit Index
    
    
    58Exhibit 10(a)(1)Exhibit 23Exhibit 23(a)Exhibit 24Exhibit 31(a)Exhibit 31(b)Exhibit 32(a)Exhibit 32(b)
   2




---



##### Table of Contents



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




---



##### Table of Contents



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, social and political environments 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; the actions of competitors, customers, and suppliers;
failure of Core Molding Technologies suppliers to perform their obligations; the availability of
raw materials; inflationary pressures; new technologies; regulatory matters; labor relations; the
loss or inability of Core Molding Technologies to attract and retain key personnel; 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; risks related to the transfer of production from Core Molding
Technologies Columbus facility to its Matamoros 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




---



##### Table of Contents



MAJOR COMPETITORS
  MAJOR CUSTOMERS
  Relationship with Navistar
    Relationship with PACCAR
    5




---



##### Table of Contents



OTHER CUSTOMERS
  EXPORT SALES
  FOREIGN OPERATIONS
   PRODUCTS
 SMC Compound
   
    
    Control information during various production processes; and
 
    
    Data for statistical batch controls.
  SMC PoundsProducedYear
    
    (Millions)2009
    
    
    142008
    
    
    222007
    
    
    22
  6




---



##### Table of Contents



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




---



##### Table of Contents



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




---



##### Table of Contents



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




---



##### Table of Contents



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




---



##### Table of Contents



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




---



##### Table of Contents



Changes in the legal, regulatory and social responses to climate change, including any possible
effect on energy prices, could adversely effect our business and 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.
   12




---



##### Table of Contents



If we are unable to meet future capital requirements, our business may be adversely affected.
  Our failure to comply with our debt covenants could have a material adverse effect on our business,
financial condition or results of operations.
  We may not achieve expected efficiencies related to the proximity of our customers production
facilities to our manufacturing facilities, or with respect to existing or future production
relocation plans.
  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.
   13




---



##### Table of Contents



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.
  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.
   14




---



##### Table of Contents



ITEM 1B.
    
    UNRESOLVED STAFF COMMENTS
  
 ITEM 2.
    
    PROPERTIES
    ApproximateSquare FeetManufacturing/Warehouse
    
    
    315,409Office
    
    
    16,149Total
    
    
    331,558
  ApproximateSquare FeetManufacturing/Warehouse
    
    
    105,700Office
    
    
    5,200Total
    
    
    110,900
  ApproximateSquare FeetManufacturing/Warehouse
    
    
    422,000Office
    
    
    15,000Total
    
    
    437,000
  15




---



##### Table of Contents



ApproximateSquare FeetManufacturing/Warehouse
    
    
    103,976Office
    
    
    3,764Total
    
    
    107,740
  
 ITEM 3.
    
    LEGAL PROCEEDINGS
  
 ITEM 4.
    
    SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
   16




---



##### Table of Contents



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
    
    
    2009
    
    
    $
    3.39
    
    
    $
    2.69Third Quarter
    
    
    2009
    
    
    
    4.19
    
    
    
    2.16Second Quarter
    
    
    2009
    
    
    
    3.00
    
    
    
    1.30First Quarter
    
    
    2009
    
    
    
    2.99
    
    
    
    1.16Fourth Quarter
    
    
    2008
    
    
    $
    6.24
    
    
    $
    2.05Third Quarter
    
    
    2008
    
    
    
    7.49
    
    
    
    5.50Second Quarter
    
    
    2008
    
    
    
    7.40
    
    
    
    6.55First Quarter
    
    
    2008
    
    
    
    7.90
    
    
    
    6.48
   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
    
    
    590,620
    
    
    $
    3.52
    
    
    
    1,887,806Equity 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




---



##### Table of Contents



ITEM 6.
    
    SELECTED FINANCIAL DATA
  (In thousands,
    
    Years Ended December 31,except per share data)
    
    2009
    
    
    2008
    
    
    2007
    
    
    2006
    
    
    2005Operating Data:Product sales
    
    $
    76,167
    
    
    $
    110,539
    
    
    $
    101,045
    
    
    $
    150,174
    
    
    $
    124,910Tooling sales
    
    
    7,172
    
    
    
    6,116
    
    
    
    21,667
    
    
    
    12,156
    
    
    
    5,633Net sales
    
    
    83,339
    
    
    
    116,655
    
    
    
    122,712
    
    
    
    162,330
    
    
    
    130,543Gross margin
    
    
    11,425
    
    
    
    21,210
    
    
    
    16,968
    
    
    
    29,869
    
    
    
    23,275Income before interest and taxes
    
    
    2,485
    
    
    
    9,190
    
    
    
    5,569
    
    
    
    15,856
    
    
    
    10,394Net income
    
    
    1,018
    
    
    
    5,643
    
    
    
    3,726
    
    
    
    10,411
    
    
    
    6,286Earnings Per Share Data:Net income per common share:Basic
    
    
    .15
    
    
    
    .84
    
    
    
    .43
    
    
    
    1.03
    
    
    
    .63Diluted
    
    
    .15
    
    
    
    .81
    
    
    
    .41
    
    
    
    1.00
    
    
    
    .60Balance Sheet Data:Total assets
    
    
    78,141
    
    
    
    73,831
    
    
    
    61,695
    
    
    
    89,506
    
    
    
    74,221Working capital
    
    
    13,587
    
    
    
    10,631
    
    
    
    6,253
    
    
    
    27,575
    
    
    
    22,766Long-term debt
    
    
    17,733
    
    
    
    11,129
    
    
    
    5,914
    
    
    
    7,779
    
    
    
    9,595Stockholders equity
    
    
    29,197
    
    
    
    28,975
    
    
    
    21,827
    
    
    
    42,694
    
    
    
    34,141Return on Equity
    
    
    3
    %
    
    
    19
    %
    
    
    17
    %
    
    
    24
    %
    
    
    18
    %
  18




---



##### Table of Contents



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, social and political environments 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; the actions of competitors, customers, and suppliers;
failure of Core Molding Technologies suppliers to perform their obligations; the availability of
raw materials; inflationary pressures; new technologies; regulatory matters; labor relations; the
loss or inability of Core Molding Technologies to attract and retain key personnel; 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; risks related to the transfer of production from Core Molding
Technologies Columbus facility to its Matamoros 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




---



##### Table of Contents



RESULTS OF OPERATIONS
 2009 COMPARED WITH 2008
        20




---



##### Table of Contents



2008 COMPARED WITH 2007
         21




---



##### Table of Contents



LIQUIDITY AND CAPITAL RESOURCES
       22




---



##### Table of Contents



CONTRACTUAL OBLIGATIONS AND OFF-BALANCE SHEET TRANSACTIONS
   23




---



##### Table of Contents



2010
    
    
    2011 - 2012
    
    
    2013 - 2014
    
    
    2015 and after
    
    
    TotalDebt
    
    $
    3,675,000
    
    
    $
    8,256,000
    
    
    $
    7,048,000
    
    
    $
    2,429,000
    
    
    $
    21,408,000Line of credit
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Interest
    
    
    1,019,000
    
    
    
    1,087,000
    
    
    
    422,000
    
    
    
    74,000
    
    
    
    2,602,000Operating lease obligations
    
    
    446,000
    
    
    
    496,000
    
    
    
    
    
    
    
    
    
    
    
    942,000Contractual commitments
for capital expenditures
    
    
    30,000
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    30,000Postretirement benefits
    
    
    668,000
    
    
    
    1,131,000
    
    
    
    1,620,000
    
    
    
    15,325,000
    
    
    
    18,744,000Total
    
    $
    5,838,000
    
    
    $
    10,970,000
    
    
    $
    9,090,000
    
    
    $
    17,828,000
    
    
    $
    43,726,000
  CRITICAL ACCOUNTING POLICIES AND ESTIMATES
   Accounts Receivable Allowances
  Inventories
   24




---



##### Table of Contents



Goodwill and Long-Lived Assets
  Self-Insurance
  Post Retirement Benefits
  Revenue Recognition
  Income Taxes
    25




---



##### Table of Contents



Inflation
  Recent Accounting Pronouncements
 TM
      26




---



##### Table of Contents



ITEM 7A.
    
    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
       27




---



##### Table of Contents



ITEM 8.
    
    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
     /s/ Crowe Horwath LLP
 
  28




---



##### Table of Contents



ITEM 8.
    
    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
 REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
 
    /s/
Deloitte and Touche LLP
 
  29




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Consolidated Statements of Income
 Years Ended December 31,2009
    
    
    2008
    
    
    2007Net sales:Products
    
    $
    76,166,975
    
    
    $
    110,538,646
    
    
    $
    101,045,056Tooling
    
    
    7,171,701
    
    
    
    6,116,189
    
    
    
    21,666,831Total sales
    
    
    83,338,676
    
    
    
    116,654,835
    
    
    
    122,711,887Total cost of sales
    
    
    71,913,360
    
    
    
    95,445,252
    
    
    
    105,743,905Gross margin
    
    
    11,425,316
    
    
    
    21,209,583
    
    
    
    16,967,982Total selling, general, and administrative expense
    
    
    8,939,820
    
    
    
    12,019,998
    
    
    
    11,398,760Income before interest and income taxes
    
    
    2,485,496
    
    
    
    9,189,585
    
    
    
    5,569,222Interest income
    
    
    
    
    
    
    
    
    
    
    542,167Interest expense
    
    
    (951,051
    )
    
    
    (689,135
    )
    
    
    (717,162
    )Income before income taxes
    
    
    1,534,445
    
    
    
    8,500,450
    
    
    
    5,394,227Income taxes:Current
    
    
    (608,815
    )
    
    
    2,866,659
    
    
    
    1,540,421Deferred
    
    
    1,125,555
    
    
    
    (9,695
    )
    
    
    127,333Total income taxes
    
    
    516,740
    
    
    
    2,856,964
    
    
    
    1,667,754Net income
    
    $
    1,017,705
    
    
    $
    5,643,486
    
    
    $
    3,726,473Net income per common share:Basic
    
    $
    .15
    
    
    $
    .84
    
    
    $
    .43Diluted
    
    $
    .15
    
    
    $
    .81
    
    
    $
    .41Weighted average common shares outstanding:Basic
    
    
    6,772,065
    
    
    
    6,742,316
    
    
    
    8,686,905Diluted
    
    
    6,824,552
    
    
    
    6,992,249
    
    
    
    9,004,429
   30




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Consolidated Balance Sheets
 December 31,2009
    
    
    2008AssetsCurrent assets:Cash
    
    $
    4,141,838
    
    
    $
    Accounts receivable (less allowance for doubtful accounts: 2009 - $113,000 and 2008 - $109,000)
    
    
    11,936,335
    
    
    
    15,435,103Inventories:Finished goods
    
    
    863,166
    
    
    
    3,533,246Work in process
    
    
    1,253,975
    
    
    
    1,458,602Stores
    
    
    4,896,221
    
    
    
    4,740,375Total inventories, net
    
    
    7,013,362
    
    
    
    9,732,223Deferred tax asset
    
    
    1,195,831
    
    
    
    1,869,198Foreign sales tax receivable
    
    
    652,155
    
    
    
    584,230Taxes receivable
    
    
    562,176
    
    
    
    Prepaid expenses and other current assets
    
    
    1,021,093
    
    
    
    876,094Total current assets
    
    
    26,522,790
    
    
    
    28,496,848Property, plant, and equipment
    
    
    81,670,080
    
    
    
    71,970,638Accumulated depreciation
    
    
    (36,726,836
    )
    
    
    (33,155,187
    )Property, plant, and equipment  net
    
    
    44,943,244
    
    
    
    38,815,451Deferred tax asset
    
    
    5,535,735
    
    
    
    5,318,623Goodwill
    
    
    1,097,433
    
    
    
    1,097,433Customer list/ Non-compete
    
    
    
    
    
    
    37,139Other assets
    
    
    42,028
    
    
    
    65,598Total
    
    $
    78,141,230
    
    
    $
    73,831,092Liabilities and Stockholders EquityCurrent liabilities:Current portion long-term debt
    
    $
    3,675,005
    
    
    $
    2,905,716Notes payable line of credit
    
    
    
    
    
    
    1,193,965Accounts payable
    
    
    4,805,468
    
    
    
    6,866,388Tooling in progress
    
    
    484,786
    
    
    
    212,065Current portion of postretirement benefits liability
    
    
    667,000
    
    
    
    520,000Accrued liabilities:Compensation and related benefits
    
    
    2,400,587
    
    
    
    4,715,884Interest payable
    
    
    102,069
    
    
    
    96,103Taxes
    
    
    
    
    
    
    427,972Other
    
    
    800,912
    
    
    
    928,080Total current liabilities
    
    
    12,935,827
    
    
    
    17,866,173Long-term debt
    
    
    17,732,842
    
    
    
    11,129,184Interest rate swaps
    
    
    198,809
    
    
    
    502,381Postretirement benefits liability
    
    
    18,076,696
    
    
    
    15,357,897Total Liabilities
    
    
    48,944,174
    
    
    
    44,855,635Commitments and ContingenciesStockholders Equity:Preferred stock  $0.01 par value, authorized shares  10,000,000;
outstanding shares: 2009 and 2008  0
    
    
    
    
    
    
    Common stock  $0.01 par value, authorized shares  20,000,000;
outstanding shares: 2009  6,799,641 and 2008  6,765,790
    
    
    67,996
    
    
    
    67,658Paid-in capital
    
    
    23,336,197
    
    
    
    23,002,472Accumulated other comprehensive loss, net of income tax effect
    
    
    (2,223,146
    )
    
    
    (1,092,977
    )Treasury stock
    
    
    (26,179,054
    )
    
    
    (26,179,054
    )Retained earnings
    
    
    34,195,063
    
    
    
    33,177,358Total stockholders equity
    
    
    29,197,056
    
    
    
    28,975,457Total
    
    $
    78,141,230
    
    
    $
    73,831,092
   31




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Consolidated Statements of Stockholders Equity
for the Years Ended December 31, 2009, 2008, and 2007
 AccumulatedOtherCommon Stock
    
    
    
    
    
    
    
    
    
    
    Comprehensive
    
    
    
    
    
    
    TotalOutstanding
    
    
    Paid-In
    
    
    Retained
    
    
    Income
    
    
    Treasury
    
    
    StockholdersShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    (Loss)
    
    
    Stock
    
    
    EquityBalance 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 (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
    )
    
    $
    28,975,457Net Income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    1,017,705
    
    
    
    
    
    
    
    
    
    
    
    1,017,705Hedge accounting effect of the interest rate swap, net of deferred income tax
expense of $29,076
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    64,455
    
    
    
    
    
    
    
    64,455Deferral of unrecognized net loss, net of tax benefit of $700,376
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (1,194,624
    )
    
    
    
    
    
    
    (1,194,624
    )Comprehensive Loss
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (112,464
    )Restricted stock issued
    
    
    33,851
    
    
    
    338
    
    
    
    183,070
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    183,408Share-based compensation
    
    
    
    
    
    
    
    
    
    
    150,655
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    150,655Balance at December 31, 2009
    
    
    6,799,641
    
    
    $
    67,996
    
    
    $
    23,336,197
    
    
    $
    34,195,063
    
    
    $
    (2,223,146
    )
    
    $
    (26,179,054
    )
    
    $
    29,197,056
   32




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Consolidated Statements of Cash Flows
 Years Ended December 31,2009
    
    
    2008
    
    
    2007Cash flows from operating activities:Net income
    
    $
    1,017,705
    
    
    $
    5,643,486
    
    
    $
    3,726,473Adjustments to reconcile net income to net cash provided by operating
activities:Depreciation and amortization
    
    
    3,855,603
    
    
    
    3,544,676
    
    
    
    3,409,867Deferred income taxes
    
    
    1,125,555
    
    
    
    (9,695
    )
    
    
    127,332Interest (income) expense related to ineffectiveness of swap
    
    
    (210,041
    )
    
    
    51,555
    
    
    
    34,664Loss (gain) on disposal of assets
    
    
    31,405
    
    
    
    
    
    
    
    (3,116
    )Share-based compensation
    
    
    334,063
    
    
    
    287,502
    
    
    
    268,274(Gain) loss on translation of foreign currency financial statements
    
    
    (135,769
    )
    
    
    190,509
    
    
    
    7,826Change in operating assets and liabilities:Accounts receivable
    
    
    3,498,768
    
    
    
    (2,965,601
    )
    
    
    9,986,675Inventories
    
    
    2,718,861
    
    
    
    (1,387,813
    )
    
    
    (951,434
    )Prepaid expenses and other assets
    
    
    (75,086
    )
    
    
    331,261
    
    
    
    170,072Accounts payable
    
    
    (1,745,662
    )
    
    
    (1,675,948
    )
    
    
    (2,442,408
    )Accrued and other liabilities
    
    
    (3,153,925
    )
    
    
    1,746,083
    
    
    
    (4,202,820
    )Postretirement benefits liability
    
    
    972,799
    
    
    
    1,400,998
    
    
    
    1,816,475Net cash provided by operating activities
    
    
    8,234,276
    
    
    
    7,157,013
    
    
    
    11,947,880Cash flows from investing activities:Purchase of property, plant, and equipment
    
    
    (10,065,099
    )
    
    
    (12,097,474
    )
    
    
    (2,742,675
    )Proceeds from sale of property and equipment
    
    
    18,000
    
    
    
    
    
    
    
    3,116Net cash used in investing activities
    
    
    (10,047,099
    )
    
    
    (12,097,474
    )
    
    
    (2,739,559
    )Cash flows from financing activities:Proceeds from issuance of common stock
    
    
    
    
    
    
    100,130
    
    
    
    358,224Tax effect from exercise of stock options
    
    
    
    
    
    
    1,092
    
    
    
    116,139Gross repayments on revolving line of credit
    
    
    (34,389,061
    )
    
    
    (55,399,546
    )
    
    
    Gross borrowings on revolving line of credit
    
    
    33,195,096
    
    
    
    54,341,649
    
    
    
    Net borrowings on revolving line of credit
    
    
    
    
    
    
    
    
    
    
    2,251,863Financing costs for new credit agreement
    
    
    (224,321
    )
    
    
    (358,485
    )
    
    
    Gross borrowings on Capex and Mexican loans
    
    
    10,278,663
    
    
    
    8,121,337
    
    
    
    Payment of principal on Capex loan
    
    
    (1,000,000
    )
    
    
    
    
    
    
    Payment of principal on Term loan
    
    
    (1,285,716
    )
    
    
    (1,285,716
    )
    
    
    (1,285,716
    )Payment of principal on industrial revenue bond
    
    
    (620,000
    )
    
    
    (580,000
    )
    
    
    (530,000
    )Payments related to purchase of treasury stock
    
    
    
    
    
    
    
    
    
    
    (26,215,054
    )Net cash provided by (used in) financing activities
    
    
    5,954,661
    
    
    
    4,940,461
    
    
    
    (25,304,544
    )Net increase (decrease) in cash and cash equivalents
    
    
    4,141,838
    
    
    
    
    
    
    
    (16,096,223
    )Cash and cash equivalents at beginning of year
    
    
    
    
    
    
    
    
    
    
    16,096,223Cash and cash equivalents at end of year
    
    $
    4,141,838
    
    
    $
    
    
    
    $
    Cash paid during the year for:Interest
    
    $
    1,146,159
    
    
    $
    659,520
    
    
    $
    627,873Income taxes (net of tax refunds)
    
    $
    300,958
    
    
    $
    2,327,387
    
    
    $
    19,912Non Cash:Fixed asset purchases in accounts payable
    
    $
    23,946
    
    
    $
    203,436
    
    
    $
    237,182
   33




---



##### 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 
 Inventories 
  34




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
 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
 Income Taxes 
 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.
  35




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
  Quoted Prices in
    
    
    SignificantActive Markets
    
    
    Other
    
    
    Significantfor Identical
    
    
    Observable
    
    
    UnobservableAssets
    
    
    Inputs
    
    
    Inputs
    
    
    Balance as ofRecurring Fair Value Measurements
    
    (Level 1)
    
    
    (Level 2)
    
    
    (Level 3)
    
    
    December 31, 2009LiabilitiesInterest rate swaps
    
    $
    
    
    
    $
    198,809
    
    
    $
    
    
    
    $
    198,809Total
    
    $
    
    
    
    $
    198,809
    
    
    $
    
    
    
    $
    198,809(Level 1)
    
    (Level 2)
    
    (Level 3)
    
    December 31, 2008LiabilitiesInterest rate swaps
    
    $
    
    
    
    $
    502,000
    
    
    $
    
    
    
    $
    502,000Total
    
    $
    
    
    
    $
    502,000
    
    
    $
    
    
    
    $
    502,000
    December 31,
    
    
    December 31,2009
    
    
    2008Balance Sheet Location
    
    Fair Value
    
    
    Fair ValueDerivatives designated as hedging instrumentsInterest rate risk activities
    
    Interest rate swaps
    
    $
    227,482
    
    
    $
    502,000Derivatives not designated as hedging instrumentsInterest rate risk activities
    
    Interest rate swap
    
    $
    (28,673
    )
    
    $
    Total Derivatives
    
    
    
    $
    198,809
    
    
    $
    502,000
  36




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
  Derivatives in Cash Flow Hedging Relationships
 Location of Gain(Loss)
    
    Amount of Gain (Loss)Amount of Gain (Loss)
    
    
    Reclassified from
    
    Reclassified fromDerivatives in Cash Flow
    
    Recognized in OCI on
    
    
    AOCI into Income
    
    AOCI into ExpenseHedging Relationships
    
    Derivative (Effective Portion)
    
    
    (Effective Portion)
    
    (Effective Portion)December 31,
    
    
    December 31,
    
    
    
    
    December 31,
    
    
    December 31,Year ended
    
    2009
    
    
    2008
    
    
    
    
    2009
    
    
    2008Interest rate swaps
    
    $
    129,215
    
    
    $
    (278,815
    )
    
    Interest expense, net
    
    $
    (206,522
    )
    
    $
    (122,068
    )
 Location of Gain (Loss)Recognized in Income on
    
    Amount of Gain (Loss) RecognizedDerivative (Ineffective Portion
    
    in Income of Derivative (IneffectiveDerivatives in Cash Flow Hedging
    
    and Amount Excluded from
    
    Portion and Amount Excluded fromRelationships
    
    Effectiveness Testing)
    
    Effectiveness Testing)December 31,
    
    
    December 31,Year ended
    
    
    
    2009
    
    
    2008Interest rate swaps
    
    Interest income (expense)
    
    $
    43,697
    
    
    $
    (51,555
    )
 Derivatives not designated as hedging instruments
 Amount ofRealized/Unrealized GainDerivatives Not Designated as Hedging
    
    Location of Gain (Loss) Recognized in
    
    (Loss) Recognized in IncomeInstruments
    
    Income on Derivatives
    
    on DerivativesDecember 31,
    
    
    December 31,Year ended
    
    
    
    2009
    
    
    2008Interest rate swap
    
    Interest income (expense)
    
    $
    166,344
    
    
    $
    
  Concentration of Credit Risk 
  37




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
 Earnings Per Common Share 
  Years Ended December 31,2009
    
    
    2008
    
    
    2007Net income
    
    $
    1,017,705
    
    
    $
    5,643,486
    
    
    $
    3,726,473Weighted average common shares outstanding
    
    
    6,772,065
    
    
    
    6,742,316
    
    
    
    8,686,905Plus: dilutive options assumed exercised
    
    
    
    
    
    
    545,225
    
    
    
    587,700Plus: weighted average non-vested restricted stock
    
    
    52,487
    
    
    
    18,089
    
    
    
    33,532Less: shares assumed repurchased with proceeds from exercise
    
    
    
    
    
    
    313,381
    
    
    
    303,708Weighted average common and potentially issuable common
shares outstanding
    
    
    6,824,552
    
    
    
    6,992,249
    
    
    
    9,004,429Basic earnings per common share
    
    $
    .15
    
    
    $
    .84
    
    
    $
    .43Diluted earnings per common share
    
    $
    .15
    
    
    $
    .81
    
    
    $
    .41
  Research and Development 
 Recent
Accounting Pronouncements  TM
     38




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
  Foreign Currency Adjustments 
 3. Major Customers
   2009
    
    
    2008
    
    
    2007Navistar product sales
    
    $
    41,628,094
    
    
    $
    63,759,160
    
    
    $
    45,306,691Navistar tooling sales
    
    
    3,049,675
    
    
    
    3,120,481
    
    
    
    8,322,599Total Navistar sales
    
    
    44,677,769
    
    
    
    66,879,641
    
    
    
    53,629,290PACCAR product sales
    
    
    23,114,813
    
    
    
    27,695,164
    
    
    
    27,813,324PACCAR tooling sales
    
    
    1,069,320
    
    
    
    2,505,368
    
    
    
    12,518,169Total PACCAR sales
    
    
    24,184,133
    
    
    
    30,200,532
    
    
    
    40,331,493Other product sales
    
    
    11,424,068
    
    
    
    19,084,322
    
    
    
    27,925,041Other tooling sales
    
    
    3,052,706
    
    
    
    490,340
    
    
    
    826,063Total other sales
    
    
    14,476,774
    
    
    
    19,574,662
    
    
    
    28,751,104Total product sales
    
    
    76,166,975
    
    
    
    110,538,646
    
    
    
    101,045,056Total tooling sales
    
    
    7,171,701
    
    
    
    6,116,189
    
    
    
    21,666,831Total sales
    
    $
    83,338,676
    
    
    $
    116,654,835
    
    
    $
    122,711,887
  39




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
 4. Foreign Operations
  5. Property, Plant, and Equipment
  2009
    
    
    2008Land and land improvements
    
    $
    4,880,535
    
    
    $
    2,311,507Buildings
    
    
    35,805,457
    
    
    
    20,260,380Machinery and equipment
    
    
    40,171,102
    
    
    
    37,740,971Tools, dies, and patterns
    
    
    780,962
    
    
    
    773,254Additions in progress
    
    
    32,024
    
    
    
    10,884,526Total
    
    
    81,670,080
    
    
    
    71,970,638Less accumulated depreciation
    
    
    (36,726,836
    )
    
    
    (33,155,187
    )Property, plant, and equipment  net
    
    $
    44,943,244
    
    
    $
    38,815,451
  6. Debt and Leases
  December, 312009
    
    
    2008Capex loan payable to a bank, interest at a
variable rate with monthly payments of
interest and principal over a seven-year
period through May 2016
    
    $
    11,000,000
    
    
    $
    8,121,337Mexican loan payable to a bank, interest at
a variable rate with annual principal and
monthly interest payments over a five-year
period through May 2014
    
    
    6,400,000
    
    
    
    Term loan to bank, interest at a variable
rate with monthly payments of interest and
principal over a seven-year period through
December 2010
    
    
    1,392,847
    
    
    
    2,678,563Industrial Revenue Bond, interest
adjustable weekly (2009 average 2.68%; 2008
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
$2,694,000 and $3,332,000 as of December
31, 2009 and 2008, respectively
    
    
    2,615,000
    
    
    
    3,235,000Revolving line of credit
    
    $
    
    
    
    $
    1,193,965Total
    
    
    21,407,847
    
    
    
    15,228,865Less current portion
    
    
    (3,675,005
    )
    
    
    (4,099,681
    )Long-term debt
    
    $
    17,732,842
    
    
    $
    11,129,184
  40




---



##### Table of Contents



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




---



##### 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:
 2010
    
    $
    3,675,0002011
    
    
    4,152,0002012
    
    
    4,104,0002013
    
    
    3,734,0002014
    
    
    3,314,000Thereafter
    
    
    2,429,000Total
    
    $
    21,408,000
  42




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
 Interest Rate Swaps
     Bank Covenants
    43




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
 Leases
    2010
    
    $
    144,0002011
    
    
    11,000Total minimum lease payments
    
    $
    155,000
 7. Equity
 Treasury Stock
  Anti-takeover Measures
   44




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
 Restrictions on Transfer
   8. Stock Based Compensation
     45




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
 Stock Options
    2009
    
    
    2008
    
    
    2007Weighted
    
    
    
    
    
    
    Weighted
    
    
    
    
    
    
    WeightedNumber
    
    
    Average
    
    
    Number
    
    
    Average
    
    
    Number
    
    
    Averageof
    
    
    Exercise
    
    
    of
    
    
    Exercise
    
    
    of
    
    
    ExerciseOptions
    
    
    Price
    
    
    Options
    
    
    Price
    
    
    Options
    
    
    PriceOutstanding- beginning
of year
    
    
    570,225
    
    
    $
    3.30
    
    
    
    620,700
    
    
    $
    3.33
    
    
    
    799,956
    
    
    $
    3.35Granted
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    Exercised
    
    
    
    
    
    
    
    
    
    
    (32,000
    )
    
    
    3.13
    
    
    
    (115,256
    )
    
    
    3.11Forfeited
    
    
    (11,400
    )
    
    
    3.21
    
    
    
    (18,475
    )
    
    
    4.60
    
    
    
    (64,000
    )
    
    
    3.96Outstanding-end of year
    
    
    558,825
    
    
    $
    3.30
    
    
    
    570,225
    
    
    $
    3.30
    
    
    
    620,700
    
    
    $
    3.33Exercisable at
December 31
    
    
    514,325
    
    
    $
    3.30
    
    
    
    481,395
    
    
    $
    3.29
    
    
    
    458,350
    
    
    $
    3.28
  WeightedAverageNumber
    
    
    Weighted
    
    
    Remaining
    
    
    Aggregateof
    
    
    Average
    
    
    Contractual
    
    
    IntrinsicOptions
    
    
    Exercise Price
    
    
    Term
    
    
    ValueOutstanding at December 31, 2008
    
    
    570,225
    
    
    $
    3.30Exercised
    
    
    
    
    
    
    Granted
    
    
    
    
    
    
    Forfeited
    
    
    (11,400
    )
    
    
    3.21Outstanding at December 31, 2009
    
    
    558,825
    
    
    $
    3.30
    
    
    
    4.30
    
    
    $
    Exercisable at December 31, 2009
    
    
    514,325
    
    
    $
    3.30
    
    
    
    4.24
    
    
    $
    Vested or expected to vest at
December 31, 2009
    
    
    556,600
    
    
    $
    3.30
    
    
    
    4.37
    
    
    $
    
  46




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
  Number
    
    
    Weighted AverageOf
    
    
    Grant DateShares
    
    
    Fair ValueUnvested 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
    
    
    $
    3.37Granted
    
    
    
    
    
    
    Vested
    
    
    (44,330
    )
    
    
    3.44Forfeited
    
    
    
    
    
    
    Unvested at December 31, 2009
    
    
    44,500
    
    
    $
    3.29
   Options Outstanding
    
    
    OptionsExercisableWeightedNumber
    
    
    AverageRange of
    
    of
    
    
    Contractual Life
    
    
    Number ofExercise Prices
    
    Options
    
    
    In Years
    
    
    Options$2.75
    
    
    85,600
    
    
    
    3.2
    
    
    
    54,100$3.21
    
    
    408,225
    
    
    
    4.1
    
    
    
    408,225$3.28
    
    
    40,000
    
    
    
    5.2
    
    
    
    32,000$6.40
    
    
    20,000
    
    
    
    5.8
    
    
    
    16,000$7.98
    
    
    5,000
    
    
    
    6.0
    
    
    
    4,000558,825
    
    
    
    
    
    
    
    514,325
 Restricted Stock
   47




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
  2009
    
    
    2008
    
    
    2007Number
    
    
    Weighted
    
    
    Number
    
    
    Weighted
    
    
    Number
    
    
    Weightedof
    
    
    Average
    
    
    of
    
    
    Average
    
    
    of
    
    
    AverageShares
    
    
    Fair Value
    
    
    Shares
    
    
    Fair Value
    
    
    Shares
    
    
    Fair ValueUnvested- beginning of
year
    
    
    85,106
    
    
    $
    7.01
    
    
    
    61,416
    
    
    $
    7.02
    
    
    
    22,972
    
    
    $
    6.70Granted
    
    
    150,210
    
    
    
    2.56
    
    
    
    41,635
    
    
    
    7.01
    
    
    
    51,105
    
    
    
    7.15Vested
    
    
    (33,851
    )
    
    
    5.42
    
    
    
    (5,919
    )
    
    
    6.99
    
    
    
    (8,008
    )
    
    
    7.09Forfeited
    
    
    (14,020
    )
    
    
    4.65
    
    
    
    (12,026
    )
    
    
    7.09
    
    
    
    (4,653
    )
    
    
    6.70Unvested at end of year
    
    
    187,445
    
    
    $
    3.91
    
    
    
    85,106
    
    
    $
    7.01
    
    
    
    61,416
    
    
    $
    7.02Vested and expected to
vest at December 31,
2009
    
    
    236,720
    
    
    $
    4.44
    
    
    
    105,648
    
    
    $
    6.99
    
    
    
    77,223
    
    
    $
    6.98
  9. Income Taxes
  2009
    
    
    2008
    
    
    2007Current:Federal  US
    
    $
    (806,000
    )
    
    $
    2,639,000
    
    
    $
    1,606,000Federal  Foreign
    
    
    94,000
    
    
    
    71,000
    
    
    
    137,000State and local
    
    
    103,000
    
    
    
    157,000
    
    
    
    (202,000
    )(609,000
    )
    
    
    2,867,000
    
    
    
    1,541,000Deferred:Federal
    
    
    1,235,000
    
    
    
    (37,000
    )
    
    
    (142,000
    )State and local
    
    
    (109,000
    )
    
    
    27,000
    
    
    
    269,0001,126,000
    
    
    
    (10,000
    )
    
    
    127,000Provision for income taxes
    
    $
    517,000
    
    
    $
    2,857,000
    
    
    $
    1,668,000
  2009
    
    
    2008
    
    
    2007Provision at federal statutory rate  US
    
    $
    522,000
    
    
    $
    2,890,000
    
    
    $
    1,834,000Effect of foreign taxes
    
    
    (16,000
    )
    
    
    (47,000
    )
    
    
    (81,000
    )State and local tax expense, net of federal benefit
    
    
    21,000
    
    
    
    128,000
    
    
    
    83,000Federal manufacturing deduction
    
    
    
    
    
    
    (141,000
    )
    
    
    (98,000
    )Other
    
    
    (10,000
    )
    
    
    27,000
    
    
    
    (70,000
    )Provision for income taxes
    
    $
    517,000
    
    
    $
    2,857,000
    
    
    $
    1,668,000
   48




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
  2009
    
    
    2008Current asset(liability):Accrued liabilities
    
    $
    569,000
    
    
    $
    1,083,000Accounts receivable
    
    
    221,000
    
    
    
    301,000Inventory
    
    
    495,000
    
    
    
    543,000Other, net
    
    
    (89,000
    )
    
    
    (58,000
    )Total current asset
    
    
    1,196,000
    
    
    
    1,869,000Non-current asset (liability):Property, plant, and equipment
    
    
    (1,227,000
    )
    
    
    (314,000
    )Postretirement benefits
    
    
    6,728,000
    
    
    
    5,637,000Interest rate swap
    
    
    122,000
    
    
    
    153,000Other, net
    
    
    (87,000
    )
    
    
    (157,000
    )Total non-current asset
    
    
    5,536,000
    
    
    
    5,319,000Total deferred tax asset  net
    
    $
    6,732,000
    
    
    $
    7,188,000
      10. Postretirement Benefits
   49




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
   Postretirement Benefits2009
    
    
    2008Change in benefit obligation:Benefit obligation at beginning of year
    
    $
    15,878,000
    
    
    $
    16,442,000Service cost
    
    
    609,000
    
    
    
    637,000Interest cost
    
    
    947,000
    
    
    
    1,049,000Unrecognized loss (gain)
    
    
    1,895,000
    
    
    
    (1,837,000
    )Benefits paid
    
    
    (585,000
    )
    
    
    (413,000
    )Benefit obligation at end of year
    
    $
    18,744,000
    
    
    $
    15,878,000Plan Assets
    
    
    
    
    
    
    Amounts recorded in accumulated other comprehensive income:
    
    $
    3,189,000
    
    
    $
    1,294,000Weighted-average assumptions as of December 31:Discount rate used to determine benefit obligation and net periodic benefit cost
    
    
    5.90
    %
    
    
    6.10
    %
  2009
    
    
    2008
    
    
    2007Pension Expense:Multi-employer plan contributions
    
    $
    428,000
    
    
    $
    535,000
    
    
    $
    424,000Defined contribution plan contributions
    
    
    346,000
    
    
    
    414,000
    
    
    
    452,000Total pension expense
    
    
    774,000
    
    
    
    949,000
    
    
    
    876,000Health and life insurance:Service cost
    
    
    609,000
    
    
    
    637,000
    
    
    
    798,000Interest cost
    
    
    947,000
    
    
    
    1,049,000
    
    
    
    995,000Amortization of net loss
    
    
    
    
    
    
    128,000
    
    
    
    267,000Net periodic benefit cost
    
    
    1,556,000
    
    
    
    1,814,000
    
    
    
    2,060,000Total postretirement benefits expense
    
    $
    2,330,000
    
    
    $
    2,763,000
    
    
    $
    2,936,000
   50




---



##### 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
    
    $
    279,000
    
    
    $
    (225,000
    )Effect on postretirement benefit obligation
    
    $
    2,858,000
    
    
    $
    (2,352,000
    )
  Fiscal 2010
    
    $
    668,000Fiscal 2011
    
    $
    503,000Fiscal 2012
    
    $
    628,000Fiscal 2013
    
    $
    766,000Fiscal 2014
    
    $
    854,000Fiscal 2015  2019
    
    $
    5,668,000
 11. Related Party Transactions
    51




---



##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
Notes to Consolidated Financial Statements  (Continued)
 12. Subsequent Events
   13. Labor Concentration
  14. Commitments and Contingencies
  15. Quarterly Results of Operations (Unaudited)
  1st Quarter
    
    
    2nd Quarter
    
    
    3rd Quarter
    
    
    4th Quarter
    
    
    Total Year2009:Product sales
    
    $
    17,830,280
    
    
    $
    16,643,805
    
    
    $
    19,801,193
    
    
    $
    21,891,697
    
    
    $
    76,166,975Tooling sales
    
    
    553,837
    
    
    
    656,303
    
    
    
    4,624,339
    
    
    
    1,337,222
    
    
    
    7,171,701Net sales
    
    
    18,384,117
    
    
    
    17,300,108
    
    
    
    24,425,532
    
    
    
    23,228,919
    
    
    
    83,338,676Gross margin
    
    
    1,573,340
    
    
    
    984,267
    
    
    
    3,983,981
    
    
    
    4,883,728
    
    
    
    11,425,316Income (loss) before interest and taxes
    
    
    (926,663
    )
    
    
    (1,271,471
    )
    
    
    1,852,951
    
    
    
    2,830,679
    
    
    
    2,485,496Net income (loss)
    
    
    (659,835
    )
    
    
    (867,154
    )
    
    
    827,021
    
    
    
    1,717,673
    
    
    
    1,017,705Net income (loss) per common share:Basic (1)
    
    $
    (0.10
    )
    
    $
    (0.13
    )
    
    $
    0.12
    
    
    $
    0.25
    
    
    $
    0.15Diluted (1)
    
    $
    (0.10
    )
    
    $
    (0.13
    )
    
    $
    0.12
    
    
    $
    0.25
    
    
    $
    0.152008: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
    
    
    $
    0.81
 (1)
    
    Sum of the quarters do not sum to total year due to rounding.  52




---



##### 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
   53




---



##### 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 ACCOUNTANT FEES AND SERVICES
   54




---



##### 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
   55




---



##### Table of Contents



SIGNATURES
  CORE MOLDING TECHNOLOGIES, INC.By
    
    /s/ Kevin L. BarnettKevin L. BarnettPresident and Chief Executive OfficerDate: April 7, 2010
  /s/ Kevin L. BarnettKevin L. Barnett
    
    President,
Chief Executive Officer,
and Director (principal executive officer)
    
    April 7, 2010/s/ Herman F. Dick, Jr.Herman F. Dick, Jr.
    
    Vice
President, Secretary, Treasurer,
and Chief Financial Officer (principal
financial officer and principal
accounting officer)
    
    April 7, 2010*Thomas R. Cellitti
    
    Director
    
    April 7, 2010*James F. Crowley
    
    Director
    
    April 7, 2010*Ralph O. Hellmold
    
    Director
    
    April 7, 2010*Malcolm M. Prine
    
    Director
    
    April 7, 2010*By /s/ Herman F. Dick, Jr.Herman F. Dick, Jr.
    
    Attorney-In-Fact
    
    April 7, 2010
  56




---



##### 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, 2009
    
    $
    109,000
    
    
    $
    10,000
    
    
    
    
    
    
    $
    6,000
    
    
    $
    113,000Year Ended December 31, 2008
    
    $
    334,000
    
    
    $
    (110,000
    )
    
    
    
    
    
    $
    115,000
    
    
    $
    109,000Year Ended December 31, 2007
    
    $
    262,000
    
    
    $
    107,000
    
    
    
    
    
    
    $
    35,000
    
    
    $
    334,000
 (A)
    
    Amount represents uncollectible accounts written off.  57




---



##### 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)
  58




---



##### 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.4
    
    Incorporated by
reference to Exhibit 10(a)
to Quarterly Report on
Form 10-Q for the quarter
ended June 30, 2008
  59




---



##### Table of Contents



Exhibit No.
    
    Description
    
    Location10(a
    )(1)
    
    Addendum to Supply Agreement, dated
January 28, 2010 between Core Molding
Technologies, Inc. and Core Composites
and Navistar,
Inc.4
    
    Filed Herein10(b
    )
    
    Supply and Management Agreement dated
as of June 1, 2006 between PACCAR Inc.
and Core Molding Technologies,
Inc.4
    
    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
    
    Incorporated by reference to
Exhibit 10(d) to Annual Report
on Form 10-K for the year
ended December 31, 200810(d
    )(1)
    
    First Amendment Agreement, dated
March 31, 2009, to the Credit Agreement
dated December 9, 2008, among
Core Molding Technologies, Inc.,
Core Composites de Mexico, S. De R.L. de C.V.
and Keybank National Association.
    
    Incorporated by reference to
Exhibit 10.1 to Current
Report on Form 8-K filed
April 2, 200910(d
    )(2)
    
    Second Amendment Agreement, dated
June 30, 2009, to the Credit Agreement dated
December 9, 2008, among
Core Molding Technologies, Inc.,
Core Composites de Mexico, S. De R.L. de C.V.
and Keybank National Association.
    
    Incorporated by reference to
Exhibit 10.1 to Current
Report on Form 8-K filed
July 2, 200910(d
    )(3)
    
    Third Amendment Agreement, dated
December 1, 2009, to the Credit Agreement dated
December 9, 2008, among
Core Molding Technologies, Inc.,
Core Composites de Mexico, S. De R.L. de C.V.
and Keybank National Association.
    
    Incorporated by reference to
Exhibit 10.1 to Current
Report on Form 8-K filed
December 7, 200910(d
    )(4)
    
    Fourth Amendment Agreement, dated
March 8, 2010, to the Credit Agreement dated
December 9, 2008, among
Core Molding Technologies, Inc.,
Core Composites de Mexico, S. De R.L. de C.V.
and Keybank National Association.
    
    Incorporated by reference to
Exhibit 10.1 to Current Report
on Form 8-K dated
March 10, 201010(e
    )
    

Master Equipment Lease Agreement2
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, 2002
  60




---



##### Table of Contents



Exhibit No.
    
    Description
    
    Location10(e
    )(1)
    
    Amendment, dated March 26, 2001, to
Master Equipment Lease
Agreement2by
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
Plan3
    
    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)3
    
    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, 200310(i
    )(1)
    
    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(i)(1) to Annual Report
on Form 10-K for the year ended
December 31, 200910
    (j)
    
    2006 Core Molding Technologies, Inc.
Long Term Equity Incentive
Plan3
    
    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
Plan3
    
    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
3
    
    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
3
    
    Incorporated by reference to
Exhibit 10.1 to Current Report
on Form 8-K dated January 4, 2008
  61




---



##### Table of Contents



Exhibit No.
    
    Description
    
    Location10
    (n)
    
    Form of Executive Severance Agreement
between Core Molding Technologies, Inc.
and certain executive
officers3
    
    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
officers3
    
    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 Crowe Horwath LLP
    
    Filed Herein23
    (a)
    
    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 Herein31
    (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 7, 2010,
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 7, 2010,
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 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.3
    
    Indicates management contracts or compensatory plans that are required to be filed as
an exhibit to this Annual Report on Form 10-K.4
    
    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.  62