##### Table of Contents



UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
 Washington, D.C. 20549
 FORM 10-Q
 þ
    
    QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 For the quarterly period ended September 30, 2010
 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
    

31-1481870
(I.R.S. Employer Identification No.)incorporation or organization)
 800 Manor Park Drive, Columbus,
Ohio
    
    43228-0183(Address of principal executive office)
    
    (Zip Code)
 614) 870-5000
 Former name, former address and former fiscal year, if changed since last report.
 þ o
 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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##### 



Table of Contents
 Part I  Financial InformationItem 1. Financial StatementsConsolidated Balance Sheets
    
    
    3Consolidated Statements of Operations
    
    
    4Consolidated Statement of Stockholders Equity
    
    
    5Consolidated Statements of Cash Flows
    
    
    6Notes to Consolidated Financial Statements
    
    
    7Item 2. Managements Discussion and Analysis of Financial Condition and Results
of Operations
    
    
    17Item 3. Quantitative and Qualitative Disclosures About Market Risk
    
    
    24Item 4T. Controls and Procedures
    
    
    25Part II  Other Information
    
    
    26Item 1. Legal Proceedings
    
    
    26Item 1A. Risk Factors
    
    
    26Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
    
    
    26Item 3. Defaults Upon Senior Securities
    
    
    26Item 4. Reserved
    
    
    26Item 5. Other Information
    
    
    26Item 6. Exhibits
    
    
    26Signatures
    
    
    27Index to Exhibits
    
    
    28Ex-10(a)Ex-10(b)Ex-31(a)Ex-31(b)Ex-32(a)Ex-32(b)
   2




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##### Table of Contents



Part 1  Financial Information
Core Molding Technologies, Inc. and Subsidiaries
 
 Unaudited Consolidated Balance Sheets
 September 30,
    
    
    December 31,2010
    
    
    2009AssetsCurrent assets:Cash and cash equivalents
    
    $
    2,478,316
    
    
    $
    4,141,838Accounts receivable (less allowance for doubtful accounts:September 30, 2010 - $91,000; December 31, 2009 - $113,000)
    
    
    14,288,685
    
    
    
    11,936,335Inventories:Finished goods
    
    
    1,599,877
    
    
    
    863,166Work in process
    
    
    1,240,997
    
    
    
    1,253,975Stores
    
    
    5,411,597
    
    
    
    4,896,221Total inventories
    
    
    8,252,471
    
    
    
    7,013,362Deferred tax asset-current portion
    
    
    1,195,831
    
    
    
    1,195,831Foreign sales tax receivable
    
    
    849,374
    
    
    
    652,155Prepaid expenses and other current assets
    
    
    1,162,445
    
    
    
    1,021,093Tooling in progress
    
    
    453,649
    
    
    
    Income tax receivable
    
    
    335,147
    
    
    
    562,176Total current assets
    
    
    29,015,918
    
    
    
    26,522,790Property, plant and equipment
    
    
    83,305,014
    
    
    
    81,670,080Accumulated depreciation
    
    
    (39,402,698
    )
    
    
    (36,726,836
    )Property, plant and equipment  net
    
    
    43,902,316
    
    
    
    44,943,244Deferred tax asset
    
    
    2,095,651
    
    
    
    6,570,802Goodwill
    
    
    1,097,433
    
    
    
    1,097,433Other assets
    
    
    27,450
    
    
    
    42,029Total Assets
    
    $
    76,138,768
    
    
    $
    79,176,298Liabilities and Stockholders EquityLiabilities:Current liabilitiesCurrent portion of long-term debt
    
    $
    4,457,849
    
    
    $
    3,675,005Current portion of postretirement benefits liability
    
    
    673,000
    
    
    
    667,000Accounts payable
    
    
    6,945,222
    
    
    
    4,805,468Tooling in progress
    
    
    
    
    
    
    484,786Compensation and related benefits
    
    
    2,148,836
    
    
    
    2,400,587Interest payable
    
    
    71,221
    
    
    
    102,069Other
    
    
    1,041,660
    
    
    
    800,912Total current liabilities
    
    
    15,337,788
    
    
    
    12,935,827Long-term debt
    
    
    14,199,997
    
    
    
    17,732,842Interest rate swaps
    
    
    514,442
    
    
    
    198,809Postretirement benefits liability
    
    
    9,199,598
    
    
    
    18,076,696Commitments and ContingenciesStockholders Equity:Preferred stock  $0.01 par value, authorized shares  10,000,000;
Outstanding shares: 0 at September 30, 2010 and December 31, 2009
    
    
    
    
    
    
    Common stock  $0.01 par value, authorized shares  20,000,000;
Outstanding shares: 6,861,383 at September 30, 2010 and
6,799,641 at December 31, 2009
    
    
    68,614
    
    
    
    67,996Paid-in capital
    
    
    23,692,877
    
    
    
    23,336,197Accumulated other comprehensive income (loss), net of income taxes
    
    
    3,927,231
    
    
    
    (1,805,897
    )Treasury stock
    
    
    (26,226,440
    )
    
    
    (26,179,054
    )Retained earnings
    
    
    35,424,661
    
    
    
    34,812,882Total stockholders equity
    
    
    36,886,943
    
    
    
    30,232,124Total Liabilities and Stockholders Equity
    
    $
    76,138,768
    
    
    $
    79,176,298
   3




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
 
 Consolidated Statements of Operations
 (Unaudited)
 Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2010
    
    
    2009
    
    
    2010
    
    
    2009Net sales:Products
    
    $
    23,041,088
    
    
    $
    19,801,193
    
    
    $
    64,210,313
    
    
    $
    54,275,278Tooling
    
    
    2,253,508
    
    
    
    4,624,339
    
    
    
    5,002,115
    
    
    
    5,834,479Total sales
    
    
    25,294,596
    
    
    
    24,425,532
    
    
    
    69,212,428
    
    
    
    60,109,757Total cost of sales
    
    
    22,160,682
    
    
    
    20,441,551
    
    
    
    58,575,785
    
    
    
    53,568,170Gross margin
    
    
    3,133,914
    
    
    
    3,983,981
    
    
    
    10,636,643
    
    
    
    6,541,587Total selling, general and
administrative expense
    
    
    2,289,262
    
    
    
    2,131,030
    
    
    
    6,908,532
    
    
    
    6,886,771Income (loss) before interest and taxes
    
    
    844,652
    
    
    
    1,852,951
    
    
    
    3,728,111
    
    
    
    (345,184
    )Interest expense
    
    
    362,614
    
    
    
    516,904
    
    
    
    1,240,087
    
    
    
    657,298Income (loss) before income taxes
    
    
    482,038
    
    
    
    1,336,047
    
    
    
    2,488,024
    
    
    
    (1,002,482
    )Income tax expense (benefit)
    
    
    174,620
    
    
    
    486,685
    
    
    
    1,876,245
    
    
    
    (369,540
    )Net income (loss)
    
    $
    307,418
    
    
    $
    849,362
    
    
    $
    611,779
    
    
    $
    (632,942
    )Net income (loss) per common share:Basic
    
    $
    0.04
    
    
    $
    0.13
    
    
    $
    0.09
    
    
    $
    (0.09
    )Diluted
    
    $
    0.04
    
    
    $
    0.12
    
    
    $
    0.09
    
    
    $
    (0.09
    )Weighted average shares outstanding:Basic
    
    
    6,850,424
    
    
    
    6,794,005
    
    
    
    6,822,685
    
    
    
    6,768,467Diluted
    
    
    7,108,977
    
    
    
    6,838,815
    
    
    
    7,070,887
    
    
    
    6,811,515
   4




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
 
 Consolidated Statement of Stockholders Equity
 (Unaudited)
 AccumulatedCommon Stock
    
    
    
    
    
    
    
    
    
    
    Other
    
    
    
    
    
    
    TotalOutstanding
    
    
    Paid-In
    
    
    Retained
    
    
    Comprehensive
    
    
    Treasury
    
    
    StockholdersShares
    
    
    Amount
    
    
    Capital
    
    
    Earnings
    
    
    Income (Loss)
    
    
    Stock
    
    
    EquityBalance at January
1, 2010
    
    
    6,799,641
    
    
    $
    67,996
    
    
    $
    23,336,197
    
    
    $
    34,812,882
    
    
    $
    (1,805,897
    )
    
    $
    (26,179,054
    )
    
    $
    30,232,124Net income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    611,779
    
    
    
    
    
    
    
    
    
    
    
    611,779Change in
postretirement
benefits, net of
tax of $3,177,701
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    5,676,298
    
    
    
    
    
    
    
    5,676,298Change in interest
rate swaps, net of tax
of $29,275
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    56,830
    
    
    
    
    
    
    
    56,830Comprehensive income
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    6,344,907Common stock issued
    
    
    28,300
    
    
    
    283
    
    
    
    83,201
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    83,484Purchase of
treasury stock
    
    
    (9,250
    )
    
    
    (92
    )
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    (47,386
    )
    
    
    (47,478
    )Restricted stock
issued
    
    
    42,692
    
    
    
    427
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    427Share-based
compensation
    
    
    
    
    
    
    
    
    
    
    273,479
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    
    273,479Balance at
September 30, 2010
    
    
    6,861,383
    
    
    $
    68,614
    
    
    $
    23,692,877
    
    
    $
    35,424,661
    
    
    $
    3,927,231
    
    
    $
    (26,226,440
    )
    
    $
    36,886,943
   5




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
 
 Consolidated Statements of Cash Flows
 (Unaudited)
 Nine Months EndedSeptember 30,2010
    
    
    2009Cash flows from operating activities:Net income (loss)
    
    $
    611,779
    
    
    $
    (632,942
    )Adjustments to reconcile net income (loss) to net cash
provided by operating activities:Depreciation and amortization
    
    
    2,994,043
    
    
    
    2,858,169Deferred income taxes
    
    
    1,474,142
    
    
    
    (64,667
    )Mark-to-market of interest rate swaps
    
    
    380,739
    
    
    
    (134,365
    )Net
postretirement benefits settlement loss
    
    
    374,402
    
    
    
    Share-based compensation
    
    
    273,906
    
    
    
    266,797Loss on disposal of assets
    
    
    14,277
    
    
    
    31,405Gain on translation of foreign currency financial statements
    
    
    (82,974
    )
    
    
    (70,908
    )Change in operating assets and liabilities:Accounts receivable
    
    
    (2,352,349
    )
    
    
    1,043,611Inventories
    
    
    (1,239,109
    )
    
    
    2,962,286Prepaid and other assets
    
    
    (860,513
    )
    
    
    (335,728
    )Accounts payable
    
    
    2,157,693
    
    
    
    (2,295,039
    )Accrued and other liabilities
    
    
    (299,701
    )
    
    
    (637,250
    )Partial
settlement of postretirement benefits liability
    
    
    (1,256,650
    )
    
    
    Postretirement benefits liability
    
    
    680,182
    
    
    
    743,967Net cash provided by operating activities
    
    
    2,869,867
    
    
    
    3,735,336Cash flows from investing activities:Purchase of property, plant and equipment
    
    
    (1,866,872
    )
    
    
    (9,776,993
    )Proceeds from sale of property, plant and equipment
    
    
    
    
    
    
    18,000Net cash used in investing activities
    
    
    (1,866,872
    )
    
    
    (9,758,993
    )Cash flows from financing activities:Financing costs for new credit agreement
    
    
    
    
    
    
    (224,321
    )Gross repayments on line of credit
    
    
    
    
    
    
    (34,389,061
    )Gross borrowings on line of credit
    
    
    
    
    
    
    33,195,096Payments of principal on capex loan
    
    
    (1,285,714
    )
    
    
    (571,429
    )Payments of principal on term loan
    
    
    (964,287
    )
    
    
    (964,287
    )Payment of principal on industrial revenue bond
    
    
    (500,000
    )
    
    
    (460,000
    )Borrowings on construction loans
    
    
    
    
    
    
    10,278,663Proceeds from issuance of common stock
    
    
    83,484
    
    
    
    Net cash (used in) provided by financing activities
    
    
    (2,666,517
    )
    
    
    6,864,661Net change in cash and cash equivalents
    
    
    (1,663,522
    )
    
    
    841,004Cash and cash equivalents at beginning of period
    
    
    4,141,838
    
    
    
    Cash and cash equivalents at end of period
    
    $
    2,478,316
    
    
    $
    841,004Cash paid for:Interest
    
    $
    760,460
    
    
    $
    738,121Income taxes (net of tax refunds)
    
    $
    360,624
    
    
    $
    275,884Non Cash:Fixed asset purchases in accounts payable
    
    $
    41,595
    
    
    $
    58,218
   6




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##### Table of Contents



Core Molding Technologies, Inc. and Subsidiaries
 
 Notes to Consolidated Financial Statements
 (Unaudited)
 1. Basis of Presentation
    2. Net Income (Loss) per Common Share
   7




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##### Table of Contents



Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2010
    
    
    2009
    
    
    2010
    
    
    2009Net income (loss)
    
    $
    307,418
    
    
    $
    849,362
    
    
    $
    611,779
    
    
    $
    (632,942
    )Weighted average common shares
outstanding
    
    
    6,850,424
    
    
    
    6,794,005
    
    
    
    6,822,685
    
    
    
    6,768,467Plus: dilutive options assumed exercised
    
    
    503,525
    
    
    
    85,600
    
    
    
    503,525
    
    
    
    Less: shares assumed repurchased with
proceeds from exercise
    
    
    336,490
    
    
    
    82,114
    
    
    
    366,622
    
    
    
    Plus: dilutive effect of nonvested
restricted stock grants
    
    
    91,518
    
    
    
    41,324
    
    
    
    111,299
    
    
    
    43,048Weighted average common and potentially
issuable common shares outstanding
    
    
    7,108,977
    
    
    
    6,838,815
    
    
    
    7,070,887
    
    
    
    6,811,515Basic net income (loss) per common share
    
    $
    0.04
    
    
    $
    0.13
    
    
    $
    0.09
    
    
    $
    (0.09
    )Diluted net income (loss) per common
share
    
    $
    0.04
    
    
    $
    0.12
    
    
    $
    0.09
    
    
    $
    (0.09
    )
   8




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##### Table of Contents



3. Sales
  Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2010
    
    
    2009
    
    
    2010
    
    
    2009Navistar product sales
    
    $
    11,759,537
    
    
    $
    10,435,844
    
    
    $
    35,544,577
    
    
    $
    29,472,716Navistar tooling sales
    
    
    1,873,554
    
    
    
    1,985,183
    
    
    
    3,644,914
    
    
    
    2,459,931Total Navistar sales
    
    
    13,633,091
    
    
    
    12,421,027
    
    
    
    39,189,491
    
    
    
    31,932,647PACCAR product sales
    
    
    6,210,680
    
    
    
    6,638,196
    
    
    
    17,345,291
    
    
    
    16,312,744PACCAR tooling sales
    
    
    265,552
    
    
    
    281,200
    
    
    
    1,155,012
    
    
    
    488,020Total PACCAR sales
    
    
    6,476,232
    
    
    
    6,919,396
    
    
    
    18,500,303
    
    
    
    16,800,764Daimler product sales
    
    
    2,113,531
    
    
    
    1,055,855
    
    
    
    4,935,515
    
    
    
    2,808,550Daimler tooling sales
    
    
    
    
    
    
    1,790,805
    
    
    
    65,887
    
    
    
    1,790,805Total Daimler sales
    
    
    2,113,531
    
    
    
    2,846,660
    
    
    
    5,001,402
    
    
    
    4,599,355Other product sales
    
    
    2,957,340
    
    
    
    1,671,298
    
    
    
    6,384,930
    
    
    
    5,681,268Other tooling sales
    
    
    114,402
    
    
    
    567,151
    
    
    
    136,302
    
    
    
    1,095,723Total other sales
    
    
    3,071,742
    
    
    
    2,238,449
    
    
    
    6,521,232
    
    
    
    6,776,991Total product sales
    
    
    23,041,088
    
    
    
    19,801,193
    
    
    
    64,210,313
    
    
    
    54,275,278Total tooling sales
    
    
    2,253,508
    
    
    
    4,624,339
    
    
    
    5,002,115
    
    
    
    5,834,479Total sales
    
    $
    25,294,596
    
    
    $
    24,425,532
    
    
    $
    69,212,428
    
    
    $
    60,109,757
 4. Comprehensive Income (Loss)
  Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2010
    
    
    2009
    
    
    2010
    
    
    2009Net income (loss)
    
    $
    307,418
    
    
    $
    849,362
    
    
    $
    611,779
    
    
    $
    (632,942
    )Change in postretirement
benefits due to
curtailment and plan
amendment, net of tax of
$3,173,035
    
    
    5,369,964
    
    
    
    
    
    
    
    5,667,964
    
    
    
    Change in previously
unrecognized
postretirement benefits plan losses,
net of tax of $14,777 and
$34,383 for the three and
nine months ended
September 30, 2010,
respectively
    
    
    23,358
    
    
    
    
    
    
    
    61,417
    
    
    
    Change in previously
unrecognized postretirement benefits plan prior service
costs, net of tax
of $29,717
    
    
    (53,083
    )
    
    
    
    
    
    
    (53,083
    )
    
    
    Change in interest rate
swaps, net of tax of $8,828 and
$29,275 for the three and
nine months ended
September 30, 2010 and $8,394 and
$18,424 for the three and
nine months ended
September 30, 2009,
respectively
    
    
    17,137
    
    
    
    19,729
    
    
    
    56,830
    
    
    
    40,343Comprehensive income (loss)
    
    $
    5,664,794
    
    
    $
    869,091
    
    
    $
    6,344,907
    
    
    $
    (592,599
    )
  9




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##### Table of Contents



5. Postretirement Benefits
  Three Months Ended
    
    
    Nine Months EndedSeptember 30,
    
    
    September 30,2010
    
    
    2009
    
    
    2010
    
    
    2009Pension expense:Defined contribution plan
contributions
    
    $
    60,000
    
    
    $
    77,000
    
    
    $
    231,000
    
    
    $
    253,000Multi-employer plan
contributions
    
    
    92,000
    
    
    
    109,000
    
    
    
    300,000
    
    
    
    304,000Total pension expense
    
    
    152,000
    
    
    
    186,000
    
    
    
    531,000
    
    
    
    557,000Health and life insurance:Service cost
    
    
    28,000
    
    
    
    152,000
    
    
    
    208,000
    
    
    
    456,000Interest cost
    
    
    170,000
    
    
    
    237,000
    
    
    
    708,000
    
    
    
    711,000Recognition
of previously unrecognized actuarial losses
due to partial settlement
    
    
    584,000
    
    
    
    
    
    
    
    584,000
    
    
    
    Amortization of prior service costs
    
    
    (83,000
    )
    
    
    
    
    
    
    (83,000
    )
    
    
    Amortization of net loss
    
    
    38,000
    
    
    
    
    
    
    
    96,000
    
    
    
    Net periodic benefit cost
    
    
    737,000
    
    
    
    389,000
    
    
    
    1,513,000
    
    
    
    1,167,000Total postretirement benefits expense
    
    $
    889,000
    
    
    $
    575,000
    
    
    $
    2,044,000
    
    
    $
    1,724,000
       10




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##### Table of Contents



6. Debt
 Credit Agreement; Amendments
     Line of Credit
  Bank Covenants
    11




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##### Table of Contents



Interest Rate Swaps
    7. Income Taxes
    12




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##### Table of Contents



8. Stock Based Compensation
  Stock Options
  Number
    
    
    Weightedof
    
    
    AverageOptions
    
    
    Exercise PriceOutstanding at December 31, 2009
    
    
    558,825
    
    
    $
    3.30Exercised
    
    
    (28,300
    )
    
    
    2.95Granted
    
    
    
    
    
    
    Forfeited
    
    
    (4,000
    )
    
    
    4.58Outstanding at September 30, 2010
    
    
    526,525
    
    
    $
    3.31Exercisable at September 30, 2010
    
    
    490,425
    
    
    $
    3.31
  Number
    
    
    WeightedOf
    
    
    AverageOptions
    
    
    Exercise PriceUnvested at December 31, 2009
    
    
    44,500
    
    
    $
    3.29Granted
    
    
    
    
    
    
    Vested
    
    
    (8,000
    )
    
    
    3.28Forfeited
    
    
    (400
    )
    
    
    6.40Unvested at September 30, 2010
    
    
    36,100
    
    
    $
    3.26
  13




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##### Table of Contents



Restricted Stock
   WeightedNumber
    
    
    AverageOf
    
    
    Grant DateShares
    
    
    Fair ValueUnvested balance at December 31, 2009
    
    
    187,445
    
    
    $
    3.91Granted
    
    
    77,040
    
    
    
    5.20Vested
    
    
    (42,692
    )
    
    
    5.48Forfeited
    
    
    
    
    
    
    Unvested balance at September 30, 2010
    
    
    221,793
    
    
    $
    4.06
   9. 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.
  14




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##### Table of Contents



September 30,(Level 1)
    
    
    (Level 2)
    
    
    (Level 3)
    
    
    2010LiabilitiesInterest rate swaps
    
    $
    
    
    
    $
    514,442
    
    
    $
    
    
    
    $
    514,442Total
    
    $
    
    
    
    $
    514,442
    
    
    $
    
    
    
    $
    514,442
 December 31,(Level 1)
    
    
    (Level 2)
    
    
    (Level 3)
    
    
    2009LiabilitiesInterest rate swaps
    
    $
    
    
    
    $
    198,809
    
    
    $
    
    
    
    $
    198,809Total
    
    $
    
    
    
    $
    198,809
    
    
    $
    
    
    
    $
    198,809
    September 30,
    
    
    December 31,2010
    
    
    2009Balance Sheet Location
    
    
    Fair Value
    
    
    Fair ValueDerivatives designated as hedging instruments
Interest rate risk activities
    
    Interest rate swaps
    
    $
    3,148
    
    
    $
    227,482Derivatives not designated as hedging instruments
Interest rate risk activities
    
    Interest rate swaps
    
    $
    511,294
    
    
    $
    (28,673
    )Total Derivatives
    
    
    
    
    
    $
    514,442
    
    
    $
    198,809
  Derivatives in Cash Flow Hedging Relationships
 Amount of (Gain) Loss
    
    
    Location of (Gain) Loss
    
    
    Amount of (Gain) LossRecognized in OCI on
    
    
    Reclassified from AOCI
    
    
    Reclassified from AOCIDerivative (Effective
    
    
    into Expense (Effective
    
    
    into Expense (EffectivePortion)
    
    
    Portion)
    
    
    Portion)September 30,
    
    
    September 30,
    
    
    
    
    
    
    September 30,
    
    
    September 30,Three months ended
    
    2010
    
    
    2009
    
    
    
    
    
    
    2010
    
    
    2009Interest rate swaps
    
    $
    (5,377
    )
    
    $
    27,363
    
    
    Interest expense, net
    
    $
    4,717
    
    
    $
    (50,705
    )September 30,
    
    
    September 30,
    
    
    
    
    
    
    September 30,
    
    
    September 30,Nine months ended
    
    2010
    
    
    2009
    
    
    
    
    
    
    2010
    
    
    2009Interest rate swaps
    
    $
    (24,344
    )
    
    $
    88,453
    
    
    Interest expense, net
    
    $
    22,589
    
    
    $
    (159,745
    )
  15




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##### Table of Contents



Location of (Gain) LossRecognized in Income on
    
    
    Amount of (Gain) Loss Recognized inDerivative (Ineffective Portion
    
    
    Income of Derivative (Ineffectiveand Amount Excluded from
    
    
    Portion and Amount Excluded fromEffectiveness Testing)
    
    
    Effectiveness Testing)September 30,
    
    
    September 30,Three months ended
    
    
    
    
    
    2010
    
    
    2009Interest rate swaps
    
    
    Interest (income) expense
    
    
    $
    
    
    
    $
    (2,673
    )September 30,
    
    
    September 30,Nine months ended
    
    
    
    
    
    2010
    
    
    2009Interest rate swaps
    
    
    Interest (income) expense
    
    $
    
    
    
    $
    (34,263
    )Derivatives not designated as hedging instrumentsAmount ofRealized/Unrealized (Gain)Location of (Gain) Loss Recognized in
    
    
    Loss Recognized in Income onIncome on Derivatives
    
    
    DerivativesSeptember 30,
    
    
    September 30,Three months ended
    
    
    
    
    
    2010
    
    
    2009Interest rate swaps
    
    
    Interest (income) expense
    
    $
    113,254
    
    
    $
    120,769September 30,
    
    
    September 30,Nine months ended
    
    
    
    
    
    2010
    
    
    2009Interest rate swaps
    
    
    Interest (income) expense
    
    $
    380,739
    
    
    $
    (100,102
    )
   16




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##### Table of Contents



Part I  Financial Information
 
 Item 2.
    
    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; safety and
security conditions in Mexico; dependence upon three 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 the 2009 Annual
Report to Shareholders on Form 10-K.
 Description of the Company
    17




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Overview
     Results of Operations
 Three Months Ended September 30, 2010, As Compared To Three Months Ended September 30, 2009
    18




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Nine Months Ended September 30, 2010, As Compared To Nine Months Ended September 30, 2009
   19




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20




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Liquidity and Capital Resources
          21




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Critical Accounting Policies and Estimates
   Accounts receivable allowances:
 Inventories:
 Goodwill and Long-Lived Assets:
 Self-Insurance:
  22




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Postretirement benefits:
 Revenue Recognition:
 Income taxes:
  23




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Part I  Financial Information
 
 Item 3.
    
    Quantitative and Qualitative Disclosures About Market Risk
       24




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Part I  Financial Information
 
 Item 4T.
    
    Controls and Procedures
    25




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##### Table of Contents



Part II  Other Information
 
 Item 1.
    
    Legal Proceedings
 None
 
 Item 1A.
    
    Risk Factors
 There have been no material changes in Core Molding Technologies risk factors from
those previously disclosed in Core Molding Technologies 2009 Annual Report on Form
10-K.
 
 Item 2.
    
    Unregistered Sales of Equity Securities and Use of Proceeds
  
 Item 3.
    
    Defaults Upon Senior Securities
  
 Item 4.
    
    (Removed and Reserved)
 
 Item 5.
    
    Other Information
  
 Item 6.
    
    Exhibits
   26




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##### Table of Contents



SIGNATURES
  CORE MOLDING TECHNOLOGIES, INC.Date:      November 15, 2010
    By:
    /s/ Kevin L. BarnettKevin L. BarnettPresident, Chief Executive Officer, and
DirectorDate:      November 15, 2010
    By:
    /s/ Herman F. Dick, Jr.Herman F. Dick, Jr.Vice President, Secretary, Treasurer and
Chief Financial Officer  27




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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 RYMAC Mortgage
Investment
Corporation1
    
    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 Technologies, Inc.
and RYMAC Mortgage
Investment Corporation
    
    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 Technologies, Inc.
and RYMAC Mortgage
Investment Corporation
    
    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)3
    (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, 2008
  28




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##### Table of Contents



Exhibit No.
    
    Description
    
    Location4
(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 Materials
Corporation 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 From
8-k filed July 19,
200710
(a)
    
    Supply Agreement, dated June 23, 2008
between Core Molding Technologies, Inc.
and Core Composites Corporation and
Navistar, Inc2
    
    Filed Herein10
(b)
    
    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 Herein11
    
    
    Computation of Net Income per Share
    
    Exhibit 11 omitted
because the
required
information is
Included in Notes
to Financial
Statement31
(a)
    
    Section 302 Certification by Kevin L.
Barnett, President, Chief Executive
Officer, and Director
    
    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 November 15,
2010, pursuant to 18 U.S.C. Section 1350
    
    Filed Herein32
(b)
    
    Certification of Herman F. Dick, Jr.,
Chief Financial Officer of Core Molding
Technologies, Inc., dated November 15,
2010, pursuant to 18 U.S.C. Section 1350
    
    Filed Herein
 1
    
    The Asset Purchase Agreement, as filed with the Securities and Exchange Commission 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 Securities and
Exchange Commission upon request.2
    
    Certain portions of the 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.  29