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Commercial Vehicle Group Reports First Quarter 2005 Results

NEW ALBANY, Ohio, April 21 -- Commercial Vehicle Group, Inc. , today reported revenues of $152.4 million for the first quarter ended March 31, 2005, up 77 percent compared to $86.0 million in the prior-year period. Operating income for the first quarter was $16.7 million, a 110 percent increase, compared to $8.0 million last year. Net income for the quarter was $10.9 million, or $0.59 per diluted share, compared to $5.5 million, or $0.40 per diluted share, in the prior-year quarter. As a result of the company's August 2004 initial public offering, fully diluted shares outstanding for the quarter were 18.3 million compared to 13.9 million in the prior-year quarter.

Results for the first quarter included the effects of the company's acquisition of substantially all the assets and liabilities related to Mayflower Vehicle Systems' North American Commercial Vehicle Operations ("MVS") from February 7, 2005 forward. On a pro forma basis had MVS been acquired at the beginning of the quarter, the company's revenues would have been approximately $176 million and diluted earnings per share would have been approximately $0.62.

Results for the first quarter also included the mark-to-market of CVG's foreign exchange contracts which positively impacted the quarter on a pre-tax basis by $2.9 million compared to $3.3 million in the prior-year quarter. Excluding the effects of the foreign exchange contracts, earnings per share would have been $0.49 for the first quarter of 2005 and $0.25 in the prior- year quarter.

"We are extremely pleased with our first quarter results which included the acquisition of MVS. Our integration efforts to date are on target which is a strong reflection of the leadership of the MVS team," said Mervin Dunn, president and chief executive officer of Commercial Vehicle Group. "Volumes in the markets we serve remain strong and we will continue to capitalize on these favorable trends. Despite the impact of steel and petroleum-related raw material costs, we were able to exceed our earnings estimates while maintaining our focus on our growth strategy."

Revenues for the quarter compared to the prior year increased by $66.4 million, due primarily to the acquisition of MVS, a 51% increase in North American OEM truck production volumes over the prior year quarter and higher OEM sales in the European and Asian seating markets. Despite continuing pressures on raw material commodities such as steel and petroleum which had a negative impact of approximately $3 million during the quarter, the company increased earnings before interest, taxes, depreciation and amortization ("EBITDA") from $10.0 million in the prior-year quarter to $19.4 million in the first quarter of 2005 by effectively capitalizing on the volume increases. Our net debt position at the end of the quarter was approximately $152 million. The company generated free cash flow of approximately $7 million during the quarter which was utilized to pay down debt associated with the MVS acquisition.

A conference call to review first-quarter results is scheduled for Thursday, April 21, 2005 at 1:00 p.m. EDT. Interested participants may listen to the live conference call by dialing (706) 643-0395 and ask for the Commercial Vehicle Group First Quarter Earnings Call. A recording of this call also will be available until 1:00 a.m. EDT on Friday, April 29 by dialing (706) 645-9291, PIN 5644762#.

About Commercial Vehicle Group, Inc.

Commercial Vehicle Group is a leading supplier of interior systems, cab structures, vision safety solutions and other cab-related products and systems for the global commercial vehicle market, including the heavy-duty (Class 8) truck market, the construction market and the specialty and military transportation markets. The company's products include suspension seat systems, cab structures and assemblies, interior trim systems, such as instrument and door panels, headliners, cabinetry and floor systems, mirrors, wiper systems, controls and switches specifically designed for applications in commercial vehicle cabs. CVG is headquartered in New Albany, OH with operations throughout North America, Europe and Asia. Information about CVG and its products is available on the internet at http://www.cvgrp.com/ .

Forward-Looking Statements

This press release contains forward-looking statements that are subject to risks and uncertainties. These statements often include words such as "believe," "expect," "anticipate," "intend," "plan," "estimate," or similar expressions. These statements are based on certain assumptions that the company has made in light of its experience in the industry as well as its perspective of historical trends, current conditions, expected future developments and other factors it believes are appropriate in the circumstances. Actual results may differ materially from the anticipated results because of certain risks and uncertainties, including but not limited to: (i) the Company's ability to develop or successfully introduce new products; (ii) risks associated with conducting business in foreign countries and currencies; (iii) general economic or business conditions affecting the markets in which CVG serves; (iv) increased competition in the heavy-duty truck market; and (v) the Company's failure to complete or successfully integrate additional strategic acquisitions. All subsequent written and oral forward-looking statements attributable to the Company or persons acting on behalf of the Company are expressly qualified in their entirety by such cautionary statements.

             COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
             CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
       (Amounts in thousands, except per share amounts - unaudited)

                                                      Three Months Ended
                                                           March 31,
                                                     2005           2004

  REVENUES                                       $ 152,415        $85,990

  COST OF SALES                                    126,163         70,503

   Gross Profit                                     26,252         15,487

  SELLING, GENERAL AND ADMINISTRATIVE EXPENSES       9,549          7,497

  AMORTIZATION EXPENSE                                  24             36

   Operating Income                                 16,679          7,954

  OTHER (INCOME) EXPENSE                            (2,881)        (3,270)

  INTEREST EXPENSE                                   2,168          2,268

   Income Before Income Taxes                       17,392          8,956

  PROVISION FOR INCOME TAXES                         6,506          3,407

   Net Income                                      $10,886         $5,549

  BASIC SHARES OUTSTANDING                          17,987         13,779

  BASIC EARNINGS PER SHARE                           $0.61          $0.40

  DILUTED SHARES OUTSTANDING                        18,297         13,892

  DILUTED EARNINGS PER SHARE                         $0.59          $0.40

  DEPRECIATION                                      $2,738         $2,024

             COMMERCIAL VEHICLE GROUP, INC. AND SUBSIDIARIES
                  CONDENSED CONSOLIDATED BALANCE SHEETS
                          (Amounts in thousands)

                                                   March 31,    December 31,
                                                     2005            2004
                                                  (unaudited)
                                   ASSETS
  CURRENT ASSETS:
   Cash and cash equivalents                         $1,527         $1,396
   Accounts receivable - net                        102,913         46,267

   Inventories                                       52,129         36,936
   Prepaid expenses and other current assets          7,038          6,081
   Deferred income taxes                              7,027          8,201
    Total current assets                            170,634         98,881

  PROPERTY, PLANT AND EQUIPMENT - Net                68,359         32,965
  GOODWILL                                          145,100         84,715
  DEFERRED INCOME TAXES                               6,516          5,901
  OTHER ASSETS - Net                                  7,301          3,176
                                                   $397,910       $225,638

                 LIABILITIES AND STOCKHOLDERS' INVESTMENT

  CURRENT LIABILITIES:
   Current maturities of long-term debt             $16,251         $4,884
   Accounts payable                                  67,679         33,846
   Accrued liabilities                               38,719         18,424
    Total current liabilities                       122,649         57,154
  LONG-TERM DEBT - Net                              137,234         49,041
  OTHER LONG-TERM LIABILITIES                        17,657          8,397
    Total liabilities                               277,540        114,592

  STOCKHOLDERS' INVESTMENT:                             180            180
   Common stock                                     123,660        123,660
   Additional paid-in capital                        (4,568)       (15,454)
   Accumulated deficit                                 (175)          (175)
   Stock subscriptions receivable                     1,273          2,835
   Accumulated other comprehensive income           120,370        111,046
    Total stockholders' investment                 $397,910       $225,638