Gentex Corp

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10-Q, Çeyreklik Rapor
Dönem sonu 30 Haziran 2025

Çeyreklik Rapor

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For the quarterly period ended June 30, 2025 or
For the transition period from to Commission File Number : 0-10235 GENTEX CORPORATION (Exact name of registrant as specified in its charter) Michigan 38-2030505 (State or other jurisdiction of incorporation or organization) (I.R.S. Employer Identification No.)
600 N. Centennial Zeeland Michigan 49464 (Address of principal executive offices) (Zip Code)
(Former name, former address and former fiscal year, if changed since last report)
Indicate by a check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes: ☐ No: þ APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY PROCEEDINGS DURING THE PRECEDING FIVE YEARS: Indicate by check mark whether the registrant has filed all documents and reports required to be filed by Sections 12, 13 or 15(d) of the Securities Exchange Act of 1934 subsequent to the distribution of securities under a plan confirmed by a court. Yes: ☐ No: o APPLICABLE ONLY TO CORPORATE ISSUERS: Indicate the number of shares outstanding of each of the issuer's classes of common stock, as of the latest practicable date. Class Shares Outstanding, July 25, 2025 Common Stock, $.06 Par Value 219,489,358
GENTEX CORPORATION AND SUBSIDIARIES For the Three and Six Months Ended June 30, 2025 FORM 10-Q Index Part I - Financial Information Page Item 1. Unaudited Condensed Consolidated Financial Statements 3 Unaudited Condensed Consolidated Balance Sheets 3 Unaudited Condensed Consolidated Statements of Income 4 Unaudited Condensed Consolidated Statements of Comprehensive Income 5 Unaudited Condensed Consolidated Statements of Shareholders' Investment 6 Unaudited Condensed Consolidated Statements of Cash Flows 8 Notes to Unaudited Condensed Consolidated Financial Statements 10 Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations 33 Item 3. Quantitative and Qualitative Disclosures About Market Risk 47 Item 4. Controls and Procedures 48
Part II - Other Information Item 1A. Risk Factors 49 Item 2. Unregistered Sales of Equity Securities and Use of Proceeds 49 Item 6. Exhibits 49 Signature s 50 Exhibit Index 51
PART I - FINANCIAL INFORMATION Item 1. Unaudited Condensed Consolidated Financial Statements.
GENTEX CORPORATION AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED BALANCE SHEETS As of June 30, 2025 and December 31, 2024 June 30, 2025 (Unaudited) December 31, 2024 (Note) ASSETS CURRENT ASSETS Cash and cash equivalents $ 119,774,840 $ 233,318,766 Short-term investments 21,303,330 22,304,829 Accounts receivable, net 372,961,789 295,344,353 Inventories, net 475,719,663 436,497,445 Prepaid expenses and other 72,217,004 49,862,777 Total current assets 1,061,976,626 1,037,328,170 PLANT AND EQUIPMENT - NET 783,863,952 728,481,467 OTHER ASSETS Goodwill 340,668,927 340,668,927 Long-term investments 267,045,895 339,604,044 Intangible assets, net 186,550,142 195,157,160 Deferred tax asset 90,692,041 53,154,832 Patents and other assets, net 83,019,753 66,426,375 Total other assets 967,976,758 995,011,338 TOTAL ASSETS $ 2,813,817,336 $ 2,760,820,975 LIABILITIES AND SHAREHOLDERS' INVESTMENT CURRENT LIABILITIES Accounts payable $ 204,675,277 $ 168,314,912 Short-term debt 3,932,497 - Accrued liabilities 128,326,091 84,377,764 Total current liabilities 336,933,865 252,692,676 OTHER NON-CURRENT LIABILITIES 43,755,486 36,028,644
TOTAL LIABILITIES 380,689,351 288,721,320 REDEEMABLE NON-CONTROLLING INTEREST 2,490,261 - SHAREHOLDERS' INVESTMENT Common stock 13,171,245 13,632,448 Additional paid-in capital 998,911,809 1,010,440,420 Retained earnings 1,421,351,763 1,450,287,128 Accumulated other comprehensive loss ( 3,396,649 ) ( 6,409,341 ) TOTAL GENTEX CORPORATION SHAREHOLDERS' INVESTMENT 2,430,038,168 2,467,950,655 Non-controlling Interest 599,556 4,149,000 TOTAL SHAREHOLDERS' INVESTMENT 2,430,637,724 2,472,099,655 TOTAL LIABILITIES, REDEEMABLE NON-CONTROLLING INTEREST, AND SHAREHOLDERS' INVESTMENT $ 2,813,817,336 $ 2,760,820,975
Note: The condensed consolidated balance sheet at December 31, 2024 has been derived from the audited consolidated financial statements at that date, but does not include all of the inflation and footnotes required by accounting principles generally accepted in the United States for complete financial statements. 3
GENTEX CORPORATION AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME For the Three and Six Months Ended June 30, 2025 and 2024 Three Months Ended June 30, Six Months Ended June 30, 2025 2024 2025 2024 Net income from consolidated operations $ 95,650,450 $ 86,040,438 $ 190,524,495 $ 194,271,153 Other comprehensive income (loss) before tax: Foreign currency translation adjustments 2,109,011 ( 509,541 ) 1,763,781 ( 1,459,754 ) Unrealized losses on derivatives ( 1,245,367 ) - ( 1,245,367 ) - Unrealized gains on debt securities, net 643,420 271 2,826,267 52,181 Other comprehensive income (loss), before tax 1,507,064 ( 509,270 ) 3,344,681 ( 1,407,573 ) Income tax impact related to components of other comprehensive income (loss) ( 126,409 ) 57 331,989 10,958 Other comprehensive income (loss), net of tax 1,633,473 ( 509,327 ) 3,012,692 ( 1,418,531 ) Comprehensive income from consolidated operations $ 97,283,923 $ 85,531,111 $ 193,537,187 $ 192,852,622 Net loss attributable to non-controlling interests ( 389,134 ) - ( 389,134 ) - Comprehensive income attributable to Gentex Corporation $ 97,673,057 $ 85,531,111 $ 193,926,321 $ 192,852,622
(1) Net income (loss) excludes net loss attributable to redeemable non-controlling interest of $ 332,739 for the three months ended June 30, 2025 (see Note 16 ). 6
(1) Net income (loss) excludes net loss attributable to redeemable non-controlling interest of $ 332,739 for the six months ended June 30, 2025 (see Note 16 ). 7
GENTEX CORPORATION AND SUBSIDIARIES UNAUDITED CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS For the Six Months Ended June 30, 2025 and 2024 2025 2024 CASH FLOWS FROM OPERATING ACTIVITIES: Net income from consolidated operations $ 190,524,495 $ 194,271,153 Adjustments to reconcile net income to net cash provided by operating activities: Depreciation and amortization 52,880,443 47,942,132 Gain on disposal of assets ( 133,576 ) ( 1,261,727 ) Loss on disposal of assets 791 29,782 Gain on sale of investments and technology investment income ( 832,046 ) ( 4,708,185 ) Loss on sale of investments and technology investment losses 5,163,260 29,061,771 Deferred tax expense ( 5,593,627 ) ( 11,232,239 ) Stock-based compensation expense related to employee stock options, employee stock purchases and restricted stock 16,160,289 21,396,790 Impairment charge 6,182,000 - Change in operating assets and liabilities: Accounts receivable, net ( 20,896,565 ) 15,244,187 Inventories 57,495,782 ( 61,019,277 ) Prepaid expenses and other 2,765,009 ( 3,559,130 ) Accounts payable 5,032,376 17,318,424 Accrued liabilities, excluding dividends declared 5,896,241 15,643,764 Net cash provided by operating activities 314,644,872 259,127,445 CASH FLOWS USED FOR INVESTING ACTIVITIES: Activity in investments: Sales proceeds 48,810,102 19,649,880 Maturities and calls 1,655,000 6,260,000 Purchases ( 17,331,563 ) ( 60,360,047 ) Plant and equipment additions ( 67,834,222 ) ( 63,634,852 ) Proceeds from sale of plant and equipment 245,105 127,000 Acquisition of businesses, net of cash acquired ( 143,328,862 ) - Increase in other assets ( 3,573,774 ) ( 4,120,881 ) Net cash used for investing activities ( 181,358,214 ) ( 102,078,900 ) CASH FLOWS USED FOR FINANCING ACTIVITIES:
Issuance of common stock from stock plan transactions 6,283,742 20,242,309 Cash dividends paid ( 54,244,161 ) ( 55,517,709 ) Repurchases of common stock ( 198,870,165 ) ( 87,966,213 ) Net cash used for financing activities ( 246,830,584 ) ( 123,241,613 ) NET (DECREASE) INCREASE IN CASH AND CASH EQUIVALENTS ( 113,543,926 ) 33,806,932 CASH and CASH EQUIVALENTS, beginning of period 233,318,766 226,435,019 CASH and CASH EQUIVALENTS, end of period $ 119,774,840 $ 260,241,951
Six months ended June 30 SUPPLEMENTAL CASH FLOW DATA 2025 2024 Non-cash investing and financing activities: Change in property and equipment in accounts payable and accrued expenses and other current liabilities $ 13,722,396 $ ( 912,142 )
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
(2) Adoption of New Accounting Standards
In December 2023, the FASB issued ASU 2023-09, Improvements to Income Tax Disclosures . Under this ASU, public business entities must annually "(1) disclose specific categories in the rate reconciliation and (2) provide additional information for reconciling items that meet a quantitative threshold (if the effect of those reconciling items is equal to or greater than 5 percent of the amount computed by multiplying pretax income (or loss) by the applicable statutory income tax rate)." This ASU is effective on a prospective basis for the Company in the fiscal year ending December 31, 2025 and will result in additional disclosures being included in the consolidated financial statements for the Company's Form 10-K for the year ended December 31, 2025.
In November 2024, the FASB issued ASU No. 2024-03, "Disaggregation of Income Statement Expenses (Subtopic 220-40)." The ASU requires public business entities to disaggregate, in a tabular presentation, certain income statement expenses into different categories, such as purchases of inventory, employee compensation, depreciation, and intangible asset amortization. The guidance is effective for fiscal years beginning after December 15, 2026, and interim periods beginning after December 15, 2027. Companies have the option to apply the guidance either on a retrospective or prospective basis, and early adoption is permitted. The Company is currently evaluating the impact of adopting this ASU on the consolidated financial statements and related disclosures. In January 2025, the FASB issued ASU No. 2025-01, "Income Statement - Reporting Comprehensive Income - Expense Disaggregation Disclosures (Subtopic 220-40): Clarifying the Effective Date." This ASU amends the effective date of ASU 2024-03 to clarify that all public business entities are required to adopt the guidance in annual reporting periods beginning after December 15, 2026, and interim periods within annual reporting periods beginning after December 15, 2027.
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
In May 2025, the FASB issued ASU 2025-03, Business Combinations (Topic 805) and Consolidation (Topic 810): Determining the Accounting Acquirer in the Acquisition of a Variable Interest Entity ("VIE") , which provides clarifying guidance on determining the accounting acquirer in certain transactions involving VIE's. The update aims to improve consistency and comparability in financial reporting. The guidance will be effective for annual periods beginning after December 15, 2026, including interim periods within those annual periods. Early adoption is permitted. Upon adoption, the guidance will be applied prospectively. The Company is currently evaluating the provisions of the amendments and the impact on its future consolidated financial statements.
(3) Goodwill and Other Intangible Assets
Goodwill represents the cost of an acquisition in excess of the fair values assigned to identifiable net assets acquired. The carrying value of Goodwill is as follows:
Carrying Amount Beginning balance as of January 1, 2025 $ 340,668,927
Activity - Balance as of June 30, 2025 $ 340,668,927 Gross carrying value at June 30, 2025 $ 344,333,631 Accumulated impairment charges ( 3,664,704 ) Net carrying value at June 30, 2025 $ 340,668,927
In addition to annual impairment testing, which is performed as of the first day of the Company's fourth quarter, the Company continuously monitors for events and circumstances that could negatively impact the key assumptions in determining fair value of goodwill or other intangible assets, thus resulting in the need for interim impairment testing, including long-term revenue growth projections, profitability, discount rates, recent market valuations from transactions by comparable companies, volatility in the Company's market capitalization, and general industry, market and macroeconomic conditions. No such events or circumstances that might negatively impact the key assumptions were observed in the second quarter of 2025 and, as such, nothing indicated the need for interim impairment testing.
The Company also acquired In-Process Research & Development ("In-Process R & D") as part of the acquisitions of Vaporsens and Air-Craftglass, each of which has been previously disclosed. 11
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
The patents and intangible assets and related change in carrying values are set forth in the tables below.
As of June 30, 2025: Other Intangible Assets Gross Accumulated Amortization Net Assumed Useful Life Gentex Patents $ 39,573,561 $ ( 28,472,060 ) $ 11,101,501 Various Other Intangible Assets HomeLink ® Trade Names and Trademarks $ 52,000,000 $ - $ 52,000,000 Indefinite HomeLink ® Technology 180,000,000 ( 176,250,000 ) 3,750,000 12 years Existing Customer Platforms 43,000,000 ( 43,000,000 ) - 10 years Exclusive Licensing Agreement 96,000,000 - 96,000,000 Indefinite BioCenturion LLC ("BioCenturion") Trade Names and Trademarks 640,000 ( 42,665 ) 597,335 10 years BioCenturion Technology 2,300,000 ( 127,777 ) 2,172,223 12 years eSight Technology 12,000,000 ( 1,666,669 ) 10,333,331 12 years eSight Trade Names and Trademarks 870,000 ( 120,833 ) 749,167 12 years Vaporsens In-Process R&D 5,800,000 - 5,800,000 Indefinite Argil In-Process R&D 6,278,132 - 6,278,132 Indefinite Air-Craftglass Technology 1,507,778 ( 62,824 ) 1,444,954 12 years Guardian Trade Names 1,300,000 ( 108,333 ) 1,191,667 12 years Guardian Technology 6,800,000 ( 566,667 ) 6,233,333 12 years Total Other Intangible Assets $ 408,495,910 $ ( 221,945,768 ) $ 186,550,142 Total Patents & Other Intangible Assets $ 448,069,471 $ ( 250,417,828 ) $ 197,651,643
NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)
As of December 31, 2024: Other Intangible Assets Gross Accumulated Amortization Net Assumed Useful Life Gentex Patents $ 39,266,409 $ ( 28,137,761 ) $ 11,128,648 Various Other Intangible Assets HomeLink ® Trade Names and Trademarks $ 52,000,000 $ - $ 52,000,000 Indefinite HomeLink ® Technol
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