v3.25.1
BUSINESS COMBINATION (Tables)
3 Months Ended
Mar. 31, 2025
Business Combination, Asset Acquisition, and Joint Venture Formation [Abstract]  
Schedule of Business Acquisitions, by Acquisition
On February 29, 2024, the Company acquired 100% of the equity interests of The Carlstar Group, LLC ("Carlstar") for the following purchase consideration and subject to a working capital adjustment based on an agreed upon working capital target (amounts in thousands):
Purchase Consideration
Titan International, Inc. common stock$168,693 
Base cash consideration, net of cash acquired of $10,288
127,500 
$296,193 
Additional cash consideration for excess net working capital acquired19,759 
Other debt-like items(3,616)
Total purchase consideration, net of cash acquired$312,336 
Schedule of Assets and Liabilities of Purchase Price Consideration
The following table summarizes the final allocation of purchase price consideration to the major classes of assets and liabilities as of February 29, 2024 (amounts in thousands):
Final Purchase Price Allocation
Accounts receivable$92,043 
Inventories150,900 
Prepaid and other current assets13,339 
Property, plant, and equipment115,090 
Other long-term assets111,864 
Goodwill29,563 
Intangible assets11,500 
Fair value of assets acquired$524,299 
Accounts payable$66,055 
Other current liabilities28,377 
Operating leases108,249 
Deferred tax liabilities7,773 
Other long-term liabilities1,509 
Fair value of liabilities assumed$211,963 
Purchase price$312,336 
Schedule of Goodwill The carrying value of goodwill by reportable segment as of March 31, 2025 and December 31, 2024 was as follows:
 Carrying Value
Agricultural$4,844 
Earthmoving/construction— 
Consumer24,719 
Total$29,563 
Schedule of Carrying Amounts and Weighted Average Lives of the Acquired Intangible Assets
Schedule of Business Acquisition, Pro Forma Information
Through March 31, 2024, the actual revenue and income before taxes of Titan Specialty since the acquisition date of February 29, 2024 included in the consolidated statement of operations is as shown below (amounts in thousands). The net income includes the effect of fair value adjustments for the amortization of inventory, intangible assets, and depreciation of property, plant and equipment.
 
From Acquisition Date to March 31, 2024
Titan Specialty revenue
$51,788 
Titan Specialty income before taxes
1,254 

The following is the unaudited pro forma financial information for the three months ended March 31, 2024 that reflects our results of our operations as if the acquisition of Titan Specialty had been completed on January 1, 2023. This unaudited pro forma financial information is provided for informational purposes only and is not necessarily indicative of what the actual results of operations would have been had the transactions taken place on January 1, 2023, nor is it indicative of the future consolidated results of operations or financial position of the combined companies (amounts in thousands, except per share data).

Three months ended
March 31, 2024
Pro forma revenues$584,027 
Pro forma net income25,445 
Net income per common share, basic$0.35 
Net income per common share, diluted0.35